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What changed in INTERFACE INC's 10-K — 2024 vs 2025

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

+315 added−349 removedSource: 10-K (2026-02-25) vs 10-K (2025-02-26)

Top changes in INTERFACE INC's 2025 10-K

315 paragraphs added · 349 removed · 225 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

61 edited+31 added−25 removed26 unchanged
Biggest changeOur i2™ modular product line, which includes our popular Entropy® product, features mergeable dye lots, and includes a number of carpet tile products that are designed to be installed randomly without reference to the orientation of neighboring tiles. The i2 line offers cost-efficient installation and maintenance, interactive flexibility, and recycled and recyclable materials.
Biggest changeEmbodied carbon is distinct from operational carbon, which refers to the carbon footprint of everything that happens after the product leaves our factory, such as shipment, customer use, and end of life. 4 Table of Contents Our i2™ modular product line, which includes our popular Entropy® product, features mergeable dye lots, and includes a number of carpet tile products that are designed to be installed randomly without reference to the orientation of neighboring tiles.
Reportable Segments The Company has two operating and reportable segments – namely Americas (“AMS”) and Europe, Africa, Asia and Australia (collectively “EAAA”). The AMS operating segment includes the United States, Canada and Latin America geographic areas. See Note 20 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information .
Reportable Segments The Company has two operating and reportable segments – namely Americas (“AMS”) and Europe, Africa, Asia and Australia (collectively “EAAA”). The AMS operating segment includes the United States, Canada and Latin America geographic areas. See Note 19 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information .
Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include risks and uncertainties associated with economic conditions in the commercial interiors industry as well as the risks and uncertainties discussed below in Item 1A, “Risk Factors.” 11 Table of Contents
Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include risks and uncertainties associated with economic conditions in the commercial interiors industry as well as the risks and uncertainties discussed below in Item 1A, “Risk Factors.” 12 Table of Contents
These pioneering products, which are part of our Embodied Beauty ™ collection, are created with a combination of our CQuestBioX carpet backing (featuring bio-based materials and more recycled content), specialty yarns and tufting processes that create a carpet tile with a net negative value of “embodied carbon”. 4 Table of Contents Embodied carbon is the carbon footprint (meaning the global warming potential of emissions of greenhouse gases measured in carbon dioxide equivalents) of a product from raw material creation, growth and extraction (the “cradle”) through processing until it is packaged and ready to be shipped from our factory (the “gate”), thus referred to as “cradle-to-gate” in the life cycle assessment of a product.
These pioneering products, which are part of our Embodied Beauty ™ collection, are created with a combination of our CQuestBioX carpet backing (featuring bio-based materials and more recycled content), specialty yarns and tufting processes that create a carpet tile with a net negative value of “embodied carbon.” Embodied carbon is the carbon footprint (meaning the global warming potential of emissions of greenhouse gases measured in carbon dioxide equivalents) of a product from raw material creation, growth and extraction (the “cradle”) through processing until it is packaged and ready to be shipped from our factory (the “gate”), thus referred to as “cradle-to-gate” in the life cycle assessment of a product.
Below is a summary of total net sales percentages by reportable segment for the last three fiscal years. 2024 2023 2022 AMS 61% 58% 58% EAAA 39% 42% 42% Market Segmentation Our business, as well as the commercial interiors industry in general, is cyclical in nature and is impacted by economic conditions and trends that affect the markets for commercial and institutional business spaces.
Below is a summary of total net sales percentages by reportable segment for the last three fiscal years. 2025 2024 2023 AMS 61% 61% 58% EAAA 39% 39% 42% Market Factors Our business, as well as the commercial interiors industry in general, is cyclical in nature and is impacted by economic conditions and trends that affect the markets for commercial and institutional business spaces.
Our management believes that its relations with the Works Councils, the unions and our employees are good. Information About Our Executive Officers Our executive officers, their ages as of December 29, 2024, and their principal positions with us are set forth below. Executive officers serve at the pleasure of the Board of Directors. Name Age Principal Position(s) Laurel M.
Our management believes that its relations with the Works Councils, the unions and our employees are good. Information About Our Executive Officers Our executive officers, their ages as of December 28, 2025, and their principal positions with us are set forth below. Executive officers serve at the pleasure of the Board of Directors. Name Age Principal Position(s) Laurel M.
We also continue to provide “turnkey” project management services for a number of global accounts and other large customers through our InterfaceSERVICES™ business. 5 Table of Contents Manufacturing and Raw Materials We manufacture carpet tile at two locations in the United States and at facilities in the Netherlands, the United Kingdom, China and Australia. We manufacture rubber flooring in Germany.
We also continue to provide “turnkey” flooring project management services for a number of global accounts and other large customers. 5 Table of Contents Manufacturing and Raw Materials We manufacture carpet tile at two locations in the United States and at facilities in the Netherlands, the United Kingdom, China and Australia.
We have traditionally focused our carpet marketing strategy on major accounts, seeking to build lasting relationships with national and multinational end-users, and on architects, interior designers, engineers, contracting firms, and other specifiers who often make or significantly influence purchasing decisions.
We focus our marketing strategy on major accounts, seeking to build lasting relationships with national and multinational end-users, and on architects, interior designers, engineers, contracting firms, and other specifiers who often make or significantly influence purchasing decisions .
He came to us from the food, facilities and uniform services supplier Aramark Corporation, where he served as Senior Vice President and Chief Financial Officer for Aramark’s Uniform business unit since 2009, and for Aramark’s Direct Store Delivery segment since 2014.
Hausmann joined us in April 2017 as Vice President and Chief Financial Officer. He came to us from the food, facilities and uniform services supplier Aramark Corporation, where he served as Senior Vice President and Chief Financial Officer for Aramark’s Uniform business unit since 2009, and for Aramark’s Direct Store Delivery segment since 2014.
We believe the appeal and utilization of our products will continue to grow, and we are using our considerable skills and experience with designing, producing and marketing our products to make us a market leader. We primarily focus our sales efforts on the corporate office, education, healthcare, government, hospitality, and residential living market segments.
We believe the appeal and utilization of our products will continue to grow, and we are using our considerable skills and experience with designing, producing and marketing our products to make us a market leader. We primarily focus our sales efforts on the corporate office, education, healthcare, public buildings, retail, transportation, and residential living market segments.
As a global company with a reputation for high quality, reliability and premium positioning, we market modular carpet under the established brand names Interface® and FLOR® , we market LVT under the brand Interface®, and we market rubber flooring under the brands noraplan ® and norament ®.
As a global company with a reputation for high quality, reliability and premium positioning, we market our integrated portfolio for carpet tile under the established brand names Interface® and FLOR® , we market LVT under the brand Interface®, and we market rubber flooring under the brands noraplan ® and norament ®.
Historically, backlog is subject to significant fluctuations due to the timing of orders for individual large projects. D isruptions in supply and distribution chains have resulted in delays of construction projects and flooring installations in many regions worldwide, which also have caused, and may continue to cause, fluctuations in our backlog.
Historically, backlog is subject to significant fluctuations due to the timing of orders for individual large projects. D isruptions in supply and distribution chains or delays in construction projects and flooring installations worldwide, have caused, and may continue to cause, fluctuations in our backlog.
The award-winning design firm David Oakey Designs has had a pivotal role in developing many of our innovative product designs. David Oakey Designs has developed products that are manufactured using state-of-the-art tufting technology, which allows us to pinpoint tufts of different colored yarns in virtually any arrangement within a carpet tile.
David Oakey Designs has had a pivotal role in developing many of our innovative product designs, including products manufactured using state-of-the-art tufting technology, which allows us to pinpoint tufts of different colored yarns in virtually any arrangement within a carpet tile.
Some of our LVT products are engineered to the same or similar height as our modular carpet, which means our customers have the ability to install our LVT and modular carpet products side by side without transition strips or layering.
Our LVT products are engineered to the same or similar height as our modular carpet, which means customers can install our LVT, modular carpet, and rubber products side by side without transition strips or layering.
Forward-looking statements in this report include, without limitation, any statements regarding the effects of inflation, high interest rates, current wars and conflicts, the supply chain environment, slow market conditions in certain geographic areas, tariffs, freight costs, pressures in the commercial office market and other macroeconomic factors, and our future production volumes per unit fixed costs, on our future performance.
Forward-looking statements in this report include, without limitation, any statements regarding the effects of new or increased tariffs and changes in trade policies of the United States or other countries, inflation, changing interest rates, current wars and conflicts, the supply chain environment, slow market conditions in certain geographic areas, pressures in the commercial office market and other macroeconomic factors, and our future production volumes per unit fixed costs, on our future performance.
Our marketing efforts are enhanced by the established and well-known brand names of our carpet products, including Interface and FLOR, as well as the strength of the nora rubber flooring brands of noraplan and norament.
Our marketing efforts are enhanced by the established and well-known brand names of our carpet products, including Interface and FLOR, as well as the strength of the nora rubber flooring brands of noraplan and norament. An integral part of our marketing and sales efforts is our Interface Design Studio.
The SEC maintains a website that contains annual, quarterly and current reports, proxy statements and other information that issuers (including the Company) file electronically with the SEC. The SEC’s website is http://www.sec.gov . Interface, Inc. was incorporated in Georgia in 1973.
The SEC maintains a website that contains annual, quarterly and current reports, proxy statements and other information that issuers (including the Company) file electronically with the SEC. The SEC’s website is http://www.sec.gov .
We are using raw materials and production technologies, such as our ReEntry 2.0 reclaimed carpet separation process and our CQuest backings, that directly reduce adverse impacts of those operations on the environment and limit our dependence on petrochemicals. Product Design, Research and Development We maintain an active research and development, product development and design staff.
We are using raw materials and production technologies such as our CQuest backings, that directly reduce adverse impacts of those operations on the environment and limit our dependence on petrochemicals. 8 Table of Contents Product Design, Research and Development We maintain an active research and development, product development and design staff.
Available Information We make available free of charge on or through our Internet website our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (“SEC”).
Poppens was named Chief Commercial Officer, and his former role as President of Americas was eliminated. 11 Table of Contents Available Information We make available free of charge on or through our Internet website our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (“SEC”, or “Commission”).
In order to implement our global marketing efforts, we have product showrooms or design studios in the United States, England, France, Germany, Spain, the Netherlands, India, Australia, United Arab Emirates, Singapore, Hong Kong, China and elsewhere.
In order to implement our global marketing strategy, we have product showrooms or design studios in the United States, England, France, Germany, Spain, the Netherlands, India, Australia, United Arab Emirates, Singapore, Hong Kong, China as well as in other key locations.
In addition, through our websites, we have made it easy to view and request samples of our products. We also use technology which allows us to provide digital, simulated samples of our products, which helps reduce raw material and energy consumption associated with our samples. We primarily use our internal marketing and sales force teams to market our flooring products.
We also use technology which allows us to provide digital, simulated samples of our products, which helps reduce raw material and energy consumption associated with our samples. We primarily use our internal marketing and sales force teams to market our flooring products.
We also draw on the research and development efforts of our suppliers, particularly in the areas of fibers, yarns and modular carpet backing materials. The research and development team provides us with technical support and advanced materials research and development.
We also draw on the research and development efforts of our suppliers, particularly in the areas of fibers, yarns, and modular carpet backing materials.
Our TacTiles® carpet tile installation system uses small squares of adhesive plastic film to connect intersecting carpet tiles, thus eliminating the need for traditional carpet adhesive and resulting in a reduction in installation time and material waste.
The i2 line offers cost-efficient installation and maintenance, interactive flexibility, and recycled and recyclable materials. Our TacTiles® carpet tile installation system uses small squares of adhesive plastic film to connect intersecting carpet tiles, thus eliminating the need for traditional carpet adhesive and resulting in a reduction in installation time and material waste.
We believe the quality, service, design, better product performance, flexibility (such as design options, selective rotation or replacement, and use in combination with our resilient products), environmental footprint and convenience of our flooring products are our principal competitive advantages. 7 Table of Contents We believe we have competitive advantages in several other areas as well.
We believe the quality, service, design, performance, flexibility (such as design options, selective rotation or replacement, and use in combination with our resilient products), environmental footprint and convenience of our flooring products are our principal competitive advantages. Our sustainability goals are a brand-enhancing, competitive strength.
Hurd joined us in April 2022 after having worked previously for global consumer goods company Newell Brands, Inc. Ms. Hurd served as Segment President, Learning and Development at Newell Brands Inc. starting in February 2019, leading its Baby and Writing businesses. Previously, Ms. Hurd was the Division Chief Executive Officer for Newell Brands’ Writing division starting in February 2018.
Hurd served as Segment President, Learning and Development at Newell Brands Inc. starting in February 2019, leading its Baby and Writing businesses. Previously, Ms. Hurd was the Division Chief Executive Officer for Newell Brands’ Writing division starting in February 2018. From 2016 to February 2018, she served as Chief Executive Officer of Newell Brands’ Baby division.
Innovation and increased customization in product design and styling are the principal focus of our product development efforts, and this focus has led to several design breakthroughs such as our CQuest backings, plank and Skinny Plank products, as well as our i2 product line.
Innovation and increased customization in product design and styling are the principal focus of our product development efforts, and this focus has led to several design breakthroughs such as our CQuest backings and our i2 product line. Our design and development team is recognized as an industry leader in design and product engineering for the commercial and institutional markets.
Innovations in both design and manufacturing allow us to create these high-quality, high-performance carpet products at a lower price point. Launched in 2020, our next generation carpet tile backings are called CQuest™ backings. Guided by materials science and inspired by nature’s carbon-storing abilities, we added new bio-based materials and more recycled content to our backings.
Launched in 2020, our next generation carpet tile backings are called CQuest™ backings. Guided by materials science and inspired by nature’s carbon-storing abilities, we added new bio-based materials and more recycled content to our backings.
We also plan to continue to focus on carbon reductions in our products and operations as we work toward achieving our science-based targets by 2030 and as we work toward our goal of becoming a carbon negative enterprise by 2040.
We are committed to developing new solutions that push the boundaries of flooring design. We also plan to continue to focus on carbon reductions in our products and operations as we work toward achieving our science-based targets by 2030 and our goal to be carbon negative by 2040.
Seasonality As we have executed on our strategy, sales in the education market segment have increased, in recent years, particularly in the second and third quarters as schools often schedule renovation projects during the summer months when schools are typically closed.
Seasonality Our business reflects seasonal patterns that correlate to historical customer spending and commercial project timelines. Sales in the education market segment have increased in recent years, particularly in the second and third quarters as schools often schedule renovation projects during the summer months when schools are typically closed.
We believe the principal competitive factors in our primary floorcovering markets are brand recognition, quality, design, service, broad product lines, product performance, marketing strategy, pricing and sustainability. We compete against various floorcoverings including carpet tile, broadloom carpet, LVT and other hard surface flooring, and polished concrete.
We believe the principal competitive factors in our primary floorcovering markets are brand recognition, quality, design, service, broad product lines, product performance, marketing strategy, pricing and sustainability.
While we continue to manufacture and sell a substantial portion of our carpet tile in standard styles, most of our modular carpet sales in the Americas and Asia-Pacific regions are made-to-order products designed to meet customer specifications. Our modular carpet systems are marketed under the established brands Interface and FLOR .
We also make carpet tile backing containing post-industrial and/or post-consumer recycled materials. While we continue to manufacture and sell a substantial portion of our carpet tile in standard styles, most of our modular carpet sales in the Americas and Asia-Pacific regions are made-to-order products designed to meet customer specifications. We design our carpet tile backing options for dimensional stability.
Interface is a global flooring solutions company and sustainability leader, offering an integrated portfolio of carpet tile and resilient flooring products that includes Interface® carpet tile and luxury vinyl tile (“LVT”), nora® rubber flooring, and FLOR® premium area rugs for commercial and residential spaces.
Interface, Inc. was incorporated in Georgia in 1973 and is a global flooring solutions company offering an integrated portfolio of flooring products to customers, including carpet tile, luxury vinyl tile (“LVT”), nora® rubber flooring, and FLOR® premium area rugs.
He was promoted to Assistant Secretary in April 2002, Senior Counsel in April 2006, Assistant Vice President in April 2007, Vice President in July 2012, Associate General Counsel in May 2014, and Secretary and General Counsel in January 2017. 10 Table of Contents Mr. Hausmann joined us in April 2017 as Vice President and Chief Financial Officer.
Foshee , who previously practiced with an Atlanta-based international law firm, joined us in October 1999 as Associate Counsel. He was promoted to Assistant Secretary in April 2002, Senior Counsel in April 2006, Assistant Vice President in April 2007, Vice President in July 2012, Associate General Counsel in May 2014, and Secretary and General Counsel in January 2017. Mr.
The duration of trademarks registered in other jurisdictions varies. 9 Table of Contents Human Capital Interface is a purpose-driven company with a passionate team that shares a unique set of values. We strive to do the right thing and to be generous to people and the planet.
Human Capital Interface is a purpose-driven company with a passionate team that shares a unique set of values. We strive to do the right thing and to be generous to people and the planet. Workforce Composition At December 28, 2025, we employed a total of 3,570 employees worldwide.
Disruptions in economic markets due to inflation, high interest rates, geo-political tensions, including the Russia-Ukraine war and the Middle East conflict, a still challenging supply chain environment, slow economic conditions in several markets that we serve, and significant financial pressures in the commercial office market globally, all pose challenges for us and impact the markets we operate in. 3 Table of Contents Products and Services Modular Carpet Our AMS and EAAA reportable segments sell the same products within their respective geographical regions.
Disruptions in global economic markets due to the impact of government-imposed tariffs and retaliatory tariffs, supply chain challenges and disruptions, significant pressures in the commercial office market globally, inflation, slow market conditions in certain parts of the globe, and geopolitical factors including wars and other conflicts, all pose challenges for us and impact the markets we operate in. 3 Table of Contents Products and Services Our AMS and EAAA reportable segments sell the same products within their respective geographical regions.
