What changed in MYERS INDUSTRIES INC's 2024 10-K compared to 2023?

Across the narrative sections we track, MYERS INDUSTRIES INC (MYE) added 155 paragraphs, removed 160, and edited 124 between the 2023 and 2024 10-K filings. The biggest movers are Item 7. Management's Discussion & Analysis (+53/−60), Item 1A. Risk Factors (+41/−30), Item 1. Business (+33/−41).

Did MYERS INDUSTRIES INC add new Risk Factors in the 2024 10-K?

Yes — Item 1A Risk Factors shows 41 new/edited paragraphs and 30 removed paragraphs versus the 2023 10-K.

What changed in MYERS INDUSTRIES INC's MD&A (Item 7) in 2024?

Item 7 Management's Discussion & Analysis shows 53 new/edited paragraphs and 60 removed paragraphs year-over-year. Read the side-by-side diff to see exactly which revenue, margin, and outlook commentary was rewritten.

Did MYERS INDUSTRIES INC update its Cybersecurity disclosure (Item 1C) in 2024?

Item 1C Cybersecurity has 2 paragraph-level changes between the 2023 and 2024 filings.

Did MYERS INDUSTRIES INC's Legal Proceedings (Item 3) change in 2024?

Item 3 shows 8 added/edited paragraphs and 10 removed paragraphs — usually indicating new litigation disclosed or settled cases removed.

Where does this MYE 10-K diff come from?

The source filings are MYERS INDUSTRIES INC's official 2023 and 2024 Form 10-K annual reports from SEC EDGAR. 10q10k.net parses each filing, aligns paragraphs by section (Item 1, 1A, 1C, 2, 3, 7, 7A), and highlights every added, removed and edited sentence side-by-side.

What changed in MYERS INDUSTRIES INC's 10-K — 2023 vs 2024

Paragraph-level year-over-year comparison of MYERS INDUSTRIES INC's 2023 and 2024 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 2024 report.

+155 added−160 removedSource: 10-K (2025-03-06) vs 10-K (2024-03-05)

Top changes in MYERS INDUSTRIES INC's 2024 10-K

155 paragraphs added · 160 removed · 124 edited across 8 sections

Item 7. Management's Discussion & Analysis+53 / −60 · 44 edited
Item 1A. Risk Factors+41 / −30 · 26 edited
Item 1. Business+33 / −41 · 30 edited
Item 3. Legal Proceedings+8 / −10 · 7 edited
Item 7A. Quantitative and Qualitative Disclosures About Market Risk+9 / −8 · 7 edited

Item 1. Business

Business — how the company describes what it does

30 edited+3 added−11 removed30 unchanged

2023 filing

2024 filing

Biggest changeMohawk’s annual sales were approximately $65 million at the time of the acquisition. 5 The following table summarizes the key attributes of the business segments for the year ended December 31, 2023: Material Handling Segment 2023 Net Sales Key Product Areas Product Brands Key Capabilities & Services Representative Markets $555.3  Plastic Reusable Containers &  Akro-Mils®  Plastic Rotational Molding  Agriculture 68% Pallets  Jamco®  Plastic Injection Molding  Automotive  Plastic Storage &  Buckhorn®  Structural Foam Molding  Food Processing Organizational Products  Ameri-Kart®  Plastic Blow Molding  Food Distribution  Plastic and Metal Carts  Scepter®  Material Regrind & Recycling  Healthcare  Metal Cabinets  Elkhart Plastics  Product Design  Industrial  Custom Products  Trilogy Plastics  Prototyping  Manufacturing  Composite Ground Protection Matting*  Signature Systems*  Product Testing  Retail Distribution  Material Formulation  Wholesale Distribution  Plastic Thermoforming  Consumer  Infrared Welding  Recreational Vehicle  Metal Forming  Marine  Stainless Steel Forming  Military  Powder Coating  Custom  Compression Molding*  Infrastructure & Construction* Distribution Segment 2023 Net Sales Key Product Areas Product Brands Key Capabilities & Services Representative Markets $257.9  Tire Valves & Accessories  Myers Tire Supply®  Broad Sales Coverage  Retail Tire Dealers 32%  Tire Changing &  Myers Tire Supply  Local Sales  Truck Tire Dealers Balancing Equipment International  Eight Strategically Placed  Auto Dealers  Lifts & Alignment Equipment  Patch Rubber Company® Distribution Centers  Commercial Auto & Truck  Service Equipment  Elrick  International Distribution Fleets  Hand Tools  Fleetline  Personalized Service  General Repair & Services  Tire Repair & Retread  MTS  National Accounts Facilities Equipment & Supplies  Mohawk Rubber Sales  Product Training  Tire Retreaders  Brake, Transmission & Allied  Seymoure  Repair/Service Training  Tire Repair Service Equipment & Supplies  Tuffy  New Products/Services  Governmental Agencies  Highway Markings  Advance Traffic Markings “Speed to Market”  Telecommunications  Industrial Rubber  MXP  Rubber Mixing  Industrial  General Shop Supplies  Rubber Compounding  Road Construction  Tire Pressure Monitoring System  Rubber Calendaring  Mining  Tiered Product Offerings  Truck Stop Operations *Beginning in February 2024 with the acquisition of Signature Systems 6 Segments Overview Material Handling Segment The Material Handling Segment manufactures highly engineered polymer packaging containers, storage and safety products, and specialty molded parts.

Biggest changeSignature's annual sales were approximately $110 million at the time of the acquisition. 4 The following table summarizes the key attributes of the business segments for the year ended December 31, 2024: Material Handling Segment 2024 Net Sales Key Product Areas Product Brands Key Capabilities & Services Representative Markets $621.7  Plastic Reusable Containers &  Akro-Mils®  Plastic Rotational Molding  Agriculture 74% Pallets  Jamco®  Plastic Injection Molding  Automotive  Intermediate bulk containers  Buckhorn®  Structural Foam Molding  Food Processing  Fuel, water and waste containers  Ameri-Kart®  Plastic Blow Molding  Food Distribution  Composite Ground Protection Matting  Scepter®  Material Regrind & Recycling  Healthcare  Plastic Storage &  Elkhart Plastics®  Product Design  Industrial Organizational Products  Trilogy Plastics  Prototyping  Manufacturing  Plastic and Metal Carts  Signature Systems  Product Testing  Retail Distribution  Metal Cabinets  Material Formulation  Wholesale Distribution  Custom Products  Plastic Thermoforming  Consumer  Infrared Welding  Recreational Vehicle  Metal Forming  Marine  Stainless Steel Forming  Military  Powder Coating  Custom  Compression Molding  Infrastructure & Construction Distribution Segment 2024 Net Sales Key Product Areas Product Brands Key Capabilities & Services Representative Markets $214.8  Tire Valves & Accessories  Myers Tire Supply®  Broad Sales Coverage  Retail Tire Dealers 26%  Tire Changing &  Myers Tire Supply  Local Sales  Truck Tire Dealers Balancing Equipment International  Four Strategically Placed  Auto Dealers  Lifts & Alignment Equipment  Patch Rubber Company® Distribution Centers  Commercial Auto & Truck  Service Equipment  Elrick  International Distribution Fleets  Hand Tools  Fleetline  Personalized Service  General Repair & Services  Tire Repair & Retread  MTS  National Accounts Facilities Equipment & Supplies  Mohawk Rubber Sales  Product Training  Tire Retreaders  Brake, Transmission & Allied  Seymoure  Repair/Service Training  Tire Repair Service Equipment & Supplies  Tuffy  New Products/Services  Governmental Agencies  Highway Markings  Advance Traffic Markings “Speed to Market”  Telecommunications  Industrial Rubber  MXP  Rubber Mixing  Industrial  General Shop Supplies  Rubber Compounding  Road Construction  Tire Pressure Monitoring System  Rubber Calendaring  Mining  Tiered Product Offerings  Truck Stop Operations 5 Segments Overview Material Handling Segment The Material Handling Segment manufactures highly engineered polymer packaging containers, storage and safety products, composite ground protection and specialty molded parts.

The Material Handling Segment manufactures a broad selection of durable plastic reusable containers that are used repeatedly during the course of their service life. At the end of their service life, these highly sustainable products can be recovered, recycled, and reprocessed into new products.

The Material Handling Segment manufactures a broad selection of durable plastic reusable products that are used repeatedly during the course of their service life. At the end of their service life, these highly sustainable products can be recovered, recycled, and reprocessed into new products.

Our plastic bulk containers replace single-use packaging, reducing waste and improving sustainability. The Company is also the largest distributor of tools, equipment and supplies used for tire, wheel and under vehicle service on passenger, heavy truck and off-road vehicles, as well as the manufacturing of tire repair and retreading products.

Our plastic bulk containers replace single-use packaging, reducing waste and improving sustainability. The Company is also the largest U.S. distributor of tools, equipment and supplies used for tire, wheel and under vehicle service on passenger, heavy truck and off-road vehicles, as well as the manufacturing of tire repair and retreading products.

The content on the Company’s website is available for informational purposes only and is not incorporated by reference into this Form 10-K. Our website also contains additional information about our corporate governance policies, including the charters of our standing board committees, as described further under Part II, Item 10 of this Form 10-K.

Within the overall tire, wheel and under-vehicle service market, Myers Industries is the largest U.S. distributor of tools, equipment and supplies offered based on national coverage. 8 Customer Dependence In 2023, 2022 and 2021, there were no customers that accounted for more than ten percent of total net sales.

Within the overall tire, wheel and under-vehicle service market, Myers Industries is the largest U.S. distributor of tools, equipment and supplies offered based on national coverage. 7 Customer Dependence In 2024, 2023 and 2022, there were no customers that accounted for more than ten percent of total net sales.

Employee levels are managed to align with the pace of business and management believes it has sufficient human capital to operate its business successfully. The Company employed approximately 2,500 people globally in both a full-time and part-time capacity as of December 31, 2023.

Employee levels are managed to align with the pace of business and management believes it has sufficient human capital to operate its business successfully. The Company employed approximately 2,700 people globally in both a full-time and part-time capacity as of December 31, 2024.

The Company designs, manufactures, and markets a variety of plastic, metal and rubber products, including a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, consumer fuel containers and tanks for water, fuel and waste handling.

The Company designs, manufactures, and markets a variety of plastic, metal and rubber products, including a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, composite ground protection matting, consumer fuel containers and tanks for water, fuel and waste handling.

Of these, approximately 1,900 were employed in the Company’s Material Handling Segment while the Distribution Segment employed approximately 500. The Company had approximately 100 Corporate and shared service employees. As of December 31, 2023, the Company had approximately 120 employees represented by a labor union. The collective bargaining agreement between us and the labor union expires June 30, 2025.

Of these, approximately 2,100 were employed in the Company’s Material Handling Segment while the Distribution Segment employed approximately 500. The Company had approximately 100 Corporate and shared service employees. As of December 31, 2024, the Company had approximately 125 employees represented by a labor union. The collective bargaining agreement between us and the labor union expires June 30, 2025.

The brands within this segment include Buckhorn ® , Akro-Mils ® , Jamco ® , Ameri-Kart ® , Elkhart Plastics , Trilogy Plastics, Scepter ® and beginning in February 2024, Signature Systems .

The brands within this segment include Buckhorn ® , Akro-Mils ® , Jamco ® , Ameri-Kart ® , Elkhart Plastics ® , Trilogy Plastics , Scepter ® and Signature Systems .

Ameri-Kart is an industry leading rotational molder of water, fuel and waste handling tanks, plastic trim and interior parts used in the production of seat components, consoles, and other applications throughout the recreational vehicle, marine, and industrial markets. Ameri-Kart also thermoforms certain parts for the recreational vehicle and other industries.

The Company is an industry leading rotational molder of water, fuel and waste handling tanks, plastic trim and interior parts used in the production of seat components, consoles, and other applications throughout the recreational vehicle, marine, industrial and certain niche consumer markets.

Myers Industries serves thousands of customers who demand value through product selection, innovation, quality, delivery and responsive personal service. Our brands foster satisfied, loyal customers who have recognized our performance through numerous supplier quality awards. Human Capital Management Myers employees are located throughout North and Central America.

Injection molding and blow molding primarily use electric power to heat and press resin into molds to form the products. Rotational molding involves multi-axis rotation of molds in natural gas fired ovens to form the resin into our products. The Material Handling Segment 4 conducts operations in the United States and Canada.

Products in the Material Handling Segment are primarily injection molded, rotationally molded, compression molded or blow molded. Injection, compression and blow molding primarily use electric power to heat and press resin into molds to form the products. Rotational molding involves multi-axis rotation of molds in natural gas fired ovens to form the resin into our products.

As of December 31, 2023, the Company operated seventeen manufacturing facilities, six sales offices, eight distribution centers and three distribution branches located throughout North and Central America; and has approximately 2,500 employees. Serving customers around the world, Myers Industries’ brands provide sustainable solutions to a wide variety of customers in diverse niche markets.

The Company operates sixteen manufacturing facilities and four distribution centers located in the U.S. and Canada and three distribution branches located in Central America. As of December 31, 2024, the Company has approximately 2,700 employees. Serving customers around the world, Myers Industries’ brands provide sustainable solutions to a wide variety of customers in diverse niche markets.

The Material Handling Segment serves a wide variety of markets, including industrial manufacturing, food processing, retail/wholesale products distribution, agriculture, automotive, recreational vehicles, marine vehicles, healthcare, appliance, bakery, electronics, textiles, consumer markets, among others. Products are sold both directly to end-users and through distributors.

The Material Handling Segment conducts its primary operations in the United States and Canada, but also exports globally. The Material Handling Segment serves a wide variety of markets, including industrial manufacturing, food processing, retail/wholesale products distribution, agriculture, automotive, recreational vehicles, marine vehicles, healthcare, appliance, bakery, electronics, textiles, construction, infrastructure and consumer, among others.

The Material Handling Segment’s products include pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, consumer fuel containers and tanks for water, fuel and waste handling. Products in the Material Handling Segment are primarily injection molded, rotationally molded or blow molded.

The Material Handling Segment’s products include a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, composite ground protection matting, consumer fuel containers and tanks for water, fuel and waste handling.

The Distribution Segment serves retail and truck tire dealers, commercial auto and truck fleets, truck stop operations, auto dealers, general service and repair centers, tire retreaders, and government agencies. On February 8, 2024, the Company purchased Signature Systems ("Signature"), a leading manufacturer and distributor of composite ground protection for industrial applications, stadium turf protection and temporary event flooring.

The Company’s health and safety strategies are consistently reviewed and updated as changes occur and key metrics are discussed in our Corporate Safety Committee meetings. The results of these critical safety statistics and metrics are distributed internally. Safety awareness and employee engagement programs have been implemented at the Company’s facilities and are a critical consideration in our town hall meetings.

The results of these critical safety statistics and metrics are distributed internally. Safety awareness and employee engagement programs have been implemented at the Company’s facilities and are a critical consideration in our town hall meetings. Talent Development Successful execution of the Company's strategy depends on attracting and retaining highly qualified individuals.

As a function of this approach, the Company conducts surveys on a periodic basis to measure and report employee engagement and areas of concern.

The Company believes that having open, honest dialogue with its employees is a key tenet in evolving its culture and keeping it thriving. As a function of this approach, the Company conducts surveys on a periodic basis to measure and report employee engagement and areas of concern.

Generally, our lead time between customer order and product delivery is less than 90 days, and thus our estimated backlog is expected to be substantially delivered within the succeeding three months. During periods of shorter lead times, backlog may not be a meaningful indicator of future sales.

Backlog The backlog of orders for our operations is estimated to have been approximately $102 million at December 31, 2024 and approximately $75 million at December 31, 2023. Generally, our lead time between customer order and product delivery is less than 90 days, and thus our estimated backlog is expected to be substantially delivered within the succeeding three months.

The Company also believes it is important to provide pay and benefits that are competitive and equitable based on its local markets. The Company believes that having open, honest dialogue with its employees is a key tenet in evolving its culture and keeping it thriving.

The Company believes it is important to reward associates with competitive wages and benefits to recognize professional excellence and career progression. The Company also believes it is important to provide pay and benefits that are competitive and equitable based on its local markets and aligned with a performance-based culture.

Health and Safety The health, safety, and well-being of our employees is very important to us. The Company has developed a health and safety program that focuses on implementing policies and training programs to ensure all employees can expect workplace safety.

The Company has developed a health and safety program that focuses on implementing policies and training programs to ensure all employees can expect workplace safety. The Company’s health and safety strategies are consistently reviewed and updated as changes occur and key metrics are discussed in our Corporate Safety Committee meetings.

The Distribution Segment operates domestically through its sales offices and eight regional distribution centers in the United States, and in certain foreign countries through export sales as well as branch operations principally in Central America.

The Distribution Segment operates domestically through its regional and customer-focused sales team with strategically located regional distribution centers in the United States in addition to exporting globally. The Distribution Segment also has branch operations in certain Central American countries.

Scepter was the first provider of Jerry Cans to North America which offer safe, reliable transportation and storage of fuel for the consumer market. Scepter also manufactures a variety of blow molded products for military applications from high quality containers to safely store and transport large caliber ammunition, to military specified portable fuel and water canisters.

The Company's rotational molding business also has thermoforming capability. Scepter is a leading producer of portable plastic fuel containers, portable marine fuel tanks and water containers, ammunition containers and storage totes. Scepter was the first provider of jerry cans to North America which offer safe, reliable transportation and storage of fuel for the consumer market.

Additionally, Myers and its employees are committed to working safely and collaboratively, conducting all aspects of business with the highest standards of integrity, leveraging processes and procedures to drive continuous improvement, empowering individuals and teams across the Company, embracing change as we embark on our One Myers strategic vision, attracting and developing diverse talent, and demonstrating servant leadership to drive improvements in the communities where we live and operate.

Myers and its employees are committed to working safely and collaboratively, conducting all aspects of business with the highest standards of integrity, leveraging processes and procedures to drive continuous improvement and empowering individuals and teams across the Company through a performance-based culture. Health and Safety The health, safety, and well-being of our employees is very important to us.

Accordingly, we do not believe our backlog data and comparisons thereof, as of different dates, reliably indicate future sales or shipments. Available Information Filings with the SEC.

During periods of shorter lead times, backlog may not be a meaningful indicator of future sales. Accordingly, we do not believe our backlog data and comparisons thereof, as of different dates, reliably indicate future sales or shipments. Human Capital Management Myers employees are located throughout North and Central America and the United Kingdom.

The Company also provides professional development and training opportunities to advance the skills and expertise of Myers’ employees. 9 Backlog The backlog of orders for our operations is estimated to have been approximately $75 million at December 31, 2023 and approximately $102 million at December 31, 2022.

The Company also provides professional development and training opportunities to advance the skills and expertise of Myers’ employees. 8 Available Information Filings with the SEC.

Scepter's in-house product engineering and state of the art mold capabilities complements Myers Industries’ Material Handling Segment through an increased product offering and global reach. In February 2024, the Company purchased Signature Systems, a leading manufacturer and distributor of composite ground protection for industrial applications, stadium turf protection and temporary event flooring.

Scepter also manufactures a variety of blow or injection molded products for military applications from high quality containers to safely store and transport large caliber ammunition, to military specified portable fuel and water canisters. Scepter's in-house product engineering and state of the art mold capabilities complements Myers Industries’ Material Handling Segment through an increased product offering and global reach.

The Distribution Segment is engaged in the distribution of tools, equipment and supplies used for tire servicing, wheel and automotive under-vehicle service on passenger, heavy truck and off-road vehicles and the manufacturing of tire repair materials and custom rubber products. The Distribution Segment also manufactures and sells permanent and temporary reflective highway marking tape.

Products are sold both directly to end-users and through distributors. The Distribution Segment is engaged in the distribution of equipment, tools and supplies used for tire servicing and automotive under-vehicle repair and the manufacture of tire repair and retreading products.

Signature Systems composite ground protection mats are manufactured using compression molding and structural foam injection molding and are sold globally. 7 Distribution Segment The Distribution Segment includes the Myers Tire Supply ® , Myers Tire Supply International , Tuffy Manufacturing, Mohawk Rubber Sales and Patch Rubber Company ® brands.

Signature Systems products include MegaDeck ® , SignaRoad ® , DuraDeck ® and DiamondTrack , among others, which offer durable, reusable ground protection for construction and infrastructure applications, and OmniDeck ® and Matrax ® among others, which offer ground protection for stadium and other event venues. 6 Distribution Segment The Distribution Segment includes the Myers Tire Supply ® , Myers Tire Supply International , Tuffy Manufacturing, Mohawk Rubber Sales and Patch Rubber Company ® brands.

The addition of Signature Systems in February 2024 adds a line of composite ground protection products, which are manufactured using compression and injection molding.

Signature Systems is a leading manufacturer and distributor of composite ground protection for industrial applications, stadium turf protection and temporary event flooring. Signature Systems composite ground protection mats are manufactured using compression molding and structural foam injection molding and are sold globally.

Removed

The Company’s business strategy is focused on transforming its Material Handling Segment into a high-growth, customer-centric innovator of engineered plastic solutions while continuing to optimize and grow its Distribution Segment. Myers Industries’ long-term plan is comprised of three, three-year horizons, each outlining specific actions to drive profitable revenue growth.

Added

The product line includes categories such as tire valves and accessories, tire changing and balancing equipment, lifts and alignment equipment, service equipment and tools, and tire repair retread supplies. The Distribution Segment also manufactures and sells certain traffic markings, including reflective highway marking tape.

Removed

Actions during the first horizon are focused on four strategic pillars: • driving organic growth through sales and commercial excellence, pricing focus, innovation and e-commerce; • operational excellence through continuous improvement, purchasing rigor and selling, general and administrative (“SG&A”) expense optimization; • complementing organic growth through bolt on acquisitions that can expand opportunities in current and adjacent markets; and • developing a high-performance mindset and culture focused on safety first, talent development, inclusion, servant leadership and community involvement.

Added

("Signature" or "Signature Systems"), a manufacturer and distributor of composite matting ground protection for industrial applications, stadium turf protection and temporary event flooring, which is included in the Material Handling Segment. The Signature acquisition aligns with the Company's long-term strategic plan to transform the Company into a high-growth, customer-centric innovator of value-added engineered plastic solutions.

Removed

Completion of the Signature acquisition in February 2024 moves the Company into the second horizon of its long-term strategic plan, which builds upon the first horizon.

Added

Custom plastics are rotationally molded in a variety of lengths, shapes and thicknesses to meet customer needs, including high quality, high tolerance parts and assemblies. The Company manufactures and markets branded products including Connect-A-Dock ® , a modular floating dock system, and Tuff series stackable intermediate bulk containers for specialty chemicals, coatings, agricultural and other industries.