From 2016 to February 2018, she served as Chief Executive Officer of Newell Brands’ Baby division. From May 2014 until 2016, Ms. Hurd was President of the Baby and Parenting division at Newell Brands, where she oversaw the Calphalon, Goody, and Rubbermaid consumer brands. From 2012 to 2014, Ms.
From May 2014 until 2016, Ms. Hurd was President of the Baby and Parenting division at Newell Brands, where she oversaw the Calphalon, Goody, and Rubbermaid consumer brands. From 2012 to 2014, Ms. Hurd was Vice President, Global Development for Newell Brands, leading both Marketing and Research & Development for the Graco, Aprica, and Teutonia brands globally. Mr.
While the corporate office market segment, including new construction and renovation, is our largest, we also emphasize sales in other market segments, including schools and educational facilities, government institutions, retail space, healthcare facilities, tenant improvement space, hospitality centers, residences and home office space.
While the corporate office market segment, including new construction and renovation, is our largest, we also focus our sales efforts on other market segments, including healthcare, education, retail, government, hospitality, and residential living.
We also set a separate goal to become a carbon negative enterprise by 2040. 8 Table of Contents Compliance with Government Regulations We are subject to various federal, state and foreign laws and regulations that address various aspects of our business such as worker safety, privacy, trade sanctions and anticorruption.
The duration of trademarks registered in other jurisdictions varies. Compliance with Government Regulations We are subject to various federal, state and foreign laws and regulations that address various aspects of our business such as worker safety, privacy, trade sanctions and anticorruption.
We produce carpet tiles in a wide variety of colors, patterns, textures, pile heights and densities. These varieties are designed to meet both the practical and aesthetic needs of a broad spectrum of commercial interiors — particularly offices, educational facilities, healthcare facilities, government-related facilities (including but not limited to airports), hospitality spaces, retail facilities, and residential interiors.
These options are designed to meet the practical and aesthetic needs of a broad spectrum of commercial interiors — particularly offices, educational facilities, healthcare facilities, government-related facilities (including but not limited to airports), retail spaces, hospitality spaces, and residential interiors. We make carpet tile with yarn containing varying degrees of recycled post-consumer nylon, depending on the style and color.
The CQuest backings are: • CQuest™GB – Which features superior performance with a construction of post-consumer recycled content from carpet tiles, bio-based additives, and pre-consumer recycled materials. • CQuest™Bio – A non-vinyl bio-composite backing made with bio-based and recycled fillers. • CQuest™BioX – The same material make-up as CQuestBio with a higher concentration of carbon negative materials.
The CQuest backings are: • CQuest™Bio – A non-vinyl bio-composite backing made with bio-based and recycled fillers. • CQuest™BioX – The same material make-up as CQuestBio with a higher concentration of carbon negative materials. In 2020, we achieved a substantial milestone in our journey toward becoming a sustainable enterprise.
Competition We compete, on a global basis, in the sale of our modular carpet products with other carpet manufacturers and manufacturers of vinyl and other types of floorcoverings. Although the industry has experienced significant consolidation, a large number of manufacturers remain in the industry.
Competition We compete, on a global basis, in the sale of our modular carpet, LVT, and rubber flooring against various companies who offer floor coverings including carpet tile, broadloom carpet, LVT, other hard surface flooring, and polished concrete. While the flooring industry has experienced significant consolidation, a large number of manufacturers remain in the industry.
For rubber flooring, the key polymer raw materials are available from multiple sources, and we can source both synthetic and natural rubber depending on product specification and material availability.
For rubber flooring, the key polymer raw materials are available from multiple sources, and we can source both synthetic and natural rubber depending on product specification and material availability. The environmental management systems of our manufacturing facilities in LaGrange, Georgia, West Point, Georgia, Northern Ireland, the Netherlands, China and Australia are certified under International Standards Organization (ISO) Standard No. 14001.
We also sell our FLOR line of products to specifically target modular carpet sales to the residential market segment, and in recent years FLOR products have had crossover success in commercial markets. In addition, we have created modular carpet products designed for each of the education, healthcare, hospitality and retail market segments.
FLOR® We launched our FLOR business in 2003 to target the residential market segment. In recent years, FLOR products have had crossover success in commercial markets. Our FLOR brand delivers premium area rugs made of modular carpet tile for residential and commercial spaces.
We have developed innovative ways to work with recycled content and bio-based materials, which has led us to make carpet tiles that store carbon, preventing its release into the atmosphere. Our nora rubber flooring products have also focused on innovative performance and design. A key innovation is the self-adhesive nTx solution for nora tiles and sheet goods.
Our cradle-to-gate carbon negative carpet tile features carbon negative materials in the CQuestBioX backing in combination with specialty yarns and tufting processes. We have developed innovative ways to work with recycled content and bio-based materials, which has led us to make carpet tiles that store carbon, preventing its release into the atmosphere.
Modular Resilient Flooring In 2016, we began offering a category of products we call modular resilient flooring, and our first product introductions into this category were LVT products in the United States. LVT shares many of the same attributes and benefits as carpet tile, but has a resilient or hard surface instead of a soft surface of yarn.
LVT Interface began offering LVT products in late 2016 in select markets and expanded globally in 2017 to capitalize on the high-growth resilient market. Our LVT products share many of the same attributes and benefits as modular carpet tile but have a resilient or hard surface instead of a soft surface of yarn.
Blauer Engel is the leading German institute that recognizes products that have environmentally friendly aspects. Sales and Marketing We distribute our products through two primary channels: (1) direct sales to end users; and (2) indirect sales through independent contractors, installers and distributors. We use an exclusive third-party distributor to sell our products in the Latin American region.
Sales and Marketing We distribute our products through two primary channels: (1) direct sales to end users; and (2) indirect sales through independent contractors, installers and distributors.
Hurd 55 President and Chief Executive Officer David B. Foshee 54 Vice President, General Counsel and Secretary Bruce A. Hausmann 55 Vice President and Chief Financial Officer James Poppens 60 Vice President and Chief Commercial Officer Nigel Stansfield 57 Vice President and Chief Innovation and Sustainability Officer Ms.
Hurd 56 President and Chief Executive Officer Bruce A. Hausmann 56 Vice President and Chief Financial Officer David B. Foshee 55 Vice President, General Counsel and Secretary James Poppens 61 Vice President and Chief Commercial Officer Ms. Hurd joined us in April 2022 after having worked previously for global consumer goods company Newell Brands, Inc. Ms.
The environmental management systems of our floorcovering manufacturing facilities in LaGrange, Georgia, West Point, Georgia, Northern Ireland, the Netherlands, China, Germany and Australia are certified under ISO Standard No. 14001. Backlog Our backlog of unshipped orders was approximately $223.4 million at February 2, 2025, compared with approximately $195.5 million at February 4, 2024.
The environmental management systems of our manufacturing facilities in LaGrange, Georgia, West Point, Georgia, Northern Ireland, the Netherlands, China, Germany and Australia are certified under ISO Standard No. 14001. 9 Table of Contents Our proactive approach to environmental compliance and our investments in sustainable manufacturing technologies have enhanced our competitive position.
In January 2025, the Company unveiled the first of a kind carbon negative nora rubber flooring prototype, which has a carbon negative footprint when measured cradle to gate. Environmental and Sustainability Initiatives Our sustainability strategy began more than 25 years ago with initiatives aimed at reducing waste, environmental footprint and costs.
In January 2025, the Company unveiled the first of a kind carbon negative nora rubber flooring prototype, which has a carbon negative footprint when measured cradle to gate. Also, in 2025, we updated our norament brand in AMS adding new colorways and surface textures for enhanced slip resistance.
These unique designs are best exemplified by our Urban Retreat® , Net Effect®, Human Nature® and World Woven® collections, which are sold throughout our international operations. In 2020, we achieved a substantial milestone in our journey toward becoming a sustainable enterprise.
These unique designs are best exemplified by our Urban Retreat® , Net Effect®, Human Nature® and World Woven® collections, which are sold throughout our international operations. Our goal is to offer products with the lowest carbon footprint possible and products that help maintain a climate fit for life.
Our leadership, knowledge and expertise in the area, especially in the “green building” movement and related environmental certification programs, resonate deeply with many of our customers and prospects around the globe. Our modular carpet products historically have had inherent installation and maintenance advantages that have translated into greater efficiency and waste reduction.
Many of our customers are concerned about the environmental and broader ecological implications of their operations and the products they use in them. Our modular carpet products have had inherent installation and maintenance advantages that have translated into greater efficiency and waste reduction.
Recently, we also launched our One Interface strategy which is a multi-year effort focused on: • Building strong global functions like Marketing, IT, Human Resources, and Finance to support our world-class local selling teams. • Accelerating growth through enhanced productivity of our commercial team. • Expanding margins through global supply chain management and simplifying operations. • Leading in design, innovation, and sustainability.
Launched as part of our broader evolution into an integrated flooring solutions company, this multi-year effort positions us for success by focusing on: • Building strong global functions to support our selling teams • Accelerating growth through enhanced commercial productivity • Expanding margins through global supply chain management and simplifying operations • Reinforcing our leadership in design, innovation, and sustainability.
David Oakey Designs’ services under the agreement include creating commercial carpet designs for use by our modular carpet businesses throughout the world and overseeing product development, design and coloration functions for our modular carpet business in North America. The agreement can be terminated by either party upon six months prior written notice to the other party.
David Oakey Designs provides design and consulting services to us pursuant to a consulting agreement, which can be terminated by either party upon six months prior written notice to the other party.
Our raw materials are generally available from multiple sources — both regionally and globally — with the exception of synthetic fiber (nylon yarn). For yarn, we principally rely upon two major global suppliers, but we also have significant relationships with at least two other suppliers.
Our LVT products are manufactured by a third party in South Korea. We manufacture rubber flooring in Germany. Our raw materials are generally available from multiple sources — both regionally and globally — with the exception of synthetic fiber (nylon yarn).
The environmental management systems of our floorcovering manufacturing facilities in LaGrange, Georgia, West Point, Georgia, Northern Ireland, the Netherlands, China and Australia are certified under International Standards Organization (ISO) Standard No. 14001. Nora’s manufacturing facility, which is located in Weinheim, Germany, is ISO14001 certified as well and sells the majority of its products with the Blauer Engel label.
Nora’s manufacturing facility, which is located in Weinheim, Germany, is ISO14001 certified as well and sells the majority of its products with the Blauer Engel label. Blauer Engel is the leading German institute that recognizes products that have environmentally friendly aspects.
In addition, we make carpet tile with yarn containing varying degrees of recycled post-consumer nylon, depending on the style and color. In 2021, we introduced our Open Air™ collection of more affordable carpet tiles — an expansive platform of hard-working carpet tile styles designed with open spaces in mind.
Key Modular Carpet Products In 2021, we introduced our Open Air™ collection of more affordable carpet tiles — an expansive platform of hard-working carpet tile styles designed with open spaces in mind. Innovations in both design and manufacturing allow us to create these high-quality, high-performance carpet products at a lower price point.
An important part of our marketing and sales efforts involves the preparation of custom-made samples of requested carpet designs, in conjunction with the development of innovative product designs and styles to meet the customer’s particular needs. In most cases, we can produce samples to customer specifications in less than five days, which significantly enhances our marketing and sales efforts.
This team of design experts creates custom-made samples of requested carpet designs to meet customer needs. In most cases, we can produce samples to customer specifications in less than five days. In addition, through our websites, we have made it easy to view and request samples of our products.
We may open offices in other locations around the world as necessary to capitalize on opportunities. 6 Table of Contents Business Strategy and Principal Initiatives Our business strategy is to continue to use our leading position in modular carpet, product design and global made-to-order capabilities as a platform from which to position our modular carpet, LVT products, rubber flooring, and other resilient products across several industry segments.
We may open offices in other locations around the world as necessary to capitalize on opportunities. 6 Table of Contents Business Strategy Interface delivers flooring solutions to its customers that align with the Company’s and our customers’ sustainability goals.
Poppens held leadership roles at Newell Rubbermaid, Kellogg Company, REI, and Coca-Cola. Effective February 1, 2023, Mr. Poppens was named Chief Commercial Officer, and his former role as President of Americas was eliminated. Mr. Stansfield was the Operations Manager for Firth Carpets (our former European broadloom operations) at the time it was acquired by us in 1997.
Poppens held leadership roles at Newell Rubbermaid, Kellogg Company, REI, and Coca-Cola. Effective February 1, 2023, Mr.
In 2017, we launched our LVT products globally, beginning with the Level Set ™ collection which is available in styles with printed top layers in a variety of aesthetic looks, including natural woodgrains and stones, textured woodgrains, and patterns. Our LVT products are modular and come in sizes that match certain of our modular carpet tile squares and planks.
Our LVT products offer printed top layers in a variety of aesthetic options, including natural woodgrains and stones, textured woodgrains, and textile patterns. In 2025 we launched various LVT collections including Lasting Impressions, In the Mix, and Raw Materials, which offer new designs that balance the need for design aesthetics and durability.
At December 29, 2024, we employed a total of 3,636 employees worldwide. Of such total, 1,371 were clerical, staff, sales, supervisory and management personnel and 2,265 were manufacturing personnel. Some of our employees in Australia, the United Kingdom and China are represented by unions.
Employee and Labor Relations Some of our employees in Australia, the United Kingdom and China are represented by unions.
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We help our customers create high-performance interior spaces that support well-being, productivity, and creativity, as well as sustainability of the planet.
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We are a global sustainability leader and offer an extensive range of low carbon and cradle-to-gate carbon negative products that prioritize our sustainability goals. Over the past decade, we have evolved from a company focused primarily on modular carpet into an integrated flooring solutions provider.
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Our carpet tile systems permit distinctive styling and patterning that can be used to complement interior designs, to set off areas for particular purposes and create visual cues.
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In late 2016, we began offering LVT products in select markets, expanding globally in 2017 to capitalize on the high-growth resilient flooring market. In 2018, we acquired nora systems GmbH, adding rubber flooring to our portfolio and strengthening our position in healthcare, education, and transportation market segments.
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We manufacture carpet tiles cut in precise, dimensionally stable squares (usually 50 cm x 50 cm) or rectangles (such as planks and Skinny Planks™ ). Our GlasBac® technology employs a fiberglass-reinforced polymeric composite backing that provides dimensional stability and reduces the need for adhesives or fasteners. We also make carpet tiles with a backing containing post-industrial and/or post-consumer recycled materials.
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In 2020, we launched our CQuest™ carbon negative carpet tile backings, and in 2021 we set carbon reduction targets validated by the Science Based Targets Initiative. We have also implemented our One Interface strategy, a multi-year organizational initiative that positions us to operate as one global team across our integrated product portfolio.
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Embodied carbon is distinct from operational carbon, which refers to the carbon footprint of everything that happens after the product leaves our factory, such as shipment, customer use, and end of life.
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These developments have helped us to diversify beyond our traditional corporate office market segment, building a more resilient revenue base across education, healthcare, government, hospitality, and other commercial end-markets.
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In addition, some of our LVT products include a backing system that provides acoustic insulation without the need for additional underlayment, which can reduce the impact of sound in the space where the flooring is used.
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Modular Carpet Our modular carpet systems are marketed under the established brands Interface and FLOR . We manufacture carpet tile in precise, dimensionally stable squares - usually 50 cm x 50 cm tiles as well as planks in varying sizes. Carpet tile is produced in a variety of colors, patterns, textures, pile heights, and densities.
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Rubber Flooring With the acquisition of nora in 2018, we began offering rubber flooring products under the established noraplan and norament brands, which enhances the Company’s resilient flooring portfolio. Rubber flooring is ideal for applications that require hygienic, safe flooring with strong chemical resistance. Rubber flooring is extremely durable compared to other flooring alternatives.
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Our two primary backing platforms are: • GlasBac® - this backing includes a fiberglass-reinforced polymeric composite that reduces the need for adhesives or fasteners. • CQuest™ backings include bio-based materials and recycled content. When measured on a stand-alone basis, the backings are net carbon negative (see discussion below for additional information).
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We also have technology that separates the face fiber and backing of reclaimed and waste carpet, thus making it easier to recycle some of its components and providing a purer supply of inputs for our CQuestGB carpet backing.
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We also offer customers the option to return their used FLOR carpet tiles to be recycled through our ReEntry program (see manufacturing and raw materials section below for additional information on our ReEntry program). In 2024 we launched a successful, award-winning FLOR collection in collaboration with fashion designer Trina Turk and expanded the collaboration with new styles in 2025.
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This technology, which is part of our ReEntry®2.0 carpet reclamation program, allows us to send some of the reclaimed face fiber back to our fiber supplier to be blended with virgin or other post-industrial materials and extruded into new fiber.
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Our Sound Choice™ LVT backing system provides acoustic insulation without the need for additional underlayment, helping to reduce the impact of sound once installed. nora® Rubber Flooring We acquired nora systems, GmbH in 2018, to expand our resilient flooring offerings and drive growth in non-corporate office market segments. nora® represents a core part of our resilient flooring portfolio.
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Through these strategies, we will seek to increase revenues and profitability by pursuing the following key initiatives: Continue to Penetrate Diversified Market Segments. We plan to continue our strategic focus on product design and marketing and sales efforts in the corporate office, government, education, healthcare, hospitality, and residential living market segments.
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Our nora rubber solutions are engineered to support operational efficiency, safety, health, and long-term performance in demanding environments. Designed without PVC or phthalate plasticizers, nora products offer durable, quiet, ergonomic, and low-maintenance flooring. With the established noraplan and norament brands we provide high-performing rubber flooring options to key market segments including healthcare, education, and transportation.
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This initiative is part of a market diversification strategy to reduce our exposure to the economic cyclicality of the corporate office market segment, and it has become a principal strategy generally for growing our business and enhancing profitability. Develop a Substantial Resilient Flooring Business .