Removed

In the second three-year horizon, the Company is focused on: • building on and continuing to execute on the four pillars from the first horizon; and • levering experience gained from Horizon 1 to complete larger acquisitions in North America, potentially entering into adjacent technologies.

Removed

Signature Systems will be included in the Material Handling segment. Signature's annual sales were approximately $110 million at the time of the acquisition. On May 31, 2022, the Company acquired the assets of Mohawk Rubber Sales of New England Inc. (“Mohawk”), a leading auto aftermarket distributor, which is included in the Company’s Distribution Segment.

Removed

Elkhart Plastics is a leader in rotationally molded water, fuel and waste handling tanks, intermediate bulk containers, plastic trim and parts used in recreational vehicle, marine, agriculture, commercial construction equipment, heavy truck equipment, material handling and more. Custom plastics are manufactured in a variety of lengths, shapes and thicknesses to meet customer needs.

Removed

Trilogy Plastics is a world-class custom rotational molder specializing in high quality, high tolerance parts and assemblies. Trilogy manufactures custom products for the industrial, consumer, lawn and garden, heavy truck, medical and other markets. Scepter is a leading producer of portable plastic fuel containers, portable marine fuel tanks and water containers, ammunition containers and storage totes.

Removed

Our employees are responsible for upholding our core values: • Integrity: Our word is our bond; we do what we say we are going to do. • Optimism: We work with the assumption that people are fair, honest and have good intent. • Customer Focus: We strive to deliver the right product, at the right time, every time. • Can-do Spirit: We will always find a way...we have a can-do spirit.

Removed

We will deliver. For our employees, our customers, our communities, our shareholders.

Removed

Diversity and Inclusion As part of our human capital management initiatives, we are continuing to develop and improve our internal reporting on key talent metrics, including workforce demographics, critical role pipeline data, and diversity hiring analytics. These initiatives align with our goal of creating a positive and dynamic workplace where all employees can flourish.

Removed

A truly innovative workforce needs to be diverse and leverage the skills and perspectives of a broad range of backgrounds and experiences. Talent Development Successful execution of the Company's strategy depends on attracting and retaining highly qualified individuals. The Company believes it is important to reward associates with competitive wages and benefits to recognize professional excellence and career progression.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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2023 filing

2024 filing

Biggest changeTreasury Department, the IRS, and other standard-setting bodies could impact our future effective tax rate and may result in a material adverse effect on our business, financial condition, results of operations, or cash flows. 16 General Risk Factors If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results.

Biggest changeAdditionally, changes in tax laws, particularly in light of changes in the composition of Congress, or new guidance or directives issued by the U.S. Treasury Department, the IRS, and other standard-setting bodies could impact our future effective tax rate and may result in a material adverse effect on our business, financial condition, results of operations, or cash flows.

(“CERCLA” or “Superfund law”) and similar state laws, impose liability for the cost of investigation or remediation of contaminated sites upon the current or, in some cases, the former site owners or operators (or their predecessor entities) and upon parties who arranged for the disposal of wastes or transported or sent those wastes to an off-site facility for treatment or disposal, regardless of when the release of 15 hazardous substances occurred or the lawfulness of the activities giving rise to the release.

(“CERCLA” or “Superfund law”) and similar state laws, impose liability for the cost of investigation or remediation of contaminated sites upon the current or, in some cases, the former site owners or operators (or their predecessor entities) and upon parties who arranged for the disposal of wastes or transported or sent those wastes to an off-site facility for treatment or disposal, regardless of when the release of hazardous substances occurred or the lawfulness of the activities giving rise to the release.

If we are unsuccessful in developing ways to mitigate raw material cost increases, we may not be able to improve productivity or realize our ongoing cost reduction programs sufficiently to help offset the impact of these increased raw material costs. As a result, higher raw material costs could result in declining margins and operating results.

If we are unsuccessful in developing ways to mitigate raw material cost increases, we may not be able to improve productivity or realize our ongoing cost 9 reduction programs sufficiently to help offset the impact of these increased raw material costs. As a result, higher raw material costs could result in declining margins and operating results.

Risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the applicable statements include, but are not limited to: 10 Risks Relating to Our Business and Operations Significant increase in the cost of raw materials or disruption in the availability of raw materials could adversely affect our financial performance.

Risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the applicable statements include, but are not limited to: Risks Relating to Our Business and Operations Significant increase in the cost of raw materials or disruption in the availability of raw materials could adversely affect our financial performance.

Inflationary economic conditions in North America and the other regions in which we operate could adversely impact the cost of labor, and commodity and other raw material prices. Market conditions may limit our ability to raise selling prices to offset increased costs 13 and prices caused by inflation.

While we maintain insurance covering our manufacturing and production facilities, including business interruption insurance, a catastrophic loss of the use of all or a portion of our facilities due to accident, fire, explosion, natural disaster or any other reason, whether short or long-term, could have a material adverse effect on our business, financial condition and results of operations. 11 Unexpected failures of our equipment, machinery and manufacturing processes may also result in production delays, revenue loss and significant repair costs, as well as injuries to our employees.

While we maintain insurance covering our manufacturing and production facilities, including business interruption insurance, a catastrophic loss of the use of all or a portion of our facilities due to accident, fire, explosion, natural disaster or any other reason, whether short or long-term, could have a material adverse effect on our business, financial condition and results of operations. 10 Unexpected failures of our equipment, machinery and manufacturing processes may also result in production delays, revenue loss and significant repair costs, as well as injuries to our employees.

We cannot be sure that our lenders would waive a default or that we could pay the indebtedness in full if it were accelerated. Our variable rate indebtedness increases our interest rate risk.

We cannot be sure that our lenders would waive a default or that we could pay the indebtedness in full if it were accelerated. 13 Our variable rate indebtedness increases our interest rate risk.

Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions.

Instead, they are based only on the Company's current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions.

ITEM 1A. Ri sk Factors This Form 10-K and the information we are incorporating by reference contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including information regarding the Company’s financial outlook, future plans, objectives, business prospects and anticipated financial performance.

ITEM 1A. Ri sk Factors This Form 10-K and the information incorporated by reference contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including information regarding the Company’s financial outlook, future plans, objectives, business prospects and anticipated financial performance.

We currently operate manufacturing, sales and service facilities outside of the United States, particularly in Canada and Central America. For the year ended December 31, 2023, international net sales accounted for approximately 6% of our total net sales.

We currently operate manufacturing, sales and service facilities outside of the United States, particularly in Canada, Central America and the United Kingdom. For the year ended December 31, 2024, international net sales accounted for approximately 6% of our total net sales.

You can identify forward-looking statements by words such as “will,” “believe,” “anticipate,” “expect,” “estimate,” “intend,” “plan,” or variations of these words, or similar expressions. These forward-looking statements are neither historical facts nor assurances of future performance.

Forward-looking statements can be identified by words such as “will,” “believe,” “anticipate,” “expect,” “estimate,” “intend,” “plan,” or variations of these words, or similar expressions. These forward-looking statements are neither historical facts nor assurances of future performance.

In addition, we may incur additional costs and our management’s attention may be diverted because of unforeseen expenses, difficulties, complications, delays and other risks inherent in acquiring businesses, including the following: • We may have difficulty integrating the acquired businesses as planned, which may include integration of systems of internal controls over financial reporting and other financial and administrative functions; • We may have delays in realizing the benefits of our strategies for an acquired business; • The increasing demands on our operational systems and integration costs, including diversion of management’s time and attention, may be greater than anticipated; • We may not be able to retain key employees necessary to continue the operations of an acquired business; • Acquisition costs may be met with cash or through increased debt, increasing the risk that we will be unable to satisfy current and future financial obligations; and • Acquired companies may have unknown liabilities that could require us to spend significant amounts of additional capital.

Environmental regulations specific to plastic products and containers could adversely affect our ability to conduct our business. Federal, state, local and foreign governments could enact laws or regulations concerning environmental matters that increase the cost of producing, or otherwise adversely affect the demand for, plastic products.

Federal, state, local and foreign governments could enact laws or regulations concerning environmental matters that increase the cost of producing, or otherwise adversely affect the demand for, plastic products.

Changes in trade policies could result in new tariffs or other restrictions on products, components or raw materials sourced, directly or indirectly, from foreign countries, which could increase raw material costs and adversely impact profitability.

Any additional changes in U.S. trade policies may continue to strain international trade relations and could result in new tariffs or other restrictions on products, components or raw materials sourced, directly or indirectly, from foreign countries, which could increase raw material costs and adversely impact profitability.

The current economic environment includes heightened risks stemming from the broader economic effects of the international geopolitical climate, including the conflict between Russia and Ukraine, and the Israel-Hamas war which has increased volatility in global commodity markets, including oil (a component of many plastic resins), energy and agricultural commodities.

The current economic environment includes heightened risks stemming from the broader economic effects of the international geopolitical climate, including rapidly changing regulations, the ongoing war in Ukraine, and continued conflicts along Israel's border which has increased volatility in global commodity markets, including oil (a component of many plastic resins), energy and agricultural commodities.

Any inability to adequately address privacy and security concerns, even if unfounded, or comply with applicable privacy and data security laws, rules and regulations could result in significant cost and liability to us, damage our reputation, inhibit our sales and adversely affect our business. 14 Risks Related to Legal, Compliance and Regulatory Matters Future claims, litigation and regulatory actions could adversely affect our financial condition and our ability to conduct our business.

We have limited insurance coverage for potential environmental liabilities associated with historic and current operations and we do not anticipate increasing such coverage in the future. We may also assume significant environmental liabilities in acquisitions. Such costs or liabilities could adversely affect our financial situation and our ability to conduct our business.

Major public health issues, including pandemics such as the COVID-19 pandemic, have adversely affected, and could in the future materially adversely affect, the Company due to their impact on the global economy and demand for consumer products. We may also incur costs or experience further disruption to comply with new or changing regulations in response to such issues.

Additionally, some of our end markets are cyclical, and some of our products are a capital expense for our customers.

We operate in a wide range of regions, primarily in North America. Additionally, some of our end markets are cyclical, and some of our products are a capital expense for our customers.

Gabelli, Gabelli Funds, LLC, GAMCO Asset Management Inc., MJG Associates, Inc., Teton Advisors, Inc., Gabelli Foundation, Inc., GGCP, Inc., GAMCO Investors, Inc., Associated Capital Group, Inc. and Gabelli & Company Investment Advisors, Inc., (collectively, the “Gamco Group”), for which the Company disclaims any responsibility for accuracy, the Gamco Group beneficially owned 5,364,631 shares of our common stock, which represented approximately 14.6% of the 36,848,465 shares outstanding at December 31, 2023. 14 Based solely on the Schedule 13G/A filed on January 22, 2024, by Blackrock, Inc., (“Blackrock”), for which the Company disclaims any responsibility for accuracy, Blackrock beneficially owned 5,864,343 shares of our common stock, which represented approximately 15.9% of the 36,848,465 shares outstanding at December 31, 2023.

Instability in geographies impacted by political events, trade disputes, war, terrorism and other business interruptions could have a material adverse effect on our business, customers, global commodity markets, consumer spending, and financial results.

We may also incur costs or experience further disruption to comply with new or changing regulations in response to such issues. 16 Instability in geographies impacted by political events, trade disputes, war, terrorism and other business interruptions could have a material adverse effect on our business, customers, global commodity markets, consumer spending, and financial results.