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeHowever, there is no guarantee that these enhancements and steps will be adequate to mitigate future losses due to IT system disruptions, and we may incur significant expense in correcting and recovering from future disruptions. 15 Table of Contents To the extent our IT systems store sensitive data, including data related to customers, employees or other parties, security breaches may expose us to fines and other liabilities, and reputational harm if such data is misappropriated.
Biggest changeHowever, there is no guarantee that these enhancements and steps will be adequate to mitigate future losses due to IT system disruptions or that we will be able to prevent, detect or respond to future incidents in a timely and effective manner, and we may incur significant expense in correcting and recovering from future disruptions.
This level of debt could have significant consequences on our future operations, including: • making it more difficult for us to meet our payment and other obligations under our outstanding debt; • resulting in an event of default if we fail to comply with the financial and other restrictive covenants contained in our debt agreements, which event of default could result in all of our debt becoming immediately due and payable; • reducing the availability of our cash flows to fund working capital, capital expenditures, acquisitions or strategic investments and other general corporate purposes, and limiting our ability to obtain additional financing for these purposes; • subjecting us to the risk of increasing interest expense on variable rate indebtedness, including borrowings under our Syndicated Credit Facility; • limiting our flexibility in planning for, or reacting to, and increasing our vulnerability to, changes in our business, the industry in which we operate and the general economy; • placing us at a competitive disadvantage compared to our competitors that have less debt or are less leveraged; • limiting our ability to attract certain investors to purchase our common stock due to the amount of debt we have outstanding; and • limiting our ability to refinance our existing indebtedness as it matures. • limiting our ability to pay dividends or repurchase our shares.
This level of debt could have significant consequences on our future operations, including: • making it more difficult for us to meet our payment and other obligations under our outstanding debt; • resulting in an event of default if we fail to comply with the financial and other restrictive covenants contained in our debt agreements, which event of default could result in all of our debt becoming immediately due and payable; • reducing the availability of our cash flows to fund working capital, capital expenditures, acquisitions or strategic investments and other general corporate purposes, and limiting our ability to obtain additional financing for these purposes; • subjecting us to the risk of increasing interest expense on variable rate indebtedness, including borrowings under our Syndicated Credit Facility; • limiting our flexibility in planning for, or reacting to, and increasing our vulnerability to, changes in our business, the industry in which we operate and the general economy; • placing us at a competitive disadvantage compared to our competitors that have less debt or are less leveraged; • limiting our ability to attract certain investors to purchase our common stock due to the amount of debt we have outstanding; • limiting our ability to refinance our existing indebtedness as it matures; and • limiting our ability to pay dividends or repurchase our shares.
In 2024 and 2023 approximately 43% and 46% of our net sales, respectively, and a significant portion of our production were outside the United States, primarily in Europe and Asia-Pacific.
In 2025, 2024, and 2023 approximately 43%, 43%, and 46% of our net sales, respectively, and a significant portion of our production were outside the United States, primarily in Europe and Asia-Pacific.
If new debt is added to our and our subsidiaries’ existing debt levels, the related risks we now face would increase. Legal Risk Factors We face risks associated with litigation and claims.
If new debt is added to our existing debt levels, the related risks we now face would increase. Legal Risk Factors We face risks associated with litigation and claims.
Any of the above-listed factors could have an adverse effect on our business, financial condition and results of operations and our ability to meet our payment obligations under our debt. 19 Table of Contents Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our operations to pay our indebtedness.
Any of the above-listed factors could have an adverse effect on our business, financial condition and results of operations and our ability to meet our payment obligations under our debt. 22 Table of Contents Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our operations to pay our indebtedness.
In addition, as cybercriminals continue to become more sophisticated and numerous, the costs to defend and insure against cyberattacks can be expected to rise. The impact of potential changes to environmental laws and regulations and industry standards regarding climate change and other sustainability matters could lead to unforeseen disruptions to our business operations.
As cybercriminals continue to become more sophisticated and numerous, the costs to defend and insure against cyberattacks can be expected to rise. The impact of potential changes to environmental laws and regulations and industry standards regarding climate change and other sustainability matters could lead to unforeseen disruptions to our business operations.
While we manufacture our products in several facilities and maintain insurance covering our facilities, including business interruption insurance, our manufacturing facilities could be materially damaged by natural disasters, such as floods, storms, tornadoes, hurricanes and earthquakes, whether or not as a result of climate change, or by fire or other unexpected events such as adverse weather conditions, acts of war, terrorism, protests, energy shortages and disruptions, pandemics or other public health crises or other disruptions to our facilities, supply chain or our customers’ facilities.
While we manufacture our products in several facilities and maintain insurance covering our facilities, including business interruption insurance, our manufacturing facilities could be materially damaged by natural disasters, such as floods, storms, tornadoes, hurricanes and earthquakes, whether or not as a result of climate change, or by fire or other unexpected events such as adverse weather conditions, acts of war, terrorism, protests, or other political or civil unrest, energy shortages and disruptions, pandemics or other public health crises or other disruptions to our facilities, supply chain or our customers’ facilities.
In recent periods, as the value of the U.S. dollar has strengthened in comparison to certain foreign currencies — particularly in our EAAA segment and the impact of the Euro on our European operations — our reported revenues have been negatively impacted.
In recent periods, as the value of the U.S. dollar has weakened in comparison to certain foreign currencies — particularly in our EAAA segment and the impact of the Euro on our European operations — our reported revenues have been negatively impacted.
Our business may not continue to generate sufficient cash flow from operations in the future and future borrowings may not be available to us under our existing revolving credit facility or from other sources in an amount sufficient to service our indebtedness, including the Senior Notes, to make necessary capital expenditures or to fund our other liquidity needs.
Our business may not continue to generate sufficient cash flow from operations in the future and future borrowings may not be available to us under our existing revolving credit facility or from other sources in an amount sufficient to service our indebtedness, to make necessary capital expenditures or to fund our other liquidity needs.
Future impairment charges could result if these macroeconomic conditions or other negative market events or conditions continue to impact our operations. 12 Table of Contents Our success depends significantly upon the efforts, abilities and continued service of our senior management executives, our principal design consultant and other key personnel (including experienced sales and manufacturing personnel), and our loss of any of them could affect us adversely.
Future impairment charges could result if these macroeconomic conditions or other negative market events or conditions impact our operations. 13 Table of Contents Our success depends significantly upon the efforts, abilities and continued service of our senior management executives, our principal design consultant and other key personnel (including experienced sales and manufacturing personnel), and our loss of any of them could affect us adversely.
From time to time, we make improvements and changes to our physical facilities, move operations to other sites, and change our manufacturing processes. Large scale changes or moves could disrupt our normal operations, leading to possible loss of productivity, which may adversely affect our results.
From time to time, we make improvements and changes to our physical facilities, move operations to other sites, and change our manufacturing processes. These changes or moves could disrupt our normal operations, leading to possible loss of productivity, which may adversely affect our results.
These types of events could also affect our suppliers, installers, and customers, which could have a material adverse impact on our business. The market price of our common stock has been volatile and the value of your investment may decline.
These types of events could also affect our suppliers, installers, and customers, which could have a material adverse impact on our business. 16 Table of Contents The market price of our common stock has been volatile and the value of your investment may decline.
A public health emergency in the future could have a material adverse effect on our ability to operate, our results of operations, financial condition, and demand for our products. 16 Table of Contents International Risk Factors Our substantial international operations are subject to various political, economic and other uncertainties that could adversely affect our business results, including foreign currency fluctuations, restrictive taxation, custom duties, tariffs, border closings or other adverse government regulations.
A public health emergency in the future could have a material adverse effect on our ability to operate, our results of operations, financial condition, and demand for our products. 19 Table of Contents International Risk Factors Our substantial international operations are subject to various political, economic and other uncertainties that could adversely affect our business results, including restrictive taxation, custom duties, tariffs, border closings or other adverse government regulations.
A future goodwill impairment test may result in a future non-cash adjustment, which could adversely affect our earnings for any such future period. In recent years, we recorded goodwill and intangible asset impairment charges of $36.2 million in the fourth quarter of 2022.
A future goodwill impairment test may result in a future non-cash adjustment, which could adversely affect our earnings for any such future period. We recorded a goodwill and intangible asset impairment charge of $36.2 million in the fourth quarter of 2022.
Our suppliers may not be able to meet our demand for a variety of reasons, including our inability to forecast our future needs accurately or a shortfall in production by the supplier for reasons unrelated to us, such as work stoppages, acts of war, terrorism, pandemics, epidemics, fire, earthquake, energy shortages, flooding or other natural disasters.
Our suppliers may not be able to meet our demand for a variety of reasons, including our inability to forecast our future needs accurately or a shortfall in production by the supplier for reasons unrelated to us, such as work stoppages, acts of war, terrorism, civil or political unrest, pandemics, epidemics, or other public health crises, fire, earthquake, energy shortages, flooding or other natural disasters.
Our ability to make payments on our indebtedness or refinance our indebtedness will depend on the capital markets and our financial condition at such time, as well as the terms of our financing agreements, including the Syndicated Credit Facility, and the indenture governing the Senior Notes.
Our ability to make payments on our indebtedness or refinance our indebtedness will depend on the capital markets and our financial condition at such time, as well as the terms of our financing agreements, including the Syndicated Credit Facility.
Although our Syndicated Credit Facility and the indenture governing the Senior Notes contain restrictions on the incurrence of additional debt, these restrictions are subject to a number of significant qualifications and exceptions, including the ability, on a non-committed basis, for us to increase revolving commitments and/or term loans under our Syndicated Credit Facility, and debt incurred in compliance with these restrictions could be substantial.
Although our Syndicated Credit Facility contains restrictions on the incurrence of additional debt, these restrictions are subject to a number of significant qualifications and exceptions, including the ability, on a non-committed basis, for us to increase revolving commitments and/or term loans under our Syndicated Credit Facility, and debt incurred in compliance with these restrictions could be substantial.
Despite security designs and internal controls, the IT systems we use have in the past experienced, and may in the future become subject to, attempts by unauthorized third parties to access and exfiltrate confidential information, manipulate data or disrupt our operations.
Despite security designs and internal controls, the IT systems we use have in the past experienced, and we or systems owned and or operated by third parties on which we rely may in the future become subject to, attempts by unauthorized third parties to access and exfiltrate confidential information, manipulate data or disrupt our operations.
As prescribed by accounting standards governing goodwill and other intangible assets, we undertake an annual review of the goodwill asset balance reflected in our financial statements. Our review is conducted during the fourth quarter of the year, unless there has been a triggering event prescribed by applicable accounting rules that warrants an earlier interim testing for possible goodwill impairment.
We undertake an annual review of the goodwill asset balance reflected in our financial statements. Our review is conducted during the fourth quarter of the year, unless there has been a triggering event prescribed by applicable accounting rules that warrants an earlier interim testing for possible goodwill impairment.
Health crisis events, including epidemics or pandemics, such as COVID-19, have impacted areas where we operate and sell our products and could have additional impacts on economic growth, supply chains, and foreign currency exchange rates.
Public health crisis events, including epidemics or pandemics, such as the COVID-19 pandemic, have impacted areas where we operate and sell our products and any future public health crises could have additional impacts on economic growth, supply chains, and foreign currency exchange rates.
Large increases in the cost of our raw materials, shipping costs, duties or tariffs could adversely affect us if we are unable to pass these cost increases through to our customers. Petroleum-based products (including yarn) comprise the predominant portion of the cost of raw materials that we use in manufacturing carpet. Synthetic rubber uses petroleum-based products as feedstock as well.
Large increases in the cost of our raw materials, shipping costs, duties or tariffs could adversely affect us if we are unable to offset them or pass these cost increases through to our customers. Petroleum-based products (including yarn) comprise the predominant portion of the cost of raw materials that we use in manufacturing carpet.
Subject to the restrictions in our Syndicated Credit Facility and in the indenture governing our Senior Notes, we and our subsidiaries may be able to incur additional indebtedness in the future.
Subject to the restrictions in our Syndicated Credit Facility, we and our subsidiaries may be able to incur additional indebtedness in the future.
As a general matter, market price volatility has had a significant effect on the market values of securities issued by many companies for reasons unrelated to their operating performance.
As a general matter, market price volatility has had a significant effect on the market values of securities issued by many companies for reasons unrelated to their operating performance. We cannot predict the market price for our common stock going forward.
If we are unable to meet these targets or commitments on our projected timelines or at all, or if they are perceived negatively, including the perception that they are not sufficiently robust or, conversely, are too costly, our reputation as well as our relationships with investors, customers and other stakeholders could be harmed, which could in turn adversely impact our business, results of operations and the trading price of our common stock.
If we are unable to meet these targets or commitments on our projected timelines or at all, or if they are perceived negatively, including the perception that they are not sufficiently robust or, conversely, are too costly, our reputation as well as our relationships with investors, customers and other stakeholders could be harmed, which could in turn adversely impact our business, results of operations and the trading price of our common stock. 18 Table of Contents Public health crisis events, such as epidemics or pandemics, have in the past adversely impacted, and may in the future impact, the economy and disrupt our operations and supply chains, which may have an adverse effect on our results of operations.
In addition, our ability to borrow funds in the future to make payments on our debt will depend on the satisfaction of the covenants in our Syndicated Credit Facility and our other financing agreements, including the indenture governing the Senior Notes, and other agreements we may enter into in the future.
In addition, our ability to borrow funds in the future to make payments on our debt will depend on the satisfaction of the covenants in our Syndicated Credit Facility and our other financing agreements we may enter into in the future. Specifically, we will need to maintain certain financial ratios under our Syndicated Credit Facility.
Given the nature of our business and our global operations, political, economic, and other conditions in foreign countries and regions, including geopolitical risks arising from the conflicts between Russia and Ukraine and the Middle East, may adversely affect our business, results of operations and financial position. 17 Table of Contents Historically, Russia was a key supplier of natural gas, oil, and other raw materials to European countries.
Given the nature of our business and our global operations, political, economic, and other conditions in foreign countries and regions, including geopolitical risks arising from the conflicts between Russia and Ukraine and the Middle East, may adversely affect our business, results of operations and financial position.
While we attempt to match cost increases with corresponding price increases, inflation and volatility in the cost of raw materials, foreign currency fluctuations, tariffs and potential retaliatory tariffs, transportation, shipping costs, and other costs could adversely affect our financial results if we are unable to pass through such cost increases to our customers. 13 Table of Contents Unanticipated termination or interruption of any of our arrangements with our primary third-party suppliers of synthetic fiber or our primary third-party supplier for luxury vinyl tile (“LVT”) or other key raw materials could have a material adverse effect on us.
Any such new or increased costs could adversely affect our financial results if we are unable to offset or pass through such cost increases to our customers. 15 Table of Contents Unanticipated termination or interruption of any of our arrangements with our primary third-party suppliers of synthetic fiber or our primary third-party supplier for luxury vinyl tile (“LVT”) or other key raw materials could have a material adverse effect on us.
Any such changes may limit our future acquisitions, divestitures or operations. Finally, we may not be aware of all the factors that may affect our business in foreign jurisdictions. The risks outlined above, and others specific to certain jurisdictions that we may not be aware of, could adversely and materially affect our business and results.
Any such changes may limit our future acquisitions, divestitures or operations. Finally, we may not be aware of all the factors that may affect our business in foreign jurisdictions.
In addition, borrowings under our Syndicated Credit Facility have variable interest rates, and therefore our interest expense will increase if the underlying market rates (upon which the variable interest rates are based) increase.
In addition, borrowings under our Syndicated Credit Facility have variable interest rates, and therefore our interest expense will increase if the underlying market rates (upon which the variable interest rates are based) increase. The interest rate on certain borrowings under the Syndicated Credit Facility will also increase if our consolidated net leverage ratio increases in a given period.
We also incur significant shipping and transport costs to move our products around the globe, and those costs have increased dramatically due to global supply chain, macroeconomic and geopolitical challenges. The possibility of government-imposed tariffs in locations where we operate could have an adverse impact on our business.
Synthetic rubber uses petroleum-based products as feedstock as well. We also incur significant shipping and transport costs to move our products around the globe, and those costs vary based on market conditions due to global supply chain, macroeconomic and geopolitical challenges. New or increased tariffs in locations where we operate could have an adverse impact on our business.
We have a substantial amount of debt and debt service requirements. As of December 29, 2024, we had approximately $305.6 million of outstanding debt, and we had $299.3 million of undrawn borrowing capacity under our Syndicated Credit Facility.
We have a substantial amount of debt and debt service requirements. As of December 28, 2025, we had approximately $181.8 million of outstanding debt, and we had $243.2 million of undrawn borrowing capacity under our Syndicated Credit Facility.
We are also making significant investments and modifications to our manufacturing facilities, processes, product compositions, and product construction including but not limited to the production of our CQuest™ carpet tile backings. These changes can be disruptive. There is also no guarantee that our CQuest™ backings will perform as expected and will not increase warranty claims or customer complaints.
We are also making significant investments and modifications to our manufacturing facilities, processes, product compositions, and product construction including but not limited to the production of our CQuest™ carpet tile backings and our nora products. These changes can be disruptive.
There are no guarantees that these efforts will increase sales or improve profitability of the business, or that they will not instead adversely disrupt the business, decrease sales, and decrease overall profitability.
There are no guarantees that these efforts will increase sales or improve profitability of the business, or that they will not instead adversely disrupt the business, decrease sales, and decrease overall profitability. Changes in foreign trade policies and tariffs may adversely impact our business, financial condition, and results of operations.
We have substantial manufacturing operations in Europe (including Germany, the Netherlands, and the United Kingdom), and we have key suppliers in Europe, which rely upon natural gas, oil, and other raw materials to operate. Our sole rubber flooring plant is in Germany, and our primary European carpet tile plant is in the Netherlands.
Historically, Russia was a key supplier of natural gas, oil, and other raw materials to European countries. We have substantial manufacturing operations in Europe (including Germany, the Netherlands, and the United Kingdom), and we have key suppliers in Europe, which rely upon natural gas, oil, and other raw materials to operate.
The IT systems we use may be disrupted or fail for a number of reasons, including: • natural disasters, such as fires; • power loss; • software “bugs”, hardware defects or human error; and • hacking, computer viruses, denial of service attacks, malware, ransomware, phishing scams, compromised or irretrievable backups or other cyber-attacks.
The IT systems we use may be disrupted or fail for a number of reasons, including: • natural disasters, such as fires; • power loss; • software “bugs”, hardware defects or human error or malfeasance; and • hacking, computer viruses or malicious codes, denial of service attacks, malware, ransomware, unauthorized access attempts, social engineering schemes, credential theft, phishing scams, compromised or irretrievable backups, exploitation of vulnerabilities in third-party software and systems or other cyber-attacks. 17 Table of Contents Any events which deny us use of vital IT systems may seriously disrupt our normal business operations.
We cannot predict the market price for our common stock going forward. 14 Table of Contents Sales of our principal products have been and may continue to be affected by adverse economic cycles, and effects in the new construction market and renovation market. Sales of our principal products are related to the renovation and construction of commercial and institutional buildings.
Sales of our principal products have been and may continue to be affected by adverse economic conditions and cycles, and effects in the new construction market and renovation market.
As approximately 43% of our revenue is denominated in foreign currencies, these exchange rate fluctuations have had, and could continue to have, a significant adverse impact on our financial results.
As approximately 43% of our revenue is denominated in foreign currencies, these exchange rate fluctuations have had, and could continue to have, a significant adverse impact on our financial results. 21 Table of Contents Risk Factors Related to our Indebtedness We have a substantial amount of debt, which could adversely affect our business, financial condition and results of operations and our ability to meet our payment obligations under our debt.
Any of these events which deny us use of vital IT systems may seriously disrupt our normal business operations. These disruptions may lead to production or shipping stoppages, which may in turn lead to material revenue loss and reputational harm.
These disruptions may lead to production or shipping stoppages, which may in turn lead to material revenue loss and reputational harm.
These efforts may also not yield the financial returns and improvements in the business that we hope to achieve from them.
There is also no guarantee that our CQuest™ backings will perform as expected and will not increase warranty claims or customer complaints. These efforts may also not yield the financial returns and improvements in the business that we hope to achieve from them.
The conflicts between Russia and Ukraine and in the Middle East could adversely affect our business, results of operations and financial position.
The risks outlined above, and others specific to certain jurisdictions that we may not be aware of, could adversely and materially affect our business and results. 20 Table of Contents The conflicts between Russia and Ukraine and in the Middle East could adversely affect our business, results of operations and financial position.
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Health crisis events, such as epidemics or pandemics, have adversely impacted, and may continue to impact, the economy and disrupt our operations and supply chains, which may have an adverse effect on our results of operations.
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Recent changes in U.S. and international trade policies, including the implementation of tariffs, retaliatory tariffs, and other trade barriers, have created significant uncertainty and volatility in the global markets. The U.S. government has implemented substantial changes to trade policies, including increased tariffs on imports from various countries.
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The uncertainty surrounding the ongoing implementation and effect of the U.K.’s exit from the European Union, and related negative developments in the European Union, could adversely affect our business, results of operations or financial condition. In 2016, voters in the U.K. approved an exit from the European Union via a referendum (commonly referred to as “Brexit”).
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These actions have affected and may continue to affect the cost of certain products we import into the U.S. They may also increase the risk of overall inflation, slower macro-economic activity, and they may temporarily delay or permanently stall when our customers decide to purchase our products.
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The U.K. ceased to be a member of the European Union on January 31, 2020. In December 2020, the U.K. and the European Union agreed on a trade and cooperation agreement.
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We are particularly vulnerable to these trade policy changes as we source our luxury vinyl tile (LVT) products from a third-party manufacturer in South Korea and manufacture all our rubber flooring in Germany. The import of these goods into the U.S. represents our primary exposure to recently implemented and potential future tariffs.
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Because the agreement merely sets forth a framework in many respects and will require complex additional bilateral negotiations between the U.K. and the European Union as both parties continue to work on the rules for implementation, significant political and economic uncertainty remains about how the precise terms of the relationship between the parties will differ from the terms before withdrawal.
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Increased tariffs on these imports could significantly increase our cost of goods sold, potentially requiring us to raise prices, which could decrease customer demand for our products, or reduce our profit margins if we are unable to fully pass these increased costs to our customers.
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The uncertainty leading up to and following Brexit has had, and the ongoing implementation of Brexit may continue to have, a negative impact on our business and demand for our products in Europe, and particularly in the U.K.
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Various countries have announced or implemented retaliatory measures in response to U.S. trade actions, which could further complicate our international operations and supply chain. For example, the carpet tile we sell in Canada typically is manufactured at our plant in the U.S., and therefore may be subject to tariffs implemented by Canada on imports from the U.S.
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Brexit could adversely affect European or worldwide political, regulatory, economic or market conditions and could contribute to instability in political institutions and regulatory agencies. Brexit could also have the effect of disrupting the free movement of goods, services, and people between the U.K., the European Union and elsewhere.
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The current situation remains dynamic, and it is unknown if the U.S. and its trade partners will reach agreements to pause or eliminate currently enacted, pending, and threatened tariffs. 14 Table of Contents These trade policy changes and resulting uncertainty may lead to: • Increased costs for our imported LVT and rubber flooring products • Supply chain disruptions or delays in product availability • Reduced demand for our products • Increased competitive and consumer demand pressures, particularly if we increase prices to offset higher costs • Competitive disadvantages if our competitors face different tariff structures • Currency exchange rate fluctuations that further impact our costs and margins While we are assessing options and taking actions to mitigate potential impacts, our ability to do so may be limited by operational and supply chain constraints, especially in the short term.
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In addition, Brexit has had a detrimental effect, and could have further detrimental effects, on the value of either or both of the Euro and the British Pound sterling, which could negatively impact our business (principally from the translation of sales and earnings in those foreign currencies into our reporting currency of U.S. dollars).
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The ultimate effect of these tariffs will depend on their magnitude, duration, how they affect consumer sentiment and behavior, how they affect the overall global macro environment, as well as which countries are implicated. These factors could have a material adverse effect on our business, financial condition, and results of operations.
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Such a development could have other unpredictable adverse effects, including a material adverse effect on demand for office space and our flooring products in the U.K. and in Europe if the U.K. exit leads to economic difficulties in Europe. 18 Table of Contents Risk Factors Related to our Indebtedness We have a substantial amount of debt, which could adversely affect our business, financial condition and results of operations and our ability to meet our payment obligations under our debt.
Added
While we attempt to offset cost increases with corresponding price increases, inflation and volatility in the cost of raw materials, foreign currency fluctuations, tariffs and potential retaliatory tariffs, transportation, shipping costs, we may not be successful in offsetting or passing these cost increases through to our customers.
Removed
Specifically, we will need to maintain certain financial ratios under our Syndicated Credit Facility.
Added
Unfavorable economic conditions may arise during times of U.S. and international economic downturns, or may be attributed to government shutdowns, implementation of new or increased tariffs and ongoing changes in U.S. and foreign government trade policies (including potential modifications to existing trade agreements and retaliatory measures by foreign governments), inflationary or deflationary pressures, natural disasters, severe weather events, calamities, public health crises, political or civil unrest, terrorist acts, and global conflicts.
Added
These macroeconomic conditions have at times, and could in the future, adversely affect the demand for our product offerings. Sales of our principal products are related to the renovation and construction of commercial and institutional buildings.
Added
These cyber threats are diverse and constantly evolving, especially given the advances in, and the rise of the use of, artificial intelligence, thereby increasing the difficulty of preventing, detecting, and successfully defending against them and may be more difficult to detect and mitigate, including as threat actors use artificial intelligence and other advanced tools to enhance attacks and impersonation tactics.
Added
Cybersecurity breaches could, among other things, disrupt our operations or result in the unauthorized disclosure, theft and misuse of company, customer, employee and supplier sensitive and confidential information, all of which could adversely affect our financial condition and results of operations.
Added
Cybersecurity breaches could also result in legal claims or proceedings, financial liability to other parties, governmental investigations, regulatory enforcement actions and penalties, and damage to our brand and reputation.
Added
Although we maintain insurance coverage relating to cybersecurity incidents, we may incur costs or financial losses that are either not insured against or not fully covered through our insurance and such insurance may be subject to exclusions, sub-limits and retentions and may become more expensive or less available on acceptable terms.
Added
Our sole rubber flooring plant is in Germany, and our primary European carpet tile plant is in the Netherlands.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+14 added−7 removed2 unchanged
Biggest changeITEM 1C. CYBERSECURITY Risk Management Strategy Assess, Identify and Manage Material Risks from Cybersecurity Threats Interface has integrated cybersecurity risk management into our broader enterprise risk management framework. This integration ensures that cybersecurity considerations are an integral part of our entity-level risk assessment and decision-making process.
Biggest changeITEM 1C. CYBERSECURITY Risk Management Strategy Assess, Identify and Manage Material Risks from Cybersecurity Threats Interface has implemented processes designed to identify, assess, and manage material risks from cybersecurity threats. These processes are integrated into our broader enterprise risk management framework and are intended to enable ongoing evaluation of cybersecurity risks that could impact our business, operations, or financial condition.
A more detailed discussion of the Cyber Event can be found in Item 7 entitled “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” of this Annual Report on Form 10-K. 21 Table of Contents
A more detailed discussion of the Cyber Event can be found in Item 7 entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K.
The Audit Committee is comprised of board members with diverse experience and expertise to effectively oversee risk, although none of them are cybersecurity experts.
Governance and Oversight The Board of Directors has delegated oversight of Interface's cybersecurity risk management to the Audit Committee of the Board of Directors. The Audit Committee is comprised of board members with diverse experience and expertise to effectively oversee risk, although none of them are cybersecurity experts.
In addition, as cybercriminals continue to become more sophisticated and numerous, the costs to defend and insure against cyberattacks can be expected to rise. On November 20, 2022, we discovered a cybersecurity attack, perpetrated by unauthorized third parties, affecting our IT systems.
In the event of a material cybersecurity incident, the Company would assess the incident's impact and make disclosures as required by applicable laws and regulations. On November 20, 2022, we discovered a cybersecurity attack, perpetrated by unauthorized third parties, affecting our IT systems.
Removed
Cybersecurity risk management is also a vital part our IT incident management and disaster recovery policy that outlines a systematic approach of implementing and executing strategies and procedures to enable the recovery and restoration of vital business functions and IT infrastructure following a significant disruptive event.
Added
They include activities aimed at protecting sensitive and personal data from unauthorized access, disclosure, or misuse. Cybersecurity risks are assessed through a combination of internal evaluations, risk assessments, and monitoring of the evolving threat environment. Identified risks are prioritized based on their potential impact and likelihood, and management develops and implements risk mitigation strategies accordingly.
Removed
Engagement of Third Parties Interface engages a range of external experts in evaluating and testing our cybersecurity risk management systems. These partnerships enable us to leverage specialized knowledge and insights, ensuring our cybersecurity strategies and processes remain at the forefront of industry best practices.
Added
Use of Cybersecurity Frameworks and Standards Our cybersecurity program is informed by recognized industry frameworks and standards. Interface currently uses the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF) to guide its cybersecurity activities, capabilities, and reporting to management and the Board of Directors.
Removed
In the event of a cybersecurity incident, the Company uses external experts to assist with an investigation of the incident, an evaluation of the extent to which the cybersecurity event has impacted the Company’s operations, financial condition, and IT infrastructure, and the recovery and restoration following the incident.
Added
We also periodically evaluate additional frameworks and standards, including International Organization for Standardization (ISO) 27001, as part of our ongoing efforts to strengthen our cybersecurity governance and risk management practices. Engagement of Third Parties Interface's cybersecurity risk management processes include consideration of risks associated with third-party service providers, suppliers, and other business partners.
Removed
We evaluate the inherent risk associated with using external experts by conducting thorough security assessments before engagement and perform ongoing monitoring to ensure compliance with our cybersecurity standards. Governance and Oversight The Audit Committee has oversight responsibility for cybersecurity risk management.
Added
We evaluate cybersecurity risks associated with third parties in connection with onboarding and, where appropriate, through periodic reassessments. These processes may include contractual requirements, risk assessments, and other measures designed to address cybersecurity risks arising from third-party relationships.
Removed
Risks from Cybersecurity Threats Our IT systems face a myriad of cybersecurity threats, including, without limitation, hacking, computer viruses, denial of service attacks, malware, ransomware, phishing scams, compromised or irretrievable backups, and other cyber attacks.
Added
Cybersecurity Incident Management Interface maintains an incident response program designed to identify, respond to, and recover from cybersecurity incidents in a timely manner. This program includes defined procedures and thresholds for incident escalation, internal coordination, and communication with relevant stakeholders.
Removed
Any of these events which deny us use of vital IT systems may seriously disrupt our normal business operations and lead to production or shipping stoppages, revenue loss, and reputational harm.
Added
Based upon the information that we have as of the end of the year covered by this Annual Report, we do not believe that any risks from cybersecurity threats, including the Cyber Event described above, have materially affected Interface, including our business strategy, results of operations, or financial condition.
Removed
To the extent our IT systems store sensitive data, including data related to customers, employees or other parties, risks from cybersecurity threats may expose us to fines and other liabilities, and reputational harm if such data is misappropriated.
Added
However, cybersecurity threats are evolving and increasing in sophistication, and the preventative actions we have taken, and continue to take, to reduce the risk of cybersecurity threats and incidents may not successfully protect against all such threats and incidents, and, as a result, there can be no assurance that we or the third parties we interact with will not experience a cybersecurity event in the future that will materially affect the Company, including its business strategy, results of operations, or financial condition.
Added
For additional information regarding cybersecurity risks, see "Risk Factors" in Item 1A of this Annual Report on Form 10-K. 24 Table of Contents System Resilience, Availability, and Recovery Interface maintains business continuity and disaster recovery plans designed to support the availability and resilience of its information systems and operations in the event of a cybersecurity incident or other disruptive event.
Added
The disaster recovery plans are reviewed and tested annually, and we take steps to incorporate lessons learned from testing activities and industry events into our resilience planning. Ongoing Monitoring and Continuous Improvement Our cybersecurity program includes ongoing monitoring and evaluation activities designed to support the effectiveness of our controls and processes.
Added
These activities include security monitoring, vulnerability assessments, and penetration testing conducted internally and by engaged third-party cybersecurity consultants and assessors. Interface also engages external specialists, as needed, to assist with incident response, forensic investigations, and independent assessments of our cybersecurity program.
Added
Interface also provides annual and monthly security awareness training to digitally enabled employees designed to promote responsible use of information systems and to reduce the risk of cybersecurity incidents. Management uses the results of these activities to inform enhancements to the Company's cybersecurity program and to address emerging risks.
Added
The Audit Committee receives quarterly updates from management regarding cybersecurity risks, threat environment developments, and the Company's cybersecurity posture through our enterprise risk management process.
Added
Our Chief Information Officer reports directly to the Chief Executive Officer and is responsible for the ongoing management of our cybersecurity program, including the identification and evaluation of risks and the implementation of risk mitigation strategies to maintain a strong cybersecurity posture.
Added
The Chief Information Officer works in coordination with leaders across information technology, legal, risk management, compliance, and operations to ensure a comprehensive approach to cybersecurity risk management. Our Chief Information Officer has over twenty-five years of diverse experience aligning information technology strategies to business objectives at global companies. 25 Table of Contents