Risks Related to Legal, Compliance and Regulatory Matters Future claims, litigation and regulatory actions could adversely affect our financial condition and our ability to conduct our business. The nature of our business exposes us, from time to time, to breach of contract, warranty or recall claims, claims for negligence, or product liability, strict liability, personal injury or property damage claims.

The nature of our business exposes us, from time to time, to breach of contract, warranty or recall claims, claims for negligence, or product liability, strict liability, personal injury or property damage claims.

Under the Amended Loan Agreement both the Term Loan A and the Revolver bear interest at a variable rate based on Term SOFR, RFR, SONIA, EURIBOR and CORRA based loans, and we are subject to risks of changing interest rates.

Under the Amended Loan Agreement the Company’s Term Loan A and Revolver bear interest at variable rates, based on Term SOFR, RFR, SONIA, EURIBOR and CORRA based loans. The Company has entered into an interest rate swap agreement to hedge future changes on a portion of its variable-rate debt.

The loss of key employees or executive officers in the future could adversely impact our business and operations, including our ability to successfully implement our business strategy, financial plans, expansion of services, marketing and other objectives. 12 Risks Relating to the Execution of Our Strategy Our strategic growth initiatives have inherent risks and may not achieve anticipated benefits.

The loss of key employees or executive officers in the future could adversely impact our business and operations, including our ability to successfully implement our business strategy, financial plans, expansion of services, marketing and other objectives. Impairment in the carrying value of goodwill could have a material adverse effect on our results of operations and financial position.

If interest rates increase, our debt service obligations on our variable rate debt will increase even if the amount borrowed remains the same, and our net income and cash flows, will decrease correspondingly. Equity Ownership Concentration Based solely on the Schedule 13D/A filed on November 25, 2022, by Mario J.

If interest rates increase, our debt service obligations on the unhedged portion of our variable rate debt will increase even if the amount borrowed remains the same, and our net income and cash flows, will decrease correspondingly. We may incur losses and additional costs as a result of our hedging transactions.

As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our common stock. Internal control systems are intended to provide reasonable assurance regarding the preparation and fair presentation of published financial statements.

Internal control systems are intended to provide reasonable assurance regarding the preparation and fair presentation of published financial statements.

Removed

Risks Relating to Economic Conditions and Currency Exchange Rates Our results of operations and financial condition could be adversely affected by a downturn or inflationary conditions in the United States economy or global markets. We operate in a wide range of regions, primarily in North America.

Added

Changes in U.S. trade policy, including the imposition of tariffs and the resulting consequences, could adversely affect our results of operations. There is significant uncertainty about the future of trade relationships around the world, including potential changes to trade laws and regulations, trade policies, and tariffs.

Removed

In connection with our acquisition of Signature Systems in February 2024, we entered into Amendment No. 1 to the Seventh Amended and Restated Loan Agreement (“Amended Loan Agreement”) to add a $400 million Term Loan (“Term Loan A”) in addition to the previous $250 million maximum revolving credit loan (“Revolver”).

Added

In February 2025, the United States imposed new tariffs on Mexico and Canada and has threatened member countries of the European Union with tariffs. The tariffs imposed on Mexico and Canada are currently suspended while negotiations take place for a long-term agreement.

Removed

In the future we may seek to enter into hedge arrangements to limit our interest rate risk, but have not done so as of the date of this filing.

Added

We cannot predict what additional actions may ultimately be taken by the U.S. or other governments with respect to tariffs or trade relations, what products may be subject to such actions (including subject to U.S. export control restrictions), or what actions may be taken by the other countries in retaliation.

Removed

Additionally, changes in tax laws, particularly in light of changes in the composition of Congress, or new guidance or directives issued by the U.S.

Added

We perform reviews of goodwill on an annual basis, or more frequently if indicators present a possible impairment. We test goodwill at the reporting unit level using a combination of a discounted cash flow analysis and market-based approach.

Added

If the carrying value of a reporting unit exceeds its fair value, the related goodwill would be considered impaired and also could indicate impairment of other 11 assets. If we were to have a significant goodwill impairment it could impact our results of operations as well as our net worth.

Added

See Note 4 to the consolidated financial statements for additional details concerning goodwill. Our common stock has experienced, and may continue to experience, price volatility.

Added

Our common stock has at times experienced substantial price volatility as a result of many reasons, including in response to the risks described in this section and elsewhere in this report or for reasons unrelated to our operations, including the general volatility of stock market prices and volumes, changes in securities analysts’ estimates of our financial performance, variations between our actual and anticipated financial results, or general financial, economic and political instability.

Added

For these reasons, among others, the price of our stock may continue to fluctuate. Risks Relating to the Execution of Our Strategy Our strategic growth initiatives have inherent risks and may not achieve anticipated benefits.

Added

The Company’s use of hedging instruments, including our current interest rate swap agreement to limit the Company’s exposure to changes in interest rates on a portion of its floating rate indebtedness may not fully mitigate the possibility of fluctuations in the Company’s variable interest rate or prevent future losses if the values of such positions decline.

Added

Hedging instruments may also limit the opportunity for gain should the values of the hedged position increase. The success of any hedging transaction will depend on our ability to correctly predict movements in interest rates.

Added

Therefore, while we have in the past and may in the future enter into such transactions to seek to reduce interest rate risk, unanticipated changes in interest rates may result in reduced net income and cash flows than if we had not entered into such hedging transactions.

Added

Moreover, for a variety of reasons, we may not seek to (or be able to) establish a perfect match between critical terms on such hedging instruments causing all or a portion of those amounts being hedged to be excluded from the measurement of hedge effectiveness and adversely impact operating results.

Added

Equity Ownership Concentration Based solely on the Schedule 13D/A filed on December 13, 2024, by Mario J.

Added

Such costs or liabilities could adversely affect our financial situation and our ability to conduct our business. 15 Environmental regulations specific to plastic products and containers could adversely affect our ability to conduct our business.

Added

General Risk Factors If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results. As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our common stock.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe Company employs a combination of active and passive methods to monitor for new or developing cybersecurity risks. 17 The Board regularly receives reports and training from management and third parties on cybersecurity matters, as part of our overall enterprise risk management program. Management is responsible for developing cybersecurity programs, including as may be required by applicable law or regulation.

Biggest changeThe Company employs a combination of active and passive methods to monitor for new or developing cybersecurity risks. The Board regularly receives reports and training from management and third parties on cybersecurity matters, as part of our overall enterprise risk management program. Management is responsible for developing cybersecurity programs, including as may be required by applicable law or regulation.

Incidents, if any, are escalated to management and the Board according to the Company’s incident response policy. There have been no material cybersecurity incidents in the periods presented. 18

Incidents, if any, are escalated to management and the Board according to the Company’s incident response policy. There have been no material cybersecurity incidents in the periods presented. 17

Item 2. Properties

Properties — owned and leased real estate

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Biggest changePr operties The following table sets forth certain information with respect to each of the Company's principal properties owned and facilities leased by the Company as of December 31, 2023: Business Location Segment Principal Use Owned/Leased Lease Expiration Akron, Ohio Corporate/Distribution Administration and distribution center Owned N/A Akron, Ohio Material Handling/Corporate Administration and warehousing Owned N/A Miami, Oklahoma Material Handling Manufacturing and distribution Owned N/A Roanoke Rapids, North Carolina Distribution Manufacturing and distribution Owned N/A Scarborough, Ontario Material Handling Manufacturing and distribution Owned N/A Springfield, Missouri Material Handling Manufacturing and distribution Owned N/A Wadsworth, Ohio Material Handling Manufacturing and distribution Owned N/A Mixco, Guatemala Distribution Distribution center Leased Month to Month Juan Diaz, Panama Distribution Distribution center Leased Month to Month Cuyahoga Falls, Ohio Distribution Distribution center Leased 2024 Littleton, Colorado Material Handling Manufacturing and distribution Leased 2024 Middlebury, Indiana Material Handling Manufacturing and distribution Leased 2024 San Salvador, El Salvador Distribution Distribution center Leased 2024 Alliance, Ohio Material Handling Warehousing Leased 2025 Atlantic, Iowa Material Handling Manufacturing and distribution Leased 2025 Houston, Texas Distribution Sales and distribution center Leased 2025 White Pigeon, Michigan Material Handling Manufacturing and distribution Leased 2025 Bristol, Indiana Material Handling Manufacturing and distribution* Leased 2026 Midland, Michigan Corporate Administration Leased 2026 Salt Lake City, Utah Distribution Sales and distribution center Leased 2026 Decatur, Georgia Material Handling Manufacturing and distribution Leased 2027 South Bend, Indiana Material Handling Manufacturing and distribution Leased 2027 Alpharetta, Georgia Distribution Sales and distribution center Leased 2028 Hingham, Massachusetts Distribution Sales and distribution center Leased 2028 Milford, Ohio Material Handling Administration and sales Leased 2028 Pomona, California Distribution Sales and distribution center Leased 2028 Southaven, Mississippi Distribution Distribution center Leased 2028 Springfield, Missouri Material Handling Warehousing Leased 2028 Ridgefield, Washington Material Handling Manufacturing and distribution Leased 2029 South Beloit, Illinois Material Handling Manufacturing and distribution Leased 2031 Alliance, Ohio Material Handling Manufacturing and distribution Leased 2032 Alliance, Ohio Material Handling Manufacturing and distribution Leased 2032 Bristol, Indiana Material Handling Manufacturing and distribution Leased 2036 *This facility has been idled as more fully described in Part II, Note 6 to the consolidated financial statements The Company also leases facilities for its sales offices and sales branches in the United States and Central America.

Biggest changePr operties The following table sets forth certain information with respect to each of the Company's principal properties owned and facilities leased by the Company as of December 31, 2024: Business Location Segment Principal Use Owned/Leased Lease Expiration Akron, Ohio Corporate/Distribution Administration and distribution center Owned N/A Akron, Ohio Material Handling/Corporate Administration and warehousing Owned N/A Miami, Oklahoma Material Handling Manufacturing and distribution Owned N/A Roanoke Rapids, North Carolina Distribution Manufacturing and distribution Owned N/A Scarborough, Ontario Material Handling Manufacturing and distribution Owned N/A Springfield, Missouri Material Handling Manufacturing and distribution Owned N/A Wadsworth, Ohio Material Handling Manufacturing and distribution Owned N/A San Salvador, El Salvador Distribution Distribution center Leased Month to Month Alliance, Ohio Material Handling Warehousing Leased 2025 Houston, Texas Distribution Sales and distribution center (1) Leased 2025 White Pigeon, Michigan Material Handling Manufacturing and distribution Leased 2025 Atlantic, Iowa Material Handling Manufacturing and distribution Leased 2026 Juan Diaz, Panama Distribution Distribution center Leased 2026 Midland, Michigan Corporate Administration Leased 2026 Mixco, Guatemala Distribution Distribution center Leased 2026 Salt Lake City, Utah Distribution Sales and distribution center Leased 2026 Darlington, United Kingdom Material Handling Sales and warehousing Leased 2027 Decatur, Georgia Material Handling Manufacturing and distribution (1) Leased 2027 Flower Mound, Texas Material Handling Administration and warehousing Leased 2027 Hingham, Massachusetts Distribution Sales and distribution center (1) Leased 2027 Littleton, Colorado Material Handling Manufacturing and distribution Leased 2027 South Bend, Indiana Material Handling Manufacturing and distribution Leased 2027 Alpharetta, Georgia Distribution Sales and distribution center (1) Leased 2028 Milford, Ohio Material Handling Administration and sales Leased 2028 Pomona, California Distribution Sales and distribution center Leased 2028 Springfield, Missouri Material Handling Warehousing Leased 2028 Middlebury, Indiana Material Handling Manufacturing and distribution Leased 2029 Orlando, Florida Material Handling Manufacturing and distribution Leased 2029 Ridgefield, Washington Material Handling Manufacturing and distribution Leased 2029 Southaven, Mississippi Distribution Distribution center Leased 2030 South Beloit, Illinois Material Handling Manufacturing and distribution Leased 2031 Alliance, Ohio Material Handling Manufacturing and distribution Leased 2032 Alliance, Ohio Material Handling Manufacturing and distribution Leased 2032 Bristol, Indiana Material Handling Manufacturing and distribution Leased 2036 (1) This facility has been idled as a result of restructuring actions taken by the Company.