Item 2. Properties

Properties — owned and leased real estate

2 edited+1 added−1 removed1 unchanged
Biggest changeMost of our sales and marketing locations are leased. We believe that our manufacturing and distribution facilities and our marketing offices are sufficient for our present operations. We will continue, however, to consider the desirability of establishing additional facilities and offices in other locations around the world as part of our business strategy to meet global market demands.
Biggest changeWe will continue, however, to consider the desirability of establishing additional facilities and offices in other locations around the world as part of our business strategy to meet global market demands. 26 Table of Contents
Ft.) AMS LaGrange, Georgia 669,145 LaGrange, Georgia (1) 250,000 Union City, Georgia (1) 370,000 West Point, Georgia 250,000 Salem, New Hampshire (1) 126,766 EAAA Craigavon, N. Ireland (1) 72,200 Minto, Australia 240,000 Scherpenzeel, Netherlands 1,250,960 Weinheim, Germany (1) 873,243 Taicang, China (1) 142,500 (1) Leased. We maintain sales or marketing offices in over 40 locations in 19 countries.
Ft.) AMS LaGrange, Georgia 669,145 LaGrange, Georgia 250,000 Union City, Georgia (1) 370,000 West Point, Georgia 250,000 Salem, New Hampshire (1) 126,766 EAAA Craigavon, N. Ireland (1) 72,200 Minto, Australia 240,000 Scherpenzeel, Netherlands 1,250,960 Weinheim, Germany (1) 921,433 Taicang, China (1) 142,500 (1) Leased. We maintain sales or marketing offices in approximately 40 locations in 19 countries.
Removed
Substantially all of our owned properties in the United States are subject to mortgages, which secure borrowings under our Syndicated Credit Facility. 22 Table of Contents
Added
Most of our sales and marketing locations are leased. We believe that our manufacturing and distribution facilities and our marketing offices are sufficient for our present operations.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added−0 removed0 unchanged
Biggest changeITEM 3. LEGAL PROCEEDINGS From time to time, we are a party to legal proceedings, whether arising in the ordinary course of business or otherwise. See Note 18 to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 23 Table of Contents PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS From time to time, we are a party to legal proceedings, whether arising in the ordinary course of business or otherwise. See Note 17 to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 27 Table of Contents PART II

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

2 edited+0 added−0 removed0 unchanged
Biggest changeFINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 46 CONSOLIDATED STATEMENTS OF OPERATIONS 46 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 47 CONSOLIDATED BALANCE SHEETS 48 CONSOLIDATED STATEMENTS OF CASH FLOWS 49 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 50 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 100 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 102
Biggest changeFINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 48 CONSOLIDATED STATEMENTS OF OPERATIONS 48 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 49 CONSOLIDATED BALANCE SHEETS 50 CONSOLIDATED STATEMENTS OF CASH FLOWS 51 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 52 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - E RNST & YOUNG LLP 101 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - BDO, USA, P.C. 103 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 104
ITEM 4. MINE SAFETY DISCLOSURES 23 PART II 24 ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 24 ITEM 6. [RESERVED] 26 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 27 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 44 ITEM 8.
ITEM 4. MINE SAFETY DISCLOSURES 27 PART II 28 ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 28 ITEM 6. [RESERVED] 30 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 31 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 46 ITEM 8.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

9 edited+2 added−5 removed3 unchanged
Biggest changeThe Company chose a peer group that is a better representation of the Company’s size and market capitalization with minimal revenue dispersion, and with companies in similar industries or lines of business or subject to similar economic and business cycles, including companies with a significant international presence that are also focused on sustainability. 24 Table of Contents December 29, 2019 January 3, 2021 January 2, 2022 January 1, 2023 December 31, 2023 December 29, 2024 Interface, Inc. $100 $64 $98 $61 $78 $154 NASDAQ Composite Index $100 $144 $176 $119 $172 $228 Previous Self-Determined Peer Group (12 Stocks) $100 $82 $104 $65 $93 $114 New Self-Determined Peer Group (12 Stocks) $100 $90 $103 $69 $100 $112 Notes to Performance Graph (1) If the annual interval, based on the fiscal year-end, is not a trading day, the preceding trading day is used.
Biggest changeBecause Steelcase Inc. no longer trades publicly, it was excluded from our self-determined peer group. 28 Table of Contents January 3, 2021 January 2, 2022 January 1, 2023 December 31, 2023 December 29, 2024 December 28, 2025 Interface, Inc. $100 $152 $95 $121 $241 $275 NASDAQ Composite Index $100 $144 $176 $119 $172 $228 Self-Determined Peer Group (11 Stocks) $100 $117 $78 $111 $126 $136 Notes to Performance Graph (1) If the annual interval, based on the fiscal year-end, is not a trading day, the preceding trading day is used.
(5) The following companies are included in the New Self-Determined Peer Group depicted above: ACCO Brands Corporation; American Woodmark Corporation; Apogee Enterprises, Inc.; Armstrong World Industries, Inc.; Enviri Corporation; Gibraltar Industries, Inc.; HNI Corporation; MillerKnoll, Inc.; Quanex Building Products Corporation; Steelcase Inc.; Tredegar Corporation; and VSE Corporation.
(4) The following companies are included in the Self-Determined Peer Group depicted above: ACCO Brands Corporation; American Woodmark Corporation; Apogee Enterprises, Inc.; Armstrong World Industries, Inc.; Enviri Corporation; Gibraltar Industries, Inc.; HNI Corporation; MillerKnoll, Inc.; Quanex Building Products Corporation; Tredegar Corporation; and VSE Corporation.
We estimate that there are in excess of 11,000 beneficial holders of our common stock.
We estimate that there are in excess of 45,000 beneficial holders of our common stock.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol TILE. As of February 14, 2025, we had 537 holders of record of our common stock.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol TILE. As of February 13, 2026, we had 501 holders of record of our common stock.
Issuer Purchases of Equity Securities The following table contains information with respect to purchases made by or on behalf of the Company, or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of our common stock during our fourth quarter ended December 29, 2024: Period (1) Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) September 30, 2024 – October 27, 2024 — $ — — $ 82,828,595 October 28, 2024 – December 1, 2024 — — — 82,828,595 December 2, 2024 – December 29, 2024 — — — 82,828,595 Total — $ — — (1) The monthly periods identified above correspond to the Company’s fiscal fourth quarter of 2024, which commenced September 30, 2024 and ended December 29, 2024.
Issuer Purchases of Equity Securities The following table contains information with respect to purchases made by or on behalf of the Company, or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of our common stock during our fourth quarter ended December 28, 2025: Period (1) Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) September 29, 2025 – October 26, 2025 — $ — — $ 77,850,082 October 27, 2025 – November 30, 2025 500,166 26.06 500,166 64,654,096 December 1, 2025 – December 28, 2025 — — — 64,654,096 Total 500,166 $ — 500,166 (1) The monthly periods identified above correspond to the Company’s fiscal fourth quarter of 2025, which commenced September 29, 2025 and ended December 28, 2025.
(2) The index level was set to $100 as of December 29, 2019 (the last day of fiscal year 2019). (3) The Company’s fiscal year ends on the Sunday nearest December 31.
(2) The index level was set to $100 as of January 3, 2021 (the last day of fiscal year 2020). (3) The Company’s fiscal year ends on the Sunday nearest December 31.
Stock Performance The following graph and table compare, for the period comprised of the Company’s five preceding fiscal years ended December 29, 2024, the Company’s total returns to shareholders (assuming all dividends were reinvested) with that of (i) all companies listed on the Nasdaq Composite Index, and (ii) our previous self-determined peer group, and (iii) our new self-determined peer group, assuming an initial investment of $100 in each on December 29, 2019 (the last day of the fiscal year 2019).
Stock Performance The following graph and table compare, for the period comprised of the Company’s five preceding fiscal years ended December 28, 2025, the Company’s total returns to shareholders (assuming all dividends were reinvested) with that of (i) all companies listed on the Nasdaq Composite Index, and (ii) our self-determined peer group, assuming an initial investment of $100 in each on January 3, 2021 (the last day of the fiscal year 2020).
(2) On May 17, 2022, the Company announced a share repurchase program authorizing the repurchase of up to $100 million of common stock. The program has no specific expiration date. There were no shares repurchased pursuant to this program during the Company’s fiscal fourth quarter of 2024. 25 Table of Contents
(2) On May 17, 2022, the Company announced a share repurchase program authorizing the repurchase of up to $100 million of common stock. The program has no specific expiration date. 29 Table of Contents
Such other factors include limitations contained in the agreement for our Syndicated Credit Facility and the indenture for our Senior Notes, each of which specify conditions as to when any dividend payments may be made.
Such other factors include limitations contained in the agreement for our Syndicated Credit Facility, which specify conditions as to when any dividend payments may be made. As such, we may discontinue our dividend payments in the future if our Board determines that a cessation of dividend payments is proper in light of the factors indicated above.
Removed
As such, we may discontinue our dividend payments in the future if our Board determines that a cessation of dividend payments is proper in light of the factors indicated above.
Added
The Company chose a peer group that is representative of the Company’s size and market capitalization with minimal revenue dispersion, and with companies in similar industries or lines of business or subject to similar economic and business cycles, including companies with a significant international presence that are also focused on sustainability.
Removed
In 2024, the Company updated its self-determined peer group to exclude PGT Innovations, Inc., SP Plus Corporation, and Glatfelter Corporation, which were acquired in 2024 and no longer trade publicly and also to incorporate other peer group changes to align with the peer group used to measure executive compensation.
Added
In December 2025, Steelcase Inc., previously included within our self-determined peer group, was acquired by HNI Corporation (a company already in our self-determined peer group).
Removed
Unifi, Inc. was removed because its smaller size no longer aligned with the peer group profile. American Woodmark Corporation, Gibraltar Industries, Inc., Quanex Building Products Corporation, and Tredegar Corporation were appropriate additions in terms of size and industry, while also enhancing the group’s sample size and placing the Company near the median of the peer group.
Removed
(4) The following companies are included in the Previous Self-Determined Peer Group depicted above: ACCO Brands Corporation; Apogee Enterprises, Inc.; Armstrong World Industries, Inc.; Enviri Corporation; HNI Corporation; MillerKnoll, Inc.; Steelcase Inc.; Unifi, Inc.; and VSE Corporation.
Removed
Glatfelter Corporation, PGT Innovations, Inc., and SP Plus Corporation were acquired in 2024 and no longer trade publicly, and therefore are excluded from the Previous Self-Determined Peer Group.