All of these locations are used by the Distribution Segment. The Company believes that all of its properties, machinery and equipment generally are well maintained and adequate for the purposes for which they are used.

The Company believes that all of its properties, machinery and equipment generally are well maintained and adequate for the purposes for which they are used. 18

Removed

The Company added additional properties with the February 2024 acquisition of Signature Systems, which include a manufacturing and distribution facility in Orlando, Florida that is leased through 2029, an administration and distribution facility in Flower Mound, Texas that is leased through 2027, and a sales and distribution facility in Darlington, UK that is leased through 2024. 19

Added

See Part II, Note 6 to the consolidated financial statements The Company also leases facilities for its sales offices and sales branches in the United States and Central America. All of these locations are used by the Distribution Segment.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

7 edited+1 added−3 removed4 unchanged

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2024 filing

Biggest changePrior to that, Mr. McGaugh served in various leadership roles with The Dow Chemical Company, including Global General Manager, Dow Building Solutions; Global General Manager, Growth & Innovation Business Portfolio; and Global Director and leader of the Integration Management Office. Mr. Fitz was named Executive Vice President and Chief Financial Officer effective May 8, 2023.

Biggest changeSchapper served in various senior leadership roles with Valmont Industries Inc., including Group President of Agriculture and Chief Strategy Officer; Group President of Infrastructure; and Group President of Utility Support Structures. Prior to Valmont, Mr. Schapper served as General Manager at Orbit Irrigation Products Inc. Mr. Fitz was named Executive Vice President and Chief Financial Officer effective May 8, 2023.

However, these matters are subject to inherent uncertainties. If new information becomes available or an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on the financial position and results of operations in the period in which such change in estimate occurs or in future periods.

However, these matters are subject to inherent uncertainties, and unfavorable rulings could occur. If new information becomes available or an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on the financial position and results of operations in the period in which such change in estimate occurs or in future periods.

As additional information becomes available, any potential liability related to these matters is assessed and the estimates revised, if necessary. Based on currently available information, management believes that the ultimate outcome of these matters, including those described specifically below, will not have a material adverse effect on our financial position, cash flows or overall trends in our results of operations.

As additional information becomes available, any potential liability related to these matters is assessed and the estimates revised, if necessary. Based on current available information, management believes that the ultimate outcome of these matters, including those described below, will not have a material adverse effect on our financial position, cash flows or overall trends in our results of operations.

Fitz held various senior financial leadership positions at General Motors, including being the Chief Risk Officer of the company. Mr. Baker, Vice President, Shared Services, was appointed to his current position effective November 29, 2021. Previously, he served as Vice President, Purchasing and Supply Chain since joining the Company on September 1, 2020. Prior to that, Mr.

Fitz held various senior financial leadership positions at General Motors, including being the Chief Risk Officer of the company. Mr. Baker, President, Distribution Segment, was appointed to his current position effective October 1, 2024. Previously, he served as Vice President, Shared Services and Vice President, Purchasing and Supply Chain since joining the Company on September 1, 2020.

For information relating to the New Idria Mercury Mine matter, the New Almaden Mine matter, the No Spill matter and Other matters, see Note 9, Contingencies, to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K. On October 18, 2023, Tank Holding Corp. served a Complaint against Myers Industries, Inc.

For information relating to the New Idria Mercury Mine matter, the New Almaden Mine matter, and Other matters, see Note 9, Contingencies, to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS Set forth below is certain information concerning the executive officers of the Registrant as of March 1, 2024. Executive officers are appointed annually by the Board of Directors. Name Age Title Michael P. McGaugh 50 President and Chief Executive Officer Grant E. Fitz 61 Executive Vice President and Chief Financial Officer Jeffrey J.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS Set forth below is certain information concerning the executive officers of the Registrant as of February 28, 2025. Executive officers are appointed annually by the Board of Directors. Name Age Title Aaron M. Schapper 51 President and Chief Executive Officer (effective January 1, 2025) Grant E.

Baker spent 34 years at The Dow Chemical Company serving in various roles, including most recently as Associate Director Logistics Purchasing. Mr. Gurnee, Vice President, Sales, Marketing, and Commercial Excellence, was appointed to his position on August 17, 2020. Mr. Gurnee was also appointed to serve as Vice President, Distribution Segment, effective June 1, 2023.

Prior to that, Mr. Baker spent 34 years at The Dow Chemical Company serving in various roles, including most recently as Associate Director Logistics Purchasing. 19 PART II

Removed

(“Myers”), asserting patent infringement with regard to a single product manufactured by Elkhart Plastics LLC. Myers has conducted a preliminary assessment of the allegations and believes it has strong defenses. The Complaint was dismissed without prejudice on January 2, 2024.

Added

Fitz 62 Executive Vice President and Chief Financial Officer Jeffrey J. Baker 62 President, Distribution Segment Mr. Schapper was named President and Chief Executive Officer effective January 1, 2025. Prior to joining the Company, Mr.

Removed

Baker 61 Vice President, Shared Services James H. Gurnee 66 Vice President, Sales, Marketing, and Commercial Excellence Vice President, Distribution Segment Mr. McGaugh, President and Chief Executive Officer, was appointed to his current position on April 6, 2020. Prior to joining the Company, he served as Executive Vice President and Chief Operating Officer of BMC Stock Holdings, Inc.

Removed

Prior to joining the Company, he spent 37 years with The Dow Chemical Company in multiple sales and marketing roles. Most recently, he served as the Global Innovation Discipline Director. 20 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAnnual Return % 13.84 29.33 (1.11 ) 14.04 (9.49 ) Cum $ 100.00 113.84 147.23 145.60 166.03 150.27 S&P 500 Index - Total Return Annual Return % 31.49 18.40 28.71 (18.11 ) 26.29 Cum $ 100.00 131.49 155.68 200.37 164.08 207.21 Russell 2000 Index Annual Return % 25.52 19.96 14.82 (20.44 ) 16.93 Cum $ 100.00 125.52 150.58 172.90 137.56 160.85 S&P 600 Materials (Sector) Index Annual Return % 20.57 22.68 18.41 (6.09 ) 19.98 Cum $ 100.00 120.57 147.92 175.15 164.49 197.35 NOTE: Index Data: Copyright Standard and Poor’s, Inc.

Biggest changeAnnual Return % 29.33 (1.11 ) 14.04 (9.49 ) (41.39 ) Cum $ 100.00 129.33 127.89 145.86 132.04 77.39 S&P 500 Index - Total Return Annual Return % 18.40 28.71 (18.11 ) 26.29 25.02 Cum $ 100.00 118.40 152.39 124.79 157.59 197.02 Russell 2000 Index Annual Return % 19.96 14.82 (20.44 ) 16.93 11.54 Cum $ 100.00 119.96 137.74 109.59 128.14 142.93 S&P 600 Materials (Sector) Index Annual Return % 22.68 18.41 (6.09 ) 19.98 1.02 Cum $ 100.00 122.68 145.27 136.42 163.68 165.34 NOTE: Index Data: Copyright Standard and Poor’s, Inc.

Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of the Publicly Announced Plans or Programs Maximum number of Shares that may yet be Purchased Under the Plans or Programs (1) 10/1/2023 to 10/31/2023 — $ — 5,547,665 2,452,335 11/1/2023 to 11/30/2023 — — 5,547,665 2,452,335 12/1/2023 to 12/31/2023 — — 5,547,665 2,452,335 (1) On July 11, 2013, the Board authorized the repurchase of up to 5.0 million shares of the Company’s common stock.

Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of the Publicly Announced Plans or Programs Maximum number of Shares that may yet be Purchased Under the Plans or Programs (1) 10/1/2024 to 10/31/2024 — $ — 5,547,665 2,452,335 11/1/2024 to 11/30/2024 — — 5,547,665 2,452,335 12/1/2024 to 12/31/2024 — — 5,547,665 2,452,335 (1) On July 11, 2013, the Board authorized the repurchase of up to 5.0 million shares of the Company’s common stock.

Dividends for the last two years were: Quarter Ended 2023 2022 March 31 $ 0.135 $ 0.135 June 30 0.135 0.135 September 30 0.135 0.135 December 31 0.135 0.135 Purchases of equity securities by the issuer The following table presents information regarding the Company’s stock repurchase plan during the three months ended December 31, 2023.

Dividends for the last two years were: Quarter Ended 2024 2023 March 31 $ 0.135 $ 0.135 June 30 0.135 0.135 September 30 0.135 0.135 December 31 0.135 0.135 Purchases of equity securities by the issuer The following table presents information regarding the Company’s stock repurchase plan during the three months ended December 31, 2024.

In all cases, the information is presented on a dividend-reinvested basis and assumes investment of $100 on December 31, 2018. 2018 2019 2020 2021 2022 2023 Myers Industries Inc.

In all cases, the information is presented on a dividend-reinvested basis and assumes investment of $100 on December 31, 2019. 2019 2020 2021 2022 2023 2024 Myers Industries Inc.

See Item 12 of this Form 10-K for the Equity Compensation Plan Information Table. 21 Comparison of 5 Year Cumulative Total Return Assumes Initial Investment of $100 December 31, 2023 The chart below compares the Company’s cumulative total shareholder return for the five years ended December 31, 2023, to that of the Standard & Poor’s 500 Index – Total Return, the Russell 2000 Index and the Standard & Poor's 600 Materials (Sector) Index.

See Item 12 of this Form 10-K for the Equity Compensation Plan Information Table. 20 Comparison of 5 Year Cumulative Total Return Assumes Initial Investment of $100 December 31, 2024 The chart below compares the Company’s cumulative total shareholder return for the five years ended December 31, 2024, to that of the Standard & Poor’s 500 Index – Total Return, the Russell 2000 Index and the Standard & Poor's 600 Materials (Sector) Index.

ITEM 5. Market for Registrant’s Common Stock and Related Sto ckholder Matters and Issuer Purchases of Equity Securities The Company’s common stock is traded on the New York Stock Exchange under the symbol MYE. The number of shareholders of record at December 31, 2023 was 816.

Item 7. Management's Discussion & Analysis

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

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Biggest changeCritical Accounting Policies and Estimates The discussion and analysis of the Company’s financial condition and results of operations are based on the accompanying consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Biggest changeThe ratios as of and for the period ended December 31, 2024 are shown in the following table: Required Level Actual Level Interest Coverage Ratio 3.00 to 1 (minimum) 4.20 Net Leverage Ratio 4.00 to 1 (maximum) 2.69 Off-Balance Sheet Arrangements The Company does not have any off-balance sheet arrangements that have, or are reasonably expected to have, a material current or future effect on its financial condition, results of operations, liquidity, capital expenditures or capital resources at December 31, 2024. 25 Critical Accounting Policies and Estimates The discussion and analysis of the Company’s financial condition and results of operations are based on the accompanying consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

As indicated in the Summary of Significant Accounting Policies included in the Notes to Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K, the amount of assets, liabilities, revenue and expenses reported are affected by estimates and judgments that are necessary to comply with U.S. GAAP.

GAAP”). As indicated in the Summary of Significant Accounting Policies included in the Notes to Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K, the amount of assets, liabilities, revenue and expenses reported are affected by estimates and judgments that are necessary to comply with U.S. GAAP.

First Amendment to Loan Agreement On February 8, 2024, the Company entered into Amendment No. 1 to the Seventh Amended and Restated Loan Agreement (“Amendment No. 1”), which amended the Seventh Amended and Restated Loan Agreement (the "Loan Agreement” – see also Note 10) dated September 29, 2022 (collectively, the “Amended Loan Agreement”).

First Amendment to Loan Agreement On February 8, 2024, the Company entered into Amendment No. 1 to the Seventh Amended and Restated Loan Agreement (“Amendment No. 1”), which amended the Seventh Amended and Restated Loan Agreement (the "Loan Agreement” – see also Note 24 10) dated September 29, 2022 (collectively, the “Amended Loan Agreement”).

On February 6, 2024, in connection with the subsequent amendment and restatement to the Loan Agreement described below, the Company prepaid the remaining $12.0 million face value of Senior Unsecured Notes, which were due January 15, 2026, using availability under the revolving credit facility under the Loan Agreement.

On February 6, 2024, in connection with the first amendment and restatement to the Loan Agreement described below, the Company prepaid the remaining $12.0 million face value of senior unsecured notes, which were due January 15, 2026, using availability under the revolving credit facility under the Loan Agreement.

ITEM 7. Management’s Discussion and Analysis of Results of Financial Condition and Operations Executive Overview The Company conducts its business activities in two distinct segments: The Material Handling Segment and the Distribution Segment. The Company designs, manufactures, and markets a variety of plastic, metal and rubber products.

ITEM 7. Management’s Discussion and Analysis of Results of Financial Condition and Operations Executive Overview The Company conducts its business activities in two reportable segments: The Material Handling Segment and the Distribution Segment. The Company designs, manufactures, and markets a variety of plastic, metal and rubber products.

Amendment No. 1 did not change the existing revolving credit facility’s maturity date or $250 million borrowing limit, which includes a letter of credit subfacility and swingline subfacility. In connection with Amendment No. 1, the Company incurred deferred financing fees of approximately $9 million.

The most restrictive financial covenants for all of the Company’s debt are an interest coverage ratio (defined as earnings before interest, taxes, depreciation and amortization, as adjusted, divided by interest expense) and a leverage ratio (defined as total debt divided by earnings before interest, taxes, depreciation and amortization, as adjusted).

The most restrictive financial covenants for all of the Company’s debt are a net leverage ratio (defined as net debt divided by earnings before interest, taxes, depreciation and amortization, as adjusted) and an interest coverage ratio (defined as earnings before interest, taxes, depreciation and amortization, as adjusted, divided by interest expense).

The Company believes that cash on hand, cash flows from operations and available capacity under its Loan Agreement will be sufficient to meet expected business requirements including capital expenditures, dividends, working capital, debt service, and to fund future growth, including selective acquisitions.

The Company believes that cash on hand, cash flows from operations and available capacity under its Amended Loan Agreement will be sufficient to meet expected business requirements including capital expenditures, dividends, working capital, debt service, and to fund future growth.

Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 For a comparison of the Company’s results of operations for the fiscal years ended December 31, 2022 and December 31, 2021, see “Part II, Item 7.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 For a comparison of the Company’s results of operations for the fiscal years ended December 31, 2023 and December 31, 2022, see “Part II, Item 7.

The Company’s results of operations for the year ended December 31, 2023 compared with the year ended December 31, 2022 are discussed below.

The Company’s results of operations for the year ended December 31, 2024 compared with the year ended December 31, 2023 are discussed below.

The Material Handling Segment manufactures a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, consumer fuel containers and tanks for water, fuel and waste handling. Products in the Material Handling Segment are primarily injection molded, rotationally molded or blow molded.

The Material Handling Segment manufactures a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, composite ground protection matting, consumer fuel containers and tanks for water, fuel and waste handling. Products in the Material Handling Segment are primarily injection molded, rotationally molded, compression molded or blow molded.

Credit Sources - as of December 31, 2023 On September 29, 2022, the Company entered into a Seventh Amended and Restated Loan Agreement (the “Seventh Amendment”), which amended the Sixth Amended and Restated Loan Agreement (the "Sixth Amendment"), dated March 12, 2021. The Seventh Amendment, among other things, extended the maturity date to September 2027 from March 2024.

Credit Sources Seventh Amendment to Loan Agreement On September 29, 2022, the Company entered into a Seventh Amended and Restated Loan Agreement (the “Seventh Amendment”), which amended the Sixth Amended and Restated Loan Agreement, dated March 12, 2021. The Seventh Amendment, among other things, extended the maturity date to September 2027 from March 2024.

As of December 31, 2023, the Company was in compliance with all of its debt covenants.

As of December 31, 2024, the Company was in compliance with all of its debt covenants.

Management’s Discussion and Analysis of Results of Operations and Financial Condition” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 3, 2023.

Management’s Discussion and Analysis of Results of Operations and Financial Condition” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on March 5, 2024. 26

The Amended Loan Agreement is on substantially the same terms as the Loan Agreement, except Amendment No. 1 has amended, among other items, (i) to permit the Signature Systems acquisition, (ii) to modify the maximum leverage ratio to not exceed (x) 4.00 to 1:00 on a “net” basis for an initial “net” leverage ratio holiday period for the immediate fiscal quarter end after the Signature Systems acquisition is consummated and for the three immediately following fiscal quarter ends thereafter and (y) 3.25 to 1.00 on a “net” basis after such “net” leverage ratio holiday period (subject to additional “net” leverage ratio holiday periods at the election of the Company for such periods that are more fully described in the Amended Loan Agreement), (iii) to modify certain negative covenants (including the restricted payment covenant) so that the applicable incurrence tests for such negative covenants is now based on the new “net” leverage ratio level, (iv) to increase the applicable margins for the loans under the Amended Loan Agreement to range between 1.775% to 2.35% for Term SOFR, RFR, SONIA, EURIBOR and CORRA based loans and between 0.775% and 1.35% for base rate loans, in each case based from time to time on the determination of the Company’s then net leverage ratio, (v) to replace the Canadian Dealer Offered Rate (CDOR) as the applicable reference rate with respect to loans denominated in Canadian Dollars to the Canadian Overnight Repo Rate Average (CORRA), and (vi) to amend the scope of collateral securing the obligations under the Amended Loan Agreement to be an “all asset” lien (subject to customary provisions of excluded collateral not subject to the liens). 26 Off-Balance Sheet Arrangements The Company does not have any off-balance sheet arrangements that have, or are reasonably expected to have, a material current or future effect on its financial condition, results of operations, liquidity, capital expenditures or capital resources at December 31, 2023.

After giving effect to the payment in full of all outstanding Senior Unsecured Notes under the Note Purchase Agreement, the Note Purchase Agreement has been terminated.

After giving effect to the payment in full, all outstanding senior unsecured notes under the Note Purchase Agreement have been paid and the Note Purchase Agreement has been terminated.

Term Loan A may be voluntarily prepaid at any time, in whole or in part, without penalty or premium, however, all amounts repaid or prepaid in respect of Term Loan A may not be reborrowed.

Term Loan A may be voluntarily prepaid at any time, in whole or in part, without penalty or premium, however, all amounts repaid or prepaid in respect of Term Loan A may not be reborrowed. In December 2024, the Company voluntarily prepaid $3 million of the Term Loan A.

Environmental matters described in Note 9 to the consolidated financial statements resulted in a net $3.2 million expense in the year ended December 31, 2023, which compared to $1.4 million of charges in the year ended December 31, 2022.

Environmental matters described in Note 9 to the consolidated financial statements resulted in a net $0.2 million of income in the year ended December 31, 2024, which compared to $3.2 million of charges in the year ended December 31, 2023.

Additionally, as described in Note 9 to the consolidated financial statements, the Company reached a settlement agreement with one of its insurers, for $10.0 million, which resulted in a $6.7 million net reduction to legal costs within SG&A for the year ended December 31, 2023.

Executive severance was $1.4 million for the year ended December 31, 2024, which compared to $0.7 million for the year ended December 31, 2023. Additionally, the Company reached a settlement agreement with one of its insurers, for $10.0 million, which resulted in a $6.7 million net reduction to legal costs within SG&A for the year ended December 31, 2023.

Gross margin expanded to 31.9% for the year ended December 31, 2023 compared to 31.5% for the same period in 2022.

Gross margin was 32.4% for the year ended December 31, 2024 compared to 31.9% for the same period in 2023.

The current economic environment includes heightened risks from inflation, interest rates, volatile commodity costs, supply chain disruptions and labor availability stemming from the broader economic effects of the international geopolitical climate, including the conflict between Russia and Ukraine, the Israel-Hamas war and the COVID-19 pandemic, which have also increased volatility in global commodity markets, including oil (a component of many plastic resins), energy and agricultural commodities.

The current economic environment includes heightened risks from inflation, interest rates, banking liquidity, volatile commodity costs, supply chain disruptions and labor availability stemming from the broader economic effects of the international geopolitical climate, including rapidly changing regulations, the ongoing war in Ukraine, and continued conflicts along Israel's border which has increased volatility in global commodity markets, including oil (a component of many plastic resins), energy and agricultural commodities.

Investing Activities Net cash used by investing activities was $22.8 million for the year ended December 31, 2023 compared to cash used of $50.4 million for the year ended December 31, 2022. In 2022, the Company paid $27.6 million to acquire Mohawk as discussed in Note 3 to the consolidated financial statements.

Investing Activities Net cash used by investing activities was $372.5 million for the year ended December 31, 2024 compared to cash used of $22.8 million for the year ended December 31, 2023. In 2024, the Company paid $348.3 million to acquire Signature, net of cash acquired and working capital adjustments, as discussed in Note 3 to the consolidated financial statements.

Income Taxes: Year Ended December 31, (dollars in thousands) 2023 2022 Income before income taxes $ 66,056 $ 78,210 Income tax expense $ 17,189 $ 17,943 Effective tax rate 26.0 % 22.9 % The effective tax rate was 26.0% for the year ended December 31, 2023 compared to 22.9% in the prior year.

Income Taxes: Year Ended December 31, (dollars in thousands) 2024 2023 Income before income taxes $ 13,543 $ 66,056 Income tax expense $ 6,342 $ 17,189 Effective tax rate 46.8 % 26.0 % The Company's effective tax rate was 46.8% for the year ended December 31, 2024 compared to 26.0% in the prior year.

Selling, General and Administrative Expenses: Year Ended December 31, (dollars in thousands) 2023 2022 Change % Change SG&A expenses $ 186,876 $ 199,489 $ (12,613 ) (6.3 )% SG&A expenses as a percentage of sales 23.0 % 22.2 % Selling, general and administrative (“SG&A”) expenses for the year ended December 31, 2023 were $186.9 million, a decrease of $12.6 million or 6.3% compared to the prior year.