Item 7. Management's Discussion & Analysis

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

94 edited+26 added−71 removed36 unchanged
Biggest changeThe following table presents the amounts (in U.S. dollars) by which the exchange rates for translating Euros, British Pounds sterling, Australian dollars, Chinese Renminbi, Canadian dollars, and other currencies into U.S. dollars have affected our consolidated net sales and operating income during the past three years: 2024 2023 2022 (in millions) Impact of changes in foreign currency on consolidated net sales $ (1.8) $ 1.4 $ (58.8) Impact of changes in foreign currency on consolidated operating income (0.1) (0.6) (8.3) The following table presents, as a percentage of net sales, certain items included in our consolidated statements of operations during the past three years: Fiscal Year 2024 2023 2022 Net sales 100.0 % 100.0 % 100.0 % Cost of sales 63.3 65.0 66.3 Gross profit 36.7 35.0 33.7 Selling, general and administrative expenses 26.5 26.9 25.0 Restructuring, asset impairment, other (gains) and charges — (0.2) 0.2 Goodwill and intangible asset impairment charge — — 2.8 Operating income 10.2 8.3 5.7 Interest/Other expense, net 1.6 3.2 2.6 Income before income tax expense 8.6 5.1 3.1 Income tax expense 2.0 1.5 1.7 Net income 6.6 % 3.6 % 1.4 % Consolidated Net Sales Below we provide information regarding our consolidated net sales and analyze those results for each of the last three fiscal years.
Biggest changeFiscal Year 2025 2024 2023 Net sales 100.0 % 100.0 % 100.0 % Cost of sales 61.3 63.3 65.0 Gross profit 38.7 36.7 35.0 Selling, general and administrative expenses 26.9 26.5 26.9 Restructuring, asset impairment, other (gains) and charges — — (0.2) Operating income 11.8 10.2 8.3 Interest/Other expense, net 1.9 1.6 3.2 Income before income tax expense 9.9 8.6 5.1 Income tax expense 1.5 2.0 1.5 Net income 8.4 % 6.6 % 3.6 % Consolidated Net Sales Below is information regarding our consolidated net sales, and analysis of those results, for each of the last three fiscal years.
Tax For fiscal year 2024, the Company recorded income tax expense of $26.6 million on pre-tax income of $113.6 million, resulting in an effective tax rate of 23.4% compared with income tax expense of $19.1 million on pre-tax income of $63.7 million, resulting in an effective tax rate of 30.1%, for fiscal year 2023.
For fiscal year 2024, the Company recorded income tax expense of $26.6 million on pre-tax income of $113.6 million, resulting in an effective tax rate of 23.4% compared with income tax expense of $19.1 million on pre-tax income of $63.7 million, resulting in an effective tax rate of 30.1%, for fiscal year 2023.
The 2023 comparable period includes proceeds of approximately $6.6 million from the sale of the Company’s Thailand real estate. • Cash used in financing activities was $125.2 million for 2024, which represents an increase of $13.7 million compared to 2023. The increase was primarily attributable to higher prepayments of term loan borrowings during 2024 compared to the 2023 comparable period.
The 2023 comparable period includes proceeds of approximately $6.6 million from the sale of the Company’s Thailand real estate. • Cash used in financing activities was $125.2 million for 2024, which represents an increase of $13.7 million compared to 2023. The increase was primarily attributable to higher prepayments of term loan borrowings during 2024 compared to 2023.
As a result, macroeconomic factors such as employment rates, office vacancy rates, work from home policies, capital spending, productivity and efficiency gains that impact corporate profitability in general, also affect our business. The Company has two operating and reportable segments – namely Americas (“AMS”) and Europe, Africa, Asia and Australia (collectively “EAAA”).
As a result, macroeconomic factors such as employment rates, office vacancy rates, work from home policies, capital spending, productivity and efficiency gains that impact profitability in general, also affect our business. The Company has two operating and reportable segments – namely Americas (“AMS”) and Europe, Africa, Asia and Australia (collectively “EAAA”).
Of the total insurance proceeds received in fiscal 2024, $4.8 million of business interruption proceeds were recognized as a benefit in other income / expense, net in the consolidated statements of operations and $0.8 million was recognized as a reduction of selling, general and administrative expenses.
Of the total insurance proceeds received in fiscal year 2024, $4.8 million of business interruption proceeds were recognized as a benefit in other expense / income, net in the consolidated statements of operations and $0.8 million was recognized as a reduction of selling, general and administrative expenses.
Certain of these state net operating loss carryforwards are reserved with a valuation allowance because, based on the available evidence, we believe it is more likely than not that we would not be able to utilize those deferred tax assets in the future. The remaining year-end 2024 amounts are expected to be fully recoverable within the applicable statutory expiration periods.
Certain of these state net operating loss carryforwards are reserved with a valuation allowance because, based on the available evidence, we believe it is more likely than not that we would not be able to utilize those deferred tax assets in the future. The remaining year-end 2025 amounts are expected to be fully recoverable within the applicable statutory expiration periods.
The actuarial assumptions used in our salary continuation plan and our foreign defined benefit plans reporting are reviewed periodically and compared with external benchmarks to ensure that they appropriately account for our future pension benefit obligation. The expected long-term rate of return on plan assets assumption is based on weighted average expected returns for each asset class.
The actuarial assumptions used in our foreign defined benefit plans reporting are reviewed periodically and compared with external benchmarks to ensure that they appropriately account for our future pension benefit obligation. The expected long-term rate of return on plan assets assumption is based on weighted average expected returns for each asset class.
Management believes it is reasonably likely that these challenges will continue to affect our future operations and demand for our products to some degree during fiscal year 2025. W e plan to continue evaluating our cost structure and global manufacturing footprint to identify and activate opportunities to decrease costs and optimize our global cost structure.
Management believes it is reasonably likely that these challenges will continue to affect our future operations and demand for our products to some degree during fiscal year 2026. W e plan to continue evaluating our cost structure and global manufacturing footprint to identify and activate opportunities to decrease costs and optimize our global cost structure.
The AMS operating segment includes the United States, Canada and Latin America geographic areas. See Note 20 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information . The results of operations discussion below also includes segment information.
The AMS operating segment includes the United States, Canada and Latin America geographic areas. See Note 19 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information . The results of operations discussion below also includes segment information.
Executive Summary During 2024, we had consolidated net sales of $1,315.7 million, up 4.3% compared to $1,261.5 million in 2023, primarily due to increased customer demand – particularly in the retail and education market segments.
During 2024, we had consolidated net sales of $1,315.7 million, up 4.3% compared to $1,261.5 million in 2023, primarily due to increased customer demand – particularly in the retail and education market segments.
We have cyber risk insurance and recovered $5.6 million in insurance proceeds during fiscal year 2024, representing business interruption proceeds and reimbursement of certain costs in connection with the Cyber Event.
During fiscal year 2024, we recovered $5.6 million in insurance proceeds representing business interruption proceeds and reimbursement of certain costs in connection with the Cyber Event.
Fluctuations in currency exchange rates had a negative impact on our year-over-year consolidated net sales comparison of approximately $1.8 million, indicating that if currency levels had remained constant year-over-year, our 2024 net sales would have been higher by this amount.
Fluctuations in currency exchange rates had a negative impact of $1.8 million on consolidated net sales for 2024, indicating that if currency levels had remained constant year-over-year, our 2024 net sales would have been higher by this amount.
The carrying values of deferred income tax assets and liabilities reflect the application of our income tax accounting policies in accordance with applicable accounting standards and are based on management’s assumptions and estimates regarding future operating results and levels of taxable income, as well as management’s judgment regarding the interpretation of the provisions of applicable accounting standards.
The carrying values of deferred income tax assets and liabilities reflect the application of our income tax accounting policies and are based on management’s assumptions and estimates regarding future operating results and levels of taxable income, as well as management’s judgment regarding the interpretation of the provisions of applicable accounting standards.
Recent Accounting Pronouncements Please see Note 2 entitled “Recent Accounting Pronouncements” in Item 8 of this Report for discussion of these items. 43 Table of Contents
Recent Accounting Pronouncements Please see Note 2 entitled “Recent Accounting Pronouncements” in Item 8 of this Report for discussion of these items. 45 Table of Contents
To the extent the actual collectability of our accounts receivable differs from our estimates by 10%, our 2024 net income would be higher or lower by approximately $0.3 million, on an after-tax basis, depending on whether the actual collectability was better or worse, respectively, than the estimated allowance. Product Warranties.
To the extent the actual collectability of our accounts receivable differs from our estimates by 10%, our 2025 net income would be higher or lower by approximately $0.4 million, on an after-tax basis, depending on whether the actual collectability was better or worse, respectively, than the estimated allowance. Product Warranties.
The commercial interiors industry, including the market for floorcovering products, is largely driven by reinvestment by corporations into their existing businesses in the form of new fixtures and furnishings for their workplaces. In significant part, the timing and amount of such reinvestments are impacted by the profitability of those corporations.
The commercial interiors industry, including the market for floorcovering products, is largely driven by reinvestment by corporations and institutions into their existing operations in the form of new fixtures and furnishings for their workplaces. In significant part, the timing and amount of such reinvestments are impacted by the profitability of those entities.
We generate our cash and other liquidity requirements primarily from our operations and from borrowings under our Syndicated Credit Facility (the “Facility”) discussed below.
We generate our cash and other liquidity requirements primarily from our operations and from borrowings under our Syndicated Credit Facility (the “Facility”).
As outlined in the table above, we have approximately $68.8 million in material contractual cash obligations due within the next year, which includes, among other things, scheduled debt repayments under the Facility, pension contributions, interest payments on our debt, and lease commitments.
As outlined in the table above, we have approximately $70.0 million in material contractual cash obligations due within the next year, which includes, among other things, scheduled debt repayments under the Facility, pension contributions, interest payments on our debt, and payments on our lease obligations.
We anticipate that continuing slow market conditions in parts of the globe and significant financial pressures in the commercial office market globally will adversely impact our future performance and demand for our products. 28 Table of Contents Analysis of Results of Operations Consolidated Results The following discussion and analyses reflect the factors and trends discussed in the preceding sections.
We anticipate that continuing slow market conditions in parts of the globe and significant financial pressures in the commercial office market globally will adversely impact our future performance and demand for our products. 32 Table of Contents Analysis of Results of Operations Consolidated Results The discussion and analyses below reflects the factors and trends discussed in the preceding sections.
By its nature, such an estimate is highly subjective, and it is possible that the amount of accounts receivable that we are unable to collect may be different than the amount initially estimated. Our allowance for expected credit losses on December 29, 2024 and December 31, 2023, was $3.8 million and $3.0 million, respectively.
By its nature, such an estimate is highly subjective, and it is possible that the amount of accounts receivable that we are unable to collect may be different than the amount initially estimated. Our allowance for expected credit losses on December 28, 2025 and December 29, 2024, was $5.2 million and $3.8 million, respectively.
As a percentage of net sales, AOI was 5.5% in both 2023 and 2022. 34 Table of Contents Financial Condition, Liquidity and Capital Resources General In our business, we require cash and other liquid assets primarily to purchase raw materials and to pay other manufacturing costs, in addition to funding normal course SG&A expenses, anticipated capital expenditures, interest expense and potential special projects.
As a percentage of net sales, AOI was 6.8% in 2024 versus 5.5% in 2023. 38 Table of Contents Financial Condition, Liquidity and Capital Resources General In our business, we require cash and other liquid assets primarily to purchase raw materials and to pay other manufacturing costs, in addition to funding normal course SG&A expenses, anticipated capital expenditures, interest expense and potential special projects.
Excludes Cyber Event impact, intangible asset impairment charge, and restructuring, asset impairment, severance, and other, net.
Excludes Cyber Event impact and restructuring, asset impairment, severance, and other, net.
While we believe that adequate write-downs for inventory obsolescence have been made in the consolidated financial statements, consumer tastes and preferences may continue to change, and we could experience additional inventory write-downs in the future. Our inventory reserve on December 29, 2024 and December 31, 2023, was $38.3 million and $34.0 million, respectively.
While we believe that adequate write-downs for inventory obsolescence have been made in the consolidated financial statements, consumer tastes and preferences may continue to change, and we could experience additional inventory write-downs in the future. Our inventory reserve on December 28, 2025 and December 29, 2024, was $35.5 million and $38.3 million, respectively.
Fiscal years 2024, 2023, and 2022 each included 52 weeks.
Fiscal years 2025, 2024, and 2023 each included 52 weeks.
Our warranty and sales allowance reserve on December 29, 2024 and December 31, 2023, was $5.3 million and $4.3 million, respectively. Actual warranty expense incurred could vary significantly from amounts that we estimate.
Our warranty and sales allowance reserve on December 28, 2025 and December 29, 2024, was $3.9 million and $5.3 million, respectively. Actual warranty expense incurred could vary significantly from amounts that we estimate.
We maintain allowances for expected credit losses resulting from the inability of customers to make required payments. Estimating the amount of future expected losses requires us to consider historical losses from our customers, as well as current market conditions and future forecasts of our customers’ ability to make payments for goods and services.
Estimating the amount of future expected losses requires us to consider historical losses from our customers, as well as current market conditions and future forecasts of our customers’ ability to make payments for goods and services.
Of the $96.1 million of cash in foreign jurisdictions, approximately $8.8 million represents earnings which we have determined are not permanently reinvested, and as such we have provided for foreign withholding and U.S. state income taxes on these amounts in accordance with applicable accounting standards.
Of the cash held in foreign jurisdictions, approximately $13.3 million relates to earnings which we have determined are not permanently reinvested, and as such we have provided for foreign withholding and U.S. state income taxes on these amounts in accordance with applicable accounting standards.
The decrease was primarily due to the receipt in 2024 of $4.8 million of business interruption insurance proceeds related to the Cyber Event and $2.4 million of insurance proceeds related to a property casualty loss that occurred in fiscal year 2023.
During 2024, other expense (income), net, was $(2.4) million versus $9.1 million in 2023. The decrease was primarily due to the receipt in 2024 of $4.8 million of business interruption insurance proceeds related to the Cyber Event and $2.4 million of insurance proceeds related to a property casualty loss that occurred in fiscal year 2023.
AMS Segment – Net Sales and Adjusted Operating Income (“AOI”) The following table presents AMS segment net sales and AOI for the last three fiscal years: Fiscal Year Percentage Change 2024 2023 2022 2024 compared with 2023 2023 compared with 2022 (in thousands) AMS segment net sales $ 800,811 $ 736,955 $ 753,740 8.7 % (2.2) % AMS segment AOI (1) 106,594 87,789 102,370 21.4 % (14.2) % (1) Includes allocation of corporate SG&A expenses and allocation of global support SG&A expenses as discussed above.
AMS Segment – Net Sales and Adjusted Operating Income (“AOI”) The following table presents AMS segment net sales and AOI for the last three fiscal years: Fiscal Year Percentage Change 2025 2024 2023 2025 compared with 2024 2024 compared with 2023 (in thousands) AMS segment net sales $ 843,886 $ 800,811 $ 736,955 5.4 % 8.7 % AMS segment AOI (1) 137,299 106,594 87,789 28.8 % 21.4 % (1) Includes allocation of corporate and global support SG&A expenses as discussed above.
Our average borrowing rate under the Syndicated Credit Facility as of December 31, 2023, was 6.61% compared to 5.78% at January 1, 2023. 31 Table of Contents Other Income Expense, net During 2024, other (income) expense, net, was $(2.4) million versus $9.1 million in 2023.
Our average borrowing rate under the Syndicated Credit Facility as of December 29, 2024, was 5.62% compared to 6.61% at December 31, 2023. 35 Table of Contents Other Expense / Income, net During 2025, other expense (income), net, was $7.6 million versus $(2.4) million in 2024.
EAAA Segment – Net Sales and AOI The following table presents EAAA segment net sales and AOI for the last three fiscal years: Fiscal Year Percentage Change 2024 2023 2022 2024 compared with 2023 2023 compared with 2022 (in thousands) EAAA segment net sales $ 514,847 $ 524,543 $ 544,179 (1.8) % (3.6) % EAAA segment AOI (1) 34,803 28,608 30,058 21.7 % (4.8) % (1) Includes allocation of corporate SG&A expenses and allocation of global support SG&A expenses as discussed above.
EAAA Segment – Net Sales and AOI The following table presents EAAA segment net sales and AOI for the last three fiscal years: Fiscal Year Percentage Change 2025 2024 2023 2025 compared with 2024 2024 compared with 2023 (in thousands) EAAA segment net sales $ 542,968 $ 514,847 $ 524,543 5.5 % (1.8) % EAAA segment AOI (1) 36,456 34,803 28,608 4.8 % 21.7 % (1) Includes allocation of corporate and global support SG&A expenses as discussed above.
The short-term period represents payments due within the 12 months following December 29, 2024, and the long-term period represents payments due beyond the short-term period.
The short-term period represents payments due within the 12 months following December 28, 2025, and the long-term period represents payments due beyond the short-term period.
To the extent the actual warranty expense differs from our estimates by 10%, our 2024 net income would be higher or lower by approximately $0.4 million, on an after-tax basis, depending on whether the actual expense is lower or higher, respectively, than the estimated provision.
To the extent the actual warranty expense differs from our estimates by 10%, our 2025 net income would be higher or lower by approximately $0.3 million, on an after-tax basis, depending on whether the actual expense is lower or higher, respectively, than the estimated provision. 44 Table of Contents Pension Benefits.
As a percentage of net sales, our consolidated cost of sales decreased to 65.0% in 2023 versus 66.3% in 2022. 30 Table of Contents Consolidated Gross Profit For 2024, consolidated gross profit, as a percentage of net sales, was 36.7% compared to 35.0% for 2023.
As a percentage of net sales, our consolidated cost of sales decreased to 63.3% in 2024 versus 65.0% in 2023. 34 Table of Contents Consolidated Gross Profit For 2025, consolidated gross profit, as a percentage of net sales, was 38.7% compared to 36.7% for 2024.
See Note 20 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information. 32 Table of Contents AMS Segment Net Sales for 2024 compared with 2023 During 2024, net sales in AMS increased 8.7% versus 2023, comprised of higher sales volume and higher average sales prices.
See Note 19 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information. 36 Table of Contents AMS Segment Net Sales for 2025 compared with 2024 During 2025, net sales in AMS increased 5.4% versus 2024, comprised of higher sales volume - particularly increased rubber flooring volume and higher average sales prices.
Excludes goodwill and intangible asset impairment charges, purchase accounting amortization, Cyber Event impact, Thailand plant closure inventory write-down, and restructuring, asset impairment, severance, and other, net. See Note 20 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information.
Excludes purchase accounting amortization, Cyber Event impact, and restructuring, asset impairment, severance, and other, net. See Note 19 entitled “Segment Information” included in Item 8 of this Annual Report on Form 10-K for additional information.
Share Repurchases In the second quarter of 2022, the Company adopted a new share repurchase program in which the Company is authorized to repurchase up to $100 million of its outstanding shares of common stock. The program has no specific expiration date. No shares of common stock were repurchased during 2024 and 2023 pursuant to this program.
Share Repurchases In May 2022, the Company adopted a new share repurchase program in which the Company is authorized to repurchase up to $100 million of its outstanding shares of common stock. The program has no specific expiration date.
Currency translation had a positive impact on consolidated cost of sales and partially reduced our costs by approximately $1.4 million (0.2%) compared to 2023. As a percentage of net sales, our consolidated cost of sales decreased to 63.3% in 2024 versus 65.0% in 2023.
Currency translation had a positive impact on consolidated cost of sales and partially reduced our costs by approximately $1.4 million (0.2%) compared to 2023.
If the actual amounts of taxable income differ from our estimates, the amount of our valuation allowance could be materially impacted. Goodwill.
If the actual amounts of taxable income differ from our estimates, the amount of our valuation allowance could be materially impacted. Trademark and Trade Name Intangible Assets.
As of December 29, 2024, and December 31, 2023, we had state net operating loss carryforwards of $190.1 million and $192.1 million, respectively.
As of December 28, 2025, and December 29, 2024, we had state net operating loss carryforwards of $153.7 million and $190.1 million, respectively.
The decrease was primarily due to the following: • Cash provided by operating activities was $148.4 million for 2024, which represents an increase of $6.4 million compared to 2023.
The decrease was primarily due to the following: • Cash provided by operating activities was $167.9 million for 2025, which represents an increase of $19.5 million compared to 2024.
For 2023, our interest expense was $31.8 million, versus $29.9 million in 2022, primarily due to higher interest rates on outstanding term loan borrowings under the Syndicated Credit Facility, partially offset by lower outstanding term loan borrowings under the Facility.
For 2024, our interest expense was $23.2 million, versus $31.8 million in 2023, primarily due to lower outstanding term loan borrowings under the Syndicated Credit Facility.
As of December 29, 2024, we had $5.6 million of borrowings outstanding under our Facility, all of which were term loan borrowings. There were no revolving loan borrowings outstanding as of December 29, 2024. Additionally, $0.7 million in letters of credit were outstanding under the Facility at the end of fiscal year 2024.
As of December 28, 2025, we had $181.8 million of borrowings outstanding under our Facility, of which $175.6 million were term loan borrowings and $6.2 million were revolving loan borrowings. Additionally, $0.6 million in letters of credit were outstanding under the Facility at the end of fiscal year 2025.