Selling, General and Administrative Expenses: Year Ended December 31, (dollars in thousands) 2024 2023 Change % Change SG&A expenses $ 204,108 $ 186,876 $ 17,232 9.2 % SG&A expenses as a percentage of sales 24.4 % 23.0 % Selling, general and administrative (“SG&A”) expenses for the year ended December 31, 2024 were $204.1 million, an increase of $17.2 million or 9.2% compared to the prior year.

SG&A expenses also increased as compared to prior year due to higher expenses incurred on restructuring actions of $2.5 million, described in Note 6 to the consolidated financial statements and higher expenses incurred on due diligence and consulting related to the Signature acquisition of $2.1 million, described in Note 15 to the consolidated financial statements.

SG&A expenses also increased as compared to prior year due to higher expenses incurred on restructuring actions of $1.8 million, described in Note 6 to the consolidated financial statements partially offset by $1.3 million of consulting costs in 2023 to improve the Company's capabilities to screen and execute large acquisitions.

Fees paid for the amendment and extension of the Loan Agreement in September 2022 totaled $0.9 million. Net proceeds from the issuance of common stock in connection with incentive stock option exercises were $2.3 million and $2.3 million in 2023 and 2022, respectively.

Net proceeds from the issuance of common stock in connection with incentive stock option exercises were $3.3 million and $2.3 million in 2024 and 2023, respectively. Cash paid for tax withholdings on vesting of stock compensation totaled $2.1 million in both 2024 and 2023.

Net Interest Expense: Year Ended December 31, (dollars in thousands) 2023 2022 Change % Change Net interest expense $ 6,349 $ 5,731 $ 618 10.8 % Average outstanding borrowings, net $ 90,500 $ 112,318 $ (21,818 ) (19.4 )% Weighted-average borrowing rate 6.86 % 4.87 % Net interest expense for the year ended December 31, 2023 was $6.3 million compared to $5.7 million during 2022.

Net Interest Expense: Year Ended December 31, (dollars in thousands) 2024 2023 Change % Change Net interest expense $ 30,937 $ 6,349 $ 24,588 387.3 % Average outstanding borrowings, net $ 381,391 $ 90,500 $ 290,891 321.4 % Weighted-average borrowing rate 8.46 % 6.86 % Net interest expense for the year ended December 31, 2024 was $30.9 million compared to $6.3 million during 2023.

At December 31, 2023, our primary contractual obligations relate to our debt and lease arrangements as described in Notes 10 and 13 to the consolidated financial statements. Based on this liquidity and borrowing capacity, the Company believes it is well-positioned to manage through the working capital demands and heightened uncertainty in the current macroeconomic environment.

Based on this liquidity and borrowing capacity, the Company believes it is well-positioned to manage through the working capital demands and heightened uncertainty in the current macroeconomic environment.

Cost of Sales & Gross Profit: Year Ended December 31, (dollars in thousands) 2023 2022 Change % Change Cost of sales $ 553,981 $ 616,181 $ (62,200 ) (10.1 )% Gross profit $ 259,086 $ 283,366 $ (24,280 ) (8.6 )% Gross profit as a percentage of sales 31.9 % 31.5 % 23 Gross profit decreased $24.3 million, or 8.6%, for the year ended December 31, 2023 compared to the prior year due to lower volume/mix and lower pricing as described under Net Sales above and increased labor and productivity costs partially offset by lower material costs and the benefits of the acquisition of Mohawk on May 31, 2022.

Cost of Sales & Gross Profit: Year Ended December 31, (dollars in thousands) 2024 2023 Change % Change Cost of sales $ 565,476 $ 553,981 $ 11,495 2.1 % Gross profit $ 270,805 $ 259,086 $ 11,719 4.5 % Gross profit as a percentage of sales 32.4 % 31.9 % Gross profit increased $11.7 million, or 4.5%, for the year ended December 31, 2024 compared to the prior year due to the benefits of the acquisition of Signature on February 8, 2024, and favorable mix, partially offset by lower volume and pricing as described under 22 Net Sales above, the impact from acquisition-related inventory step-up amortization of $4.5 million, higher costs of restructuring and unfavorable cost productivity.

Financing Activities Net cash used by financing activities was $56.5 million for the year ended December 31, 2023 compared to cash used of $16.3 million for the year ended December 31, 2022. Net borrowings (repayments) on the credit facility for the year ended December 31, 2023 and December 31, 2022 were $(36.0) million and $3.0 million, respectively.

Capital expenditures were $24.4 million and $22.9 million for the years ended December 31, 2024 and 2023, respectively. Financing Activities Net cash provided by financing activities was $295.1 million for the year ended December 31, 2024 compared to cash used of $56.5 million for the year ended December 31, 2023.

Results of Operations: 2023 Compared with 2022 Net Sales: (dollars in thousands) Year Ended December 31, Segment 2023 2022 Change % Change Material Handling $ 555,259 $ 647,619 $ (92,360 ) (14.3 )% Distribution 257,875 251,966 5,909 2.3 % Inter-company sales (67 ) (38 ) (29 ) Total net sales $ 813,067 $ 899,547 $ (86,480 ) (9.6 )% Net sales for the year ended December 31, 2023 were $813.1 million, a decrease of $86.5 million or 9.6% compared to the prior year.

Results of Operations: 2024 Compared with 2023 Net Sales: (dollars in thousands) Year Ended December 31, Segment 2024 2023 Change % Change Material Handling $ 621,655 $ 555,259 $ 66,396 12.0 % Distribution 214,768 257,875 (43,107 ) (16.7 )% Inter-company sales (142 ) (67 ) (75 ) Total net sales $ 836,281 $ 813,067 $ 23,214 2.9 % Net sales for the year ended December 31, 2024 were $836.3 million, an increase of $23.2 million or 2.9% compared to the prior year.

Amendment No. 1, among other things, permits the acquisition of Signature Systems and provides for a new 5-year $400 million term loan facility (“Term Loan A”). Term Loan A will amortize in quarterly installment payments in aggregate annual amounts equal to $20 million in years 1 and 2 and $40 million in years 3 through 5.

Amendment No. 1, among other things, permitted the acquisition of Signature Systems and provided a new 5-year $400 million term loan facility (“Term Loan A”). Term Loan A will amortize in eight quarterly installment payments of $5 million beginning June 30, 2024, quarterly installment payments of $10 million thereafter, and any remaining balance due upon maturity.

The fair value of the reporting unit is then compared to the carrying value, and any excess carrying value of the reporting unit above the fair value would indicate impairment.

The fair value of the reporting unit is then compared to the carrying value, and any excess carrying value of the reporting unit above the fair value would indicate impairment. See disclosure of goodwill in Note 4 to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

Decreases in SG&A expenses in 2023 were primarily due to $11.4 million of lower incentive compensation, $3.8 million of lower variable selling expenses, $0.4 million of lower legal and professional fees and $3.3 million of lower facility costs.

Increases in SG&A expenses in 2024 were primarily due to $28.8 million of incremental SG&A, including $10.1 million of intangible amortization, from the acquisition of Signature on February 8, 2024 and $2.2 million of higher facility costs, partially offset by $12.3 million of lower incentive compensation, $3.2 million of lower salaries and benefits, $2.2 million of lower commissions, $2.0 million of lower variable selling expenses and $0.4 million of lower legal and professional fees, excluding acquisition costs.

Net sales in the Distribution Segment increased $5.9 million or 2.3% in the year ended December 31, 2023 compared to the prior year, primarily due to higher pricing of $8.2 million and $23.1 million of incremental sales from the acquisition of Mohawk on May 31, 2022. The increase in net sales was partially offset by lower volume/mix of $25.4 million.

The increase in net sales was partially offset by lower volume of $60.2 million, lower pricing of $18.9 million and the effect of unfavorable currency translation of $0.4 million. Net sales in the Material Handling Segment increased $66.4 million or 12.0% for the year ended December 31, 2024 compared to the prior year.

The Sixth Amendment increased the senior revolving credit facility’s borrowing limit to $250 million from $200 million, extended the maturity date to March 2024 from March 2022, and increased flexibility of the financial and other covenants and provisions. 25 As of December 31, 2023, $224.3 million was available under the Loan Agreement, after borrowings and $5.7 million of letters of credit issued related to insurance and other financing contracts in the ordinary course of business.

As of December 31, 2024, $244.7 million was available under the Amended Loan Agreement, after borrowings and the Company had $5.3 million of letters of credit issued related to insurance and other financing contracts in the ordinary course of business. Borrowings under the Amended Loan Agreement bear interest at the Term SOFR, RFR, SONIA, EURIBOR and CORRA-based borrowing rates.

The higher net interest expense was due to a higher weighted-average borrowing rate in the current year, partly offset by lower average outstanding borrowings in the current year.

The higher net interest expense was due to higher average outstanding borrowings as a result of the acquisition of Signature, which was funded through an amendment and restatement of Myers' existing loan agreement discussed below, and a higher weighted-average borrowing rate in the current year.

Operating Activities Cash provided by operating activities was $86.2 million and $72.6 million for the years ended December 31, 2023 and 2022, respectively. The increase was primarily due to lower working capital driven by decreases in trade accounts receivable and increases in accounts payable for the year ended December 31, 2023.

Operating Activities Cash provided by operating activities was $79.3 million and $86.2 million for the years ended December 31, 2024 and 2023, respectively.

Signature will be included in the Material Handling segment. 24 Financial Condition & Liquidity and Capital Resources The Company’s primary sources of liquidity are cash on hand, cash generated from operations and availability under the Loan Agreement (defined below).

The increase in the effective tax rate is driven by fixed non-deductible expenses, including expenses related to the Signature acquisition, on lower income before income taxes plus the tax effect of impairment charges. 23 Financial Condition & Liquidity and Capital Resources The Company’s primary sources of liquidity are cash on hand, cash generated from operations and availability under the Amended Loan Agreement (defined below).

The $11.0 million note and $15.0 million note of these Senior Unsecured Notes matured and on January 12, 2024 the Company repaid these notes using cash on hand and borrowings under the Loan Agreement. The remaining $12.0 million of the Senior Unsecured Notes mature on January 15, 2026.

There was no change to the credit facility's borrowing limit of $250 million. Repayment and termination of Senior Unsecured Notes On January 12, 2024, the Company repaid $26.0 million of senior unsecured notes upon maturity using cash on hand and availability under the Loan Agreement.

Net sales decreased due to lower volume/mix of $74.5 million, lower pricing of $16.4 million and the effect of unfavorable currency translation of $1.5 million.

Net sales increased due to $102.7 million of incremental sales from the acquisition of Signature on February 8, 2024, partially offset by lower volume of $22.0 million, lower pricing of $13.9 million and the effect of unfavorable currency translation of $0.4 million.

At December 31, 2023, the Company had $30.3 million of cash, $224.3 million available under the Loan Agreement and outstanding debt with face value of $67.2 million, including the finance lease liability of $9.2 million.

At December 31, 2024, the Company had $32.2 million of cash, $244.7 million available under the Amended Loan Agreement and outstanding debt of $383.6 million, including the finance lease liability of $8.6 million. At December 31, 2024, our primary contractual obligations relate to our debt and lease arrangements as described in Notes 10 and 13 to the consolidated financial statements.

Cash paid for tax withholdings on vesting of stock compensation totaled $2.1 million and $0.5 million in 2023 and 2022, respectively, which increased primarily due to improved vesting of long-term performance-based awards in the current year. The Company also used cash to pay dividends of $20.2 million and $19.8 million in 2023 and 2022, respectively.