Impact of Macroeconomic Conditions Disruptions in economic markets due to inflation, high interest rates, the Russia-Ukraine war and the conflict in the Middle East, a still challenging supply chain environment, slow market conditions in certain parts of the globe, the impact of potential tariffs on the demand for our products, fluctuating freight costs, and significant financial pressures in the commercial office market globally, all pose challenges which may adversely affect our future performance .
Impact of Macroeconomic Conditions Disruptions in economic markets due to inflation, the impact of tariffs on the demand for our products, a challenging supply chain environment, slow market conditions in certain parts of the globe, significant financial pressures in the commercial office market globally, and geopolitical factors including wars, civil and political unrest, and other conflicts, all pose challenges which may adversely affect our future performance .
The insurance claim for the Cyber Event has been closed as of December 29, 2024, and we are not expecting additional proceeds. 27 Table of Contents During 2023, the Company incurred approximately $1.1 million in connection with the investigation of the Cyber Event, which were recorded in selling, general and administrative expenses in the consolidated statements of operations.
The insurance claim for the Cyber Event was closed at the end of fiscal year 2024, and we are not expecting to receive any additional proceeds in connection with the Cyber Event. 31 Table of Contents During 2023, we incurred approximately $1.1 million in connection with the investigation of the Cyber Event, which was recognized in selling, general, and administrative expenses in the consolidated statements of operations.
Fiscal Year Percentage Change 2024 2023 2022 2024 compared with 2023 2023 compared with 2022 (in thousands) Consolidated net sales $ 1,315,658 $ 1,261,498 $ 1,297,919 4.3 % (2.8) % 29 Table of Contents Consolidated net sales for 2024 compared with 2023 For 2024, our consolidated net sales increased $54.2 million (4.3%) compared to 2023, comprised of higher sales volumes (approximately 2.7%) and higher average sales prices (approximately 1.6%).
Fiscal Year Percentage Change 2025 2024 2023 2025 compared with 2024 2024 compared with 2023 (in thousands) Consolidated net sales $ 1,386,854 $ 1,315,658 $ 1,261,498 5.4 % 4.3 % 33 Table of Contents Consolidated net sales for 2025 compared with 2024 For 2025, consolidated net sales increased $71.2 million (5.4%) compared to 2024, comprised of higher sales volume (approximately 3.0%) and higher average sales prices (approximately 2.4%).
The Company expects higher production volumes and lower per unit fixed costs in 2025, and anticipates these impacts will benefit our gross profit margin in 2025. We also expect that continuing challenges in supply chain markets will result in higher freight costs to some degree in 2025 - particularly in the first half of 2025.
The Company expects higher production volumes and lower per unit fixed costs in 2026, and anticipates these impacts will benefit our gross profit margin in 2026. We also expect that continuing challenges in supply chain markets, tariff costs, and higher raw material costs will adversely impact our performance in 2026.
Higher adjusted gross profit in 2024, driven by lower raw material costs partially offset by lower sales volume contributed to the increase in EAAA AOI for the current year. Currency fluctuations had no material impact on EAAA AOI in 2024 compared to 2023. As a percentage of net sales, AOI was 6.8% in 2024 versus 5.5% in 2023.
EAAA AOI for 2024 compared with 2023 AOI in EAAA increased 21.7% during 2024 versus 2023. Higher gross profit in 2024, driven by lower raw material costs partially offset by lower sales volume contributed to the increase in EAAA AOI for 2024. Currency fluctuations had no material impact on EAAA AOI in 2024 compared to 2023.
Our long-term debt obligations include the contractually scheduled principal repayment of our term loan and revolving loan borrowings under the Facility, which matures in 2027, and $300 million on our Senior Notes due in 2028. Operating and finance lease obligations consist of undiscounted lease payments due over the term of the lease.
Our long-term debt obligations include the contractually scheduled principal repayment of our term loan and revolving loan borrowings under the Facility, which matures in 2030. Operating and finance lease obligations consist of undiscounted lease payments due over the lease term. Expected interest payments are those associated with borrowings under the Facility consistent with our contractually scheduled principal repayments.
The decrease of $18.5 million was primarily due to higher sales, stronger working capital management, and lower raw material costs during the current year. 36 Table of Contents Analysis of Cash Flows The following table presents a summary of cash flows for fiscal years 2024, 2023 and 2022: Fiscal Year 2024 2023 2022 (in thousands) Net cash provided by (used in): Operating activities $ 148,430 $ 142,034 $ 43,061 Investing activities (30,374) (19,514) (18,437) Financing activities (125,234) (111,564) (19,490) Effect of exchange rate changes on cash (4,094) 1,978 (4,822) Net change in cash and cash equivalents (11,272) 12,934 312 Cash and cash equivalents at beginning of period 110,498 97,564 97,252 Cash and cash equivalents at end of period $ 99,226 $ 110,498 $ 97,564 We ended 2024 with $99.2 million in cash, a decrease of $11.3 million during the year.
Analysis of Cash Flows The following table presents a summary of cash flows for fiscal years 2025, 2024 and 2023: Fiscal Year 2025 2024 2023 (in thousands) Net cash provided by (used in): Operating activities $ 167,906 $ 148,430 $ 142,034 Investing activities (46,192) (30,374) (19,514) Financing activities (159,292) (125,234) (111,564) Effect of exchange rate changes on cash 9,675 (4,094) 1,978 Net change in cash and cash equivalents (27,903) (11,272) 12,934 Cash and cash equivalents at beginning of period 99,226 110,498 97,564 Cash and cash equivalents at end of period $ 71,323 $ 99,226 $ 110,498 40 Table of Contents We ended 2025 with $71.3 million in cash, a decrease of $27.9 million during the year.
Balance Sheet Accounts receivable, net, were $171.1 million at December 29, 2024, compared to $163.4 million at December 31, 2023. The increase of $7.7 million was primarily due to the impact of higher net sales as a result of increased customer demand in 2024.
We are not a party to any material off-balance sheet arrangements. Balance Sheet Accounts receivable, net, were $174.5 million at December 28, 2025, compared to $171.1 million at December 29, 2024. The increase of $3.3 million was primarily due to the impact of higher net sales as a result of increased customer demand in 2025.
On a market segment basis, the EAAA sales decrease was most significant in the public buildings (down 21%), hospitality (down 24.1%), and healthcare (down 6.8%) market segments, partially offset by an increase in the residential living (up 9.1%) market segment. 33 Table of Contents EAAA Segment Net Sales for 2023 compared with 2022 During 2023, net sales in EAAA decreased 3.6% versus 2022, comprised of lower sales volume partially offset by higher selling prices.
On a market segment basis, the EAAA sales decrease was most significant in the public buildings (down 21%), hospitality (down 24.1%), and healthcare (down 6.8%) market segments, partially offset by an increase in the residential living (up 9.1%) market segment. 37 Table of Contents EAAA AOI for 2025 compared with 2024 AOI in EAAA increased 4.8% during 2025 versus 2024, primarily due to higher gross profit margin driven by favorable manufacturing costs and higher sales volume.
Cybersecurity Event As previously disclosed in our current report on Form 8-K filed with the Commission on November 23, 2022, we discovered a cybersecurity attack on November 20, 2022, perpetrated by unauthorized third parties, affecting our IT systems. The investigation of the Cyber Event was completed in fiscal year 2023.
A detailed discussion of our 2025 and 2024 consolidated and segment performance appears below under “Analysis of Results of Operations”. Cybersecurity Event As previously disclosed in our current report on Form 8-K filed with the Commission on November 23, 2022, we discovered a cybersecurity attack on November 20, 2022, perpetrated by unauthorized third parties, affecting our IT systems.
Higher adjusted gross profit in 2024, driven by higher sales, lower raw material costs, and favorable fixed cost absorption contributed to the increase in AMS AOI for the current year. AMS SG&A expenses as a percentage of net sales decreased approximately 0.8% compared to 2023, also contributed to the increase in AOI.
As a percentage of net sales, AOI increased to 16.3% in 2025 versus 13.3% in 2024. AMS AOI for 2024 compared with 2023 AOI in AMS increased 21.4% during 2024 compared to 2023. Higher gross profit in 2024, driven by higher sales, lower raw material costs, and favorable fixed cost absorption contributed to the increase in AMS AOI for 2024.
As a percentage of net sales, SG&A expenses decreased to 26.5% in 2024 versus 26.9% in 2023. For 2023, our consolidated SG&A expenses were $339.0 million versus $324.2 million in 2022. Currency translation had a $1.5 million (0.5%) negative impact on the year-over-year comparison.
Currency fluctuations had a negative impact on consolidated SG&A expenses and increased our costs by approximately $3.5 million (1.0%) compared to 2024. As a percentage of net sales, SG&A expenses increased to 26.9% in 2025 versus 26.5% in 2024. For 2024, consolidated SG&A expenses were $348.5 million versus $339.0 million in 2023.
See Note 12 entitled “ Goodwill and Other Intangible Assets ” of Part II, Item 8 of this Annual Report for additional information. Interest Expense For 2024, our interest expense was $23.2 million, versus $31.8 million in 2023, primarily due to lower outstanding term loan borrowings under the Syndicated Credit Facility.
See Note 15 entitled “Restructuring and Other” of Part II, Item 8 of this Annual Report on Form 10-K for additional information. Interest Expense For 2025, interest expense was $19.5 million, versus $23.2 million in 2024, primarily due to lower interest rates and lower outstanding borrowings under the Syndicated Credit Facility for most of 2025.
More than half of our consolidated net sales were in non-corporate office markets in fiscal years 2024, 2023, and 2022, primarily in education, healthcare, public buildings, retail, residential/living, hospitality, transportation, and consumer residential market segments.
More than half of our consolidated net sales were in non-corporate office markets in fiscal years 2025, 2024, and 2023, primarily in education, healthcare, public buildings, retail, residential/living, hospitality, transportation, and consumer residential market segments. Executive Summary Our One Interface strategy continues to fuel growth as we strengthen global capabilities, improve commercial productivity, and simplify and optimize our operations.
Consolidated Cost and Expenses The following table presents our consolidated cost of sales and selling, general and administrative (“SG&A”) expenses during the past three years: Fiscal Year Percentage Change 2024 2023 2022 2024 compared with 2023 2023 compared with 2022 (in thousands) Consolidated cost of sales $ 832,710 $ 820,429 $ 860,186 1.5 % (4.6) % Consolidated selling, general and administrative expenses 348,542 339,049 324,190 2.8 % 4.6 % Consolidated Cost of Sales For 2024, our consolidated cost of sales increased $12.3 million (1.5%) compared to 2023, primarily due to higher sales partially offset by lower raw material costs.
Consolidated Cost and Expenses The following table presents our consolidated cost of sales and selling, general and administrative (“SG&A”) expenses during the past three years: Fiscal Year Percentage Change 2025 2024 2023 2025 compared with 2024 2024 compared with 2023 (in thousands) Consolidated cost of sales $ 849,474 $ 832,710 $ 820,429 2.0 % 1.5 % Consolidated selling, general and administrative expenses 373,385 348,542 339,049 7.1 % 2.8 % Consolidated Cost of Sales For 2025, consolidated cost of sales increased $16.8 million (2.0%) compared to 2024, primarily due to higher sales volume, increased tariff costs on rubber and luxury vinyl tile products imported into the U.S.
AMS Segment Net Sales for 2023 compared with 2022 During 2023, net sales in AMS decreased 2.2% versus 2022, comprised of lower sales volume partially offset by higher average sales prices.
AMS Segment Net Sales for 2024 compared with 2023 During 2024, net sales in AMS increased 8.7% versus 2023, comprised of higher sales volume and higher average sales prices.
As a percentage of net sales, AOI increased to 13.3% in 2024 versus 11.9% in 2023. AMS AOI for 2023 compared with 2022 AOI in AMS decreased 14.2% during 2023 compared to 2022.
AMS SG&A expenses as a percentage of net sales decreased approximately 0.8% compared to 2023, also contributed to the increase in AOI. As a percentage of net sales, AOI increased to 13.3% in 2024 versus 11.9% in 2023 .
Approximately $3.1 million of this cash was located in the U.S., and the remaining $96.1 million was located outside of the U.S. The cash located outside of the U.S. is indefinitely reinvested in the respective jurisdictions (except as identified below).
We consider cash located outside of the U.S. as indefinitely reinvested in the respective jurisdictions (except as identified below).
The year-over-year difference was primarily due to lower revolving loan borrowings combined with higher repayments of term loan borrowings in 2023 as a result of cash generated from operating activities as described above.
The year-over-year difference was primarily due to lower revolving loan borrowings combined with higher repayments of term loan borrowings in 2023 as a result of cash generated from operating activities as described above. 41 Table of Contents • Fiscal year 2022 also included repurchases of the Company’s common stock that did not occur in 2023, which partially offset the increased use of cash for financing activities in 2023 compared with 2022.
Consolidated SG&A Expenses For 2024, our consolidated SG&A expenses were $348.5 million versus $339.0 million in 2023. Currency translation had no material impact on consolidated SG&A expenses for 2024.
Currency translation had no material impact on consolidated SG&A expenses for 2024.
The increase in gross profit percentage was primarily due to (i) lower costs (approximately 1%) driven by lower raw material costs and lower fixed costs per unit as a result of higher volume and (ii) higher pricing (approximately 1%). Management believes it is reasonably likely that gross profit in 2025 will be positively impacted by lower costs as discussed above.
The increase in gross profit percentage was primarily due to (i) lower costs (approximately 1%) driven by lower raw material costs and lower fixed costs per unit as a result of higher volume and (ii) higher pricing (approximately 1%). Consolidated SG&A Expenses For 2025, consolidated SG&A expenses were $373.4 million versus $348.5 million in 2024.
On a market segment basis, the AMS sales decrease was most significant in the retail (down 50.6%) market segment partially offset by increases in the education (up 7.9%), corporate office (up 4.1%) and residential living (up 15.4%) market segments. AMS AOI for 2024 compared with 2023 AOI in AMS increased 21.4% during 2024 compared to 2023.
On a market segment basis, the AMS sales increase was most significant in the healthcare (up 21.4%), education (up 8.2%), public buildings (up 10.7%), and corporate office (up 1.5%) market segments, partially offset by decreases in the residential living (down 4.1%) and retail (down 2.5%) market segments.
During fiscal year 2024, the Company implemented a cost center realignment initiative as part of the Company’s efforts to centralize certain global/shared functions. During 2024, SG&A expenses for these global support functions were allocated to adjusted operating income (“AOI”) for each reportable segment consistent with the allocation methodology used to allocate corporate overhead in prior periods.
During 2024, SG&A expenses for these global support functions were allocated to each reportable segment consistent with the allocation methodology used to allocate corporate overhead in prior periods. Fiscal year 2023 amounts below were not recast as there was no material impact to either reportable segment. There were no changes to the composition of the Company’s operating or reportable segments.
To the extent that actual obsolescence of our inventory differs from our estimate by 10%, our 2024 net income would be higher or lower by approximately $2.9 million, on an after-tax basis. 42 Table of Contents Pension Benefits.
To the extent that actual obsolescence of our inventory differs from our estimate by 10%, our 2025 net income would be higher or lower by approximately $3.0 million, on an after-tax basis. Allowances for Expected Credit Losses. We maintain allowances for expected credit losses resulting from the inability of customers to make required payments.
For information regarding the current variable interest rates of these borrowings, the potential impact on our interest expense from hypothetical increases in short term interest rates, and the former interest rate swap transaction, please see the discussion in Item 7A of this Report. We are not a party to any material off-balance sheet arrangements.
We have borrowings based on variable interest rates (as described below) that expose the Company to the risk that interest rates may increase. For information regarding the current variable interest rates of these borrowings, and the potential impact on our interest expense from hypothetical increases in interest rates, please see the discussion in Item 7A of this Report.
Consolidated SG&A expenses increased $14.9 million (4.6%) in 2023 compared to 2022, primarily due to (i) $6.5 million of higher selling expenses due to sales and marketing initiatives, (ii) $6.3 million of higher severance costs driven by employee headcount reductions and initiatives to reduce future costs, (iii) $4.4 million of higher professional fees, and (iv) $1.9 million of higher variable compensation costs.
SG&A expenses increased $24.8 million (7.1%) in 2025 compared to 2024, primarily due to (i) higher variable compensation of $8.6 million as a result of higher commissions on increased sales and higher bonus costs driven by improved operating results, (ii) higher employee benefits and labor costs of $8.3 million, (iii) higher severance costs of $4.5 million due to employee separations, and (iv) higher professional fees of $2.6 million.
The table below represents the changes to the projected benefit obligation as a result of changes in discount rate assumptions: Foreign Defined Benefit Plans Increase (Decrease) in Projected Benefit Obligation (in millions) 1% increase in actuarial assumption for discount rate $ (19.7) 1% decrease in actuarial assumption for discount rate 25.3 Domestic Salary Continuation Plan Increase (Decrease) in Projected Benefit Obligation (in millions) 1% increase in actuarial assumption for discount rate $ (1.6) 1% decrease in actuarial assumption for discount rate 1.9 Allowances for Expected Credit Losses.
The table below represents the changes to the projected benefit obligation as a result of changes in discount rate assumptions: Foreign Defined Benefit Plans Increase (Decrease) in Projected Benefit Obligation (in millions) 1% increase in actuarial assumption for discount rate $ (21.1) 1% decrease in actuarial assumption for discount rate 25.6 For the year ended December 28, 2025, the discount rate used in the salary continuation plan is no longer considered a critical accounting estimate as a 1% increase or decrease in the discount rate would not have a material impact to the projected benefit obligation of the plan.
Management believes it is reasonably likely that lower per unit fixed costs due to higher production volumes and plant productivity initiatives will reduce our costs to some degree in 2025, particularly in the first half of 2025. These favorable impacts are expected to be partially offset by higher freight costs in 2025.
As a percentage of net sales, our consolidated cost of sales decreased to 61.3% in 2025 versus 63.3% in 2024. Management believes it is reasonably likely that lower per unit fixed costs due to higher production volumes and plant productivity initiatives will reduce our costs to some degree in 2026.
Currency fluctuations had a positive impact of approximately $3.5 million (0.6%) on EAAA net sales for 2023 compared to 2022 due to the strengthening of the Euro, partially offset by the weakening of the Australian dollar and Chinese Renminbi against the U.S. dollar.
Currency fluctuations had a positive impact of approximately $2.8 million (3.8%) on EAAA AOI in 2025 compared to 2024, primarily due to the strengthening of the Euro against the U.S. dollar. As a percentage of net sales, AOI was 6.7% in 2025 versus 6.8% in 2024.
The increase was primarily due to the following: • Cash provided by operating activities was $43.1 million for 2022, which represents a decrease of $43.6 million compared to 2021. The decrease was primarily due to a greater use of cash for working capital during 2022.
We ended 2024 with $99.2 million in cash, a decrease of $11.3 million during the year. The decrease was primarily due to the following: • Cash provided by operating activities was $148.4 million for 2024, which represents an increase of $6.4 million compared to 2023.
During 2023, we had consolidated net sales of $1,261.5 million, down 2.8% compared to $1,297.9 million in 2022, primarily due to decreased customer demand – particularly in the retail market segment.
During 2025, we had consolidated net sales of $1,386.9 million, up 5.4% compared to $1,315.7 million in 2024, primarily due to higher customer demand — particularly in the healthcare and education market segments.
EAAA Segment Net Sales for 2024 compared with 2023 During 2024, net sales in EAAA decreased 1.8% versus 2023, primarily due to lower sales volume.
On a market segment basis, the EAAA sales increase was most significant in the transportation (up 35.7%), public buildings (up 24.5%), healthcare (up 18.1%), and education (up 5.8%) market segments. EAAA Segment Net Sales for 2024 compared with 2023 During 2024, net sales in EAAA decreased 1.8% versus 2023, primarily due to lower sales volume.
Expected interest payments are those associated with borrowings under the Facility and Senior Notes consistent with our contractually scheduled principal repayments. Our purchase obligations are for non-cancellable agreements primarily for raw material purchases and capital expenditures.
Our purchase obligations are for non-cancellable agreements primarily for raw material purchases and capital expenditures.
The decrease was primarily due to reduced capital expenditures. • Cash used in financing activities was $19.5 million for 2022, which represents a decrease of $41.4 million compared to 2021.
The increase was primarily due to an increase in capital expenditures attributable to a greater capital investment in manufacturing automation and robotics solutions in 2025. • Cash used in financing activities was $159.3 million for 2025, which represents an increase of $34.1 million compared to 2024.
These favorable changes were partially offset by a decrease in favorable tax benefits related to the repatriation of previously taxed foreign earnings and utilization of foreign tax benefits. For fiscal year 2023, the Company recorded income tax expense of $19.1 million on pre-tax income of $63.7 million, resulting in an effective tax rate of 30.1%.
These favorable changes were partially offset by a decrease in favorable tax benefits related to the repatriation of previously taxed foreign earnings and utilization of foreign tax benefits. Segment Results As discussed above, the Company has two operating and reportable segments – AMS and EAAA.
Payments Due by Period Short-Term Long-Term Total (in thousands) Long-term debt obligations $ 482 $ 305,082 $ 305,564 Operating and finance lease obligations 19,820 92,314 112,134 Expected interest payments 16,796 49,952 66,748 Purchase obligations 27,435 41,147 68,582 Pension cash obligations 4,294 28,556 32,850 Total $ 68,827 $ 517,051 $ 585,878 Historically, we use more cash in the first half of the fiscal year, as we pay insurance premiums, taxes and incentive compensation and build up inventory in preparation for the holiday/vacation season of our international operations.
Payments Due by Period Short-Term Long-Term Total (in thousands) Long-term debt obligations $ 8,781 $ 172,998 $ 181,779 Operating and finance lease obligations 23,980 91,018 114,998 Expected interest payments 8,851 28,467 37,318 Purchase obligations 24,745 33,771 58,516 Pension cash obligations 3,685 30,543 34,228 Total $ 70,042 $ 356,797 $ 426,839 Historically, we use more cash in the first half of the fiscal year, as we pay insurance premiums, taxes and incentive compensation and build up inventory in preparation for the holiday/vacation season of our international operations.
During the second quarter of 2023, the Company completed the sale of the Thailand real estate and recognized a gain of $2.7 million. This restructuring plan was completed following the sale of the Thailand facility.
As a percentage of net sales, SG&A expenses decreased to 26.5% in 2024 versus 26.9% in 2023. Restructuring Plan Pursuant to a previous restructuring plan, the Company completed the sale of its Thailand manufacturing facility during 2023 and recognized a gain of $2.7 million.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