Fees paid for the amendment and restatement to the Loan Agreement in February 2024 totaled $9.2 million. The Company also used cash to pay dividends of $20.4 million and $20.2 million in 2024 and 2023, respectively.

The decrease in net sales was partially offset by $23.1 million of incremental sales from the acquisition of Mohawk on May 31, 2022, included in the Distribution Segment. Mohawk's annual sales were approximately $65 million at the time of the acquisition.

Net sales increased due to $102.7 million of incremental sales in the Material Handling Segment from the acquisition of Signature on February 8, 2024. Signature's annual sales were approximately $110 million at the time of the acquisition.

Removed

Net sales decreased due to lower overall volume/mix of $99.9 million, following high volume of certain products focused on outdoor activities, which were especially strong due to a surge in COVID-19 induced consumer discretionary spending in the prior period. Net sales also decreased due to lower pricing of $8.2 million and the effect of unfavorable currency translation of $1.5 million.

Added

Net sales in the Distribution Segment decreased $43.1 million or 16.7% in the year ended December 31, 2024 compared to the prior year, primarily due to lower volume of $38.1 million and lower pricing of $5.0 million.

Removed

The Company continues to pursue further pricing initiatives, and beginning in February 2023, the Company began to implement a series of additional pricing increases across a majority of its portfolio of products within its Distribution segment. Net sales in the Material Handling Segment decreased $92.4 million or 14.3% for the year ended December 31, 2023 compared to the prior year.

Added

Acquisition and integration costs included in SG&A expenses increased $1.5 million due to the Signature acquisition described in Note 3 to the consolidated financial statements.

Removed

The decrease to SG&A expenses was partially offset by $5.0 million of incremental SG&A from the acquisition of Mohawk on May 31, 2022 and $1.9 million of higher salaries and benefits.

Added

Impairment Charges: During the year ended December 31, 2024, the Company recorded a $22.0 million non-cash impairment charge, for the full carrying value of goodwill in the rotational molding reporting unit, included in the Material Handling Segment, as discussed in Note 4 to the consolidated financial statements.

Removed

The increase in the effective tax rate was primarily the result of the recognition of a previously unrecognized tax benefit in the prior year.

Added

Cash generated from working capital was $9.6 million for the year ended December 31, 2024, compared to cash generated from working capital of $5.7 million in the prior year, primarily due to reductions in accounts receivable and inventory, partly offset by reductions in accounts payable.

Removed

Acquisition of Signature Systems - Subsequent Event On February 8, 2024, the Company acquired Signature Systems as described in Note 15 to the consolidated financial statements for $350 million plus customary working capital and other adjustments in an all-cash transaction, funded through an amendment and restatement of Myers’ existing loan agreement discussed below.

Added

In 2024, the Company received proceeds of $400 million under a new term loan facility, as described below and repaid $38.0 million of senior unsecured notes, including $26.0 million of senior unsecured notes that matured in January 2024 and the prepayment of $12.0 million of senior unsecured notes in conjunction with the amendment and restatement to the Loan Agreement described below.

Removed

Signature Systems is a manufacturer and distributor of composite matting ground protection for industrial applications, stadium turf protection and temporary event flooring. In 2023, Signature System’s revenue was approximately $110 million.

Added

The company also made repayments of the Term Loan A totaling $18.0 million, $3.0 million of which was a voluntary prepayment. Net borrowings (repayments) of the Company's existing revolving credit facility for the year ended December 31, 2024 and December 31, 2023 were $(20.0) million and $(36.0) million, respectively.

Removed

In January 2024, the Company repaid $26.0 million of Senior Unsecured Notes upon maturity using cash on hand and availability under the Loan Agreement. On February 8, 2024, as described below and in Note 15 to the consolidated financial statements, the Company acquired Signature Systems for $350 million plus customary working capital and other adjustments.

Added

In conjunction with the termination the Company recognized a loss on debt extinguishment of $0.1 million, primarily representing the make-whole fees on the senior unsecured notes and the unamortized value of the original issuance discount.

Removed

The Signature Systems acquisition was financed by amending and restating the Loan Agreement to include a 5-year $400 million term loan facility ("Term Loan A"). In connection with the amendment to the Loan Agreement, the Company prepaid the remaining $12.0 million face value of Senior Unsecured Notes, which were due January 15, 2026, using availability under the revolving credit facility.

Added

On May 2, 2024, the Company entered into an interest rate swap agreement to mitigate the variable interest rate risk of borrowings under the Amended Loan Agreement. The swap has a beginning notional value of $200.0 million, which reduces proportionately with scheduled Term Loan A amortization payments, and has a final maturity date of January 31, 2029.

Removed

The $250 million borrowing limit under senior revolving credit facility of the Loan Agreement was unchanged. The amendment and restatement of the Loan Agreement is described further below.

Added

At December 31, 2024, the remaining notional value of the Company's interest rate swap totaled $192.5 million. The swap is designated as a cash flow hedge and effectively results in a fixed rate of 4.606% plus the applicable margin for the hedged debt, as described in Notes 1 and 10 to the consolidated financial statements.

Removed

The Company also received in 2022 proceeds of $1.5 million from the sale of fixed assets. Capital expenditures were $22.9 million and $24.3 million for the years ended December 31, 2023 and 2022.

Removed

There was no change to the credit facility's borrowing limit of $250 million. In March 2021, the Company entered into the Sixth Amendment, which amended the Fifth Amended and Restated Loan Agreement (collectively with the Sixth and Seventh Amendments, the “Loan Agreement”) dated March 2017.

Removed

Borrowings under the Loan Agreement bear interest at the Term SOFR, RFR, EURIBOR and CDOR-based borrowing rates. At December 31, 2023, $38 million face value of Senior Unsecured Notes were outstanding. The series of notes range in face value from $11.0 million to $15.0 million, with interest rates ranging from 5.25% to 5.45%, payable semiannually.

Removed

The ratios as of and for the period ended December 31, 2023 are shown in the following table: Required Level Actual Level Interest Coverage Ratio 3.00 to 1 (minimum) 16.17 Leverage Ratio 3.25 to 1 (maximum) 0.70 Credit Sources - subsequent events Repayment and termination of Senior Unsecured Notes On January 12, 2024, the Company repaid $26.0 million of Senior Unsecured Notes upon maturity using cash on hand and availability under the Loan Agreement.

Removed

As described in Note 4 to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K, our most recent annual impairment testing as of October 1, 2023 consisted of a qualitative assessment for five of our six reporting units, with the exception being the Rotational Molding reporting unit for which a quantitative assessment was performed.

Removed

None of the analyses indicated impairment. With respect to the quantitative analysis of the Rotational Molding reporting unit, the most sensitive assumptions were the long-term growth rate and the weighted average cost of capital used to discount its projected cash flows. Reasonable changes in these assumptions would not indicate impairment.

Removed

We assessed a 100-basis point decrease in the assumed long-term growth rate and a 27 100-basis point increase in the weighted average cost of capital for the Company’s Rotational Molding reporting unit, and neither indicated impairment.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

7 edited+2 added−1 removed1 unchanged

2023 filing

2024 filing

Biggest changeThe Company has operations in Canada with foreign currency exposure, primarily due to sales made from businesses in Canada to customers in the United States (“U.S.”). These sales are denominated in U.S. dollars.

Biggest changeForeign Currency Exchange Risk Some of the Company’s subsidiaries operate in foreign countries and their financial results are subject to exchange rate movements. The Company has operations in Canada and the United Kingdom with foreign currency exposure, primarily due to U.S. dollar sales made from businesses in Canada and the United Kingdom to customers in the United States.

The Company has a systematic program to limit its exposure to fluctuations in exchange rates related to certain assets and liabilities of its operations in Canada that are denominated in U.S. dollars. The net exposure generally is less than $1 million.

The Company has a systematic program to limit its exposure to fluctuations in exchange rates related to certain assets and liabilities of its operations in Canada and the United Kingdom that are denominated in U.S. dollars. The net exposure generally is less than $1 million.

The foreign currency contracts and arrangements created under this program are not designated as hedged items under Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) 815, Derivatives and Hedging, and accordingly, the changes in the fair value of the foreign currency arrangements, which have been immaterial, are recorded in the Consolidated Statement of Operations.

The foreign currency contracts and arrangements created under this program are not designated as hedged items under ASC 815, Derivatives and Hedging , and accordingly, the changes in the fair value of the foreign currency arrangements, which have been immaterial, are recorded in the Consolidated Statement of Operations.

The Company’s foreign currency arrangements are typically three months or less and are settled before the end of a reporting period. At December 31, 2023, the Company had no foreign currency arrangements or contracts in place. Commodity Price Risk The Company uses certain commodities, primarily plastic resins and natural rubber, in its manufacturing processes.

The Company’s foreign currency arrangements are typically three months or less and are settled before the end of a reporting period. At December 31, 2024, the Company had no foreign currency arrangements or contracts in place. Commodity Price Risk The Company uses certain commodity raw materials, primarily plastic resins, and other commodities, such as natural gas, in its operations.

The Company may from time to time enter into forward buy positions for certain utility costs, which were not material at December 31, 2023. Significant future increases in the cost of these commodities or other adverse changes in the general economic environment could have a material adverse impact on the Company’s financial position, results of operations or cash flows. 28

Significant future increases in the cost of plastic resin or other adverse changes in the general economic environment could have a material adverse impact on the Company’s financial position, results of operations or cash flows. 27

The cost of operations can be affected as the market for these commodities changes. The Company currently has no derivative contracts to hedge changes in raw material pricing; however, the Company also has no significant obligations to purchase fixed quantities of such commodities in future periods.

The cost of operations can be affected by changes in the market for these commodities, particularly plastic resins. The Company currently has no derivative contracts to hedge changes in raw material pricing. The Company may from time to time enter into forward buy positions for certain utility costs, which were not material at December 31, 2024.

Based on current debt levels at December 31, 2023, if market interest rates increase one percent, the Company’s variable interest expense would increase approximately $0.2 million annually. Foreign Currency Exchange Risk Some of the Company’s subsidiaries operate in foreign countries and their financial results are subject to exchange rate movements.

Based on current debt levels at December 31, 2024, if market interest rates decrease or increase one percent, the Company's annual fixed rate interest expense on the fair value of the interest rate swap would change by approximately $6.3 million.

Removed

Borrowings under the Loan Agreement bear interest at the Term SOFR, RFR, EURIBOR and CDOR-based borrowing rates. At present, the Company has not entered into any interest rate swaps or other derivative instruments to fix the interest rate on any portion of its financing arrangements with floating rates.

Added

Borrowings under the Amended Loan Agreement bear interest at the Term SOFR, RFR, SONIA, EURIBOR and CORRA-based borrowing rates. Based on current debt levels at December 31, 2024, if market interest rates decrease or increase one percent, the Company’s annual variable interest expense would change by approximately $1.9 million.

Added

The Company has entered into an interest rate swap agreement to mitigate the variable interest rate risk under the Amended Loan Agreement, which effectively results in a fixed rate debt on a portion of its outstanding borrowings.

Top changes in MYERS INDUSTRIES INC's 2024 10-K

Item 1. Business

Item 1A. Risk Factors

Item 1C. Cybersecurity

Item 2. Properties

Item 3. Legal Proceedings

Item 5. Market for Registrant's Common Equity

Item 7. Management's Discussion & Analysis

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Other MYE 10-K year-over-year comparisons