12 edited+1 added−6 removed6 unchanged
Biggest changeIn addition, from time to time, we may enter into derivative transactions, such as interest rate swaps, in order to manage exposure to interest rate fluctuations. There were no active interest rate derivative instruments as of December 29, 2024. Foreign Currency Exchange Market Risk Exposure A significant portion of our operations consists of manufacturing and sales activities in foreign jurisdictions.
Biggest changeTo mitigate the impact of fluctuations in interest rates, our management monitors interest rates and subject to approval by our Board of Directors, may from time to time enter into derivative transactions, such as interest rate swaps, in order to manage exposure to interest rate fluctuations. There were no active interest rate derivative instruments as of December 28, 2025.
An increase in our effective interest rate of 1% on our variable rate debt would increase annual interest expense by approximately $0.1 million. We will continue to review our exposure to interest rate fluctuations and evaluate whether we should manage such exposures through any future interest rate swap transactions.
An increase in our effective interest rate of 1% on our variable rate debt would increase annual interest expense by approximately $2.2 million. We will continue to review our exposure to interest rate fluctuations and evaluate whether we should manage such exposures through any future interest rate swap transactions.
As the impact of offsetting changes in the fair market value of our net foreign investments is not included in the sensitivity model, these results are not indicative of our actual exposure to foreign currency exchange risk. 45 Table of Contents
As the impact of offsetting changes in the fair market value of our net foreign investments is not included in the sensitivity model, these results are not indicative of our actual exposure to foreign currency exchange risk. 47 Table of Contents
The discount rates used for the present value computations were selected based on market interest and foreign currency exchange rates in effect at December 29, 2024. The values that result from these computations are then compared with the market values of the financial instruments.
The discount rates used for the present value computations were selected based on market interest and foreign currency exchange rates in effect at December 28, 2025. The values that result from these computations are then compared with the market values of the financial instruments.
To mitigate the impact of fluctuations in foreign currency exchange rates, we may enter into derivative transactions from time to time, such as forward contracts and foreign currency options. There were no active foreign currency derivative instruments as of December 29, 2024.
To mitigate the impact of fluctuations in foreign currency exchange rates, we may enter into derivative transactions from time to time, such as forward contracts and foreign currency options. There were no active foreign currency derivative instruments as of December 28, 2025.
Foreign Currency Exchange Rate Risk As of December 29, 2024, a 10% decrease or increase in the levels of foreign currency exchange rates against the U.S. dollar, with all other variables held constant, would result in a respective decrease or increase in the fair value of our financial instruments of $12.6 million.
Foreign Currency Exchange Rate Risk As of December 28, 2025, a 10% decrease or increase in the levels of foreign currency exchange rates against the U.S. dollar, with all other variables held constant, would result in a respective decrease or increase in the fair value of our financial instruments of $11.4 million.
Sensitivity Analysis For purposes of specific risk analysis, we use sensitivity analysis to measure the impact that market risk may have on the fair values of our market-sensitive instruments. To perform sensitivity analysis, we assess the risk of loss in fair values associated with the impact of hypothetical changes in interest rates and foreign currency exchange rates on market-sensitive instruments.
To perform sensitivity analysis, we assess the risk of loss in fair values associated with the impact of hypothetical changes in interest rates and foreign currency exchange rates on market-sensitive instruments.
The differences are the hypothetical gains or losses associated with each type of risk. 44 Table of Contents Interest Rate Risk As discussed above, our Facility is comprised of a combination of term loan and revolving loan borrowings.
The differences are the hypothetical gains or losses associated with each type of risk. 46 Table of Contents Interest Rate Risk As discussed above, our Facility is comprised of a combination of term loan and revolving loan borrowings. The following table summarizes our market risks associated with our variable rate debt obligations under the Facility as of December 28, 2025.
Rate-Sensitive Liabilities 2025 2026 2027 2028 Total Fair Value (in thousands) Long-term Debt: Variable Rate $ 482 $ 482 $ 4,600 $ — $ 5,564 $ 5,564 Fixed Rate — — — 300,000 300,000 294,738 Our weighted average interest rate for our outstanding borrowings under the Facility as of December 29, 2024 and December 31, 2023 was 5.62% and 6.61%, respectively.
Rate-Sensitive Liabilities 2026 2027 2028 2029 Thereafter Total Fair Value (in thousands) Long-term Debt: Variable Rate $ 8,781 $ 8,781 $ 8,781 $ 8,781 $ 146,655 $ 181,779 $ 181,779 Our weighted average interest rate for our outstanding borrowings under the Facility as of December 28, 2025 and December 29, 2024 was 5.12% and 5.62%, respectively.
We manufacture our products in the United States, Northern Ireland, the Netherlands, Germany, China, and Australia, and we sell our products in more than 100 countries.
Foreign Currency Exchange Market Risk Exposure A significant portion of our operations consists of manufacturing and sales activities in foreign jurisdictions. We manufacture our products in the United States, Northern Ireland, the Netherlands, Germany, China, and Australia, and we sell our products in more than 100 countries.
We manage our exposure to market risk through our regular operating and financial activities and, to the extent we deem appropriate, through the use of derivative financial instruments. From time to time, we employ derivative financial instruments as risk management tools and not for speculative or trading purposes.
We manage our exposure to market risk through our regular operating and financial activities and, to the extent we deem appropriate, through the use of derivative financial instruments. Interest Rate Market Risk Exposure Changes in interest rates affect the interest paid on our variable rate debt.
The following table summarizes our market risks associated with our variable rate debt obligations under the Facility and fixed rate Senior Notes debt as of December 29, 2024. For debt obligations, the table presents principal cash flows by year of maturity.
For debt obligations, the table presents principal cash flows by year of maturity.
Removed
We monitor the use of derivative financial instruments through objective measurable systems, well-defined market and credit risk limits, and timely reports to senior management according to prescribed guidelines. We have established strict counter-party credit guidelines and enter into transactions only with financial institutions with a rating of investment grade or better.
Added
During 2025, we recognized $50.6 million in other comprehensive income related to foreign currency translation adjustments primarily due to the strengthening of the Euro against the U.S dollar. Sensitivity Analysis For purposes of specific risk analysis, we use sensitivity analysis to measure the impact that market risk may have on the fair values of our market-sensitive instruments.
Removed
As a result, we consider the risk of counter-party default to be minimal. There were no active derivative instruments as of December 29, 2024. Interest Rate Market Risk Exposure Changes in interest rates affect the interest paid on our variable rate debt.
Removed
To mitigate the impact of fluctuations in interest rates, our management monitors interest rates and has developed and implemented a policy to maintain the percentage of fixed and variable rate debt within certain parameters, subject to approval by our Board of Directors.
Removed
During 2024, we recognized a $23.7 million increase in our accumulated other comprehensive loss – foreign currency translation adjustment account compared with fiscal year 2023, primarily due to the weakening of the Euro, Chinese Renminbi, and Australian dollar against the U.S dollar, partially offset by the strengthening of the British Pound sterling against the U.S. dollar.
Removed
Based on a hypothetical immediate 100 basis point increase in interest rates, with all other variables held constant, the fair value of our fixed rate long-term debt would be impacted by a net decrease of $10.0 million.
Removed
Conversely, a 100-basis point decrease in interest rates would result in a net increase in the fair value of our fixed rate long-term debt of $6.6 million.

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