10q10k10q10k.net
TAT TECHNOLOGIES LTD

TAT TECHNOLOGIES LTDTATT财报

Nasdaq · 工业 · 飞机发动机及发动机零部件

TAT Technologies Ltd. is a publicly traded company, headquartered in the United States, providing environmental control products and services for the commercial and military aviation industries. Its shares are traded on the NASDAQ Capital Market and on the Tel Aviv Stock Exchange.

What changed in TAT TECHNOLOGIES LTD's 20-F — 2024 vs 2025

Top changes in TAT TECHNOLOGIES LTD's 2025 20-F

421 paragraphs added · 453 removed · 309 edited across 6 sections

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed0 unchanged
Item 2. Offer Statistics and Expected Timetable 4 Item 3. Key Information 4 A. Selected Financial Data 4 B. Capitalization and Indebtedness 4 C. Reasons for the Offer and Use of Proceeds 4 D. Risk Factors 4 Item 4. Information on the Company 27 A. Business Overview 27 B. Government Regulations 30 C. Organizational Structure 60 D.
Item 2. Offer Statistics and Expected Timetable 3 Item 3. Key Information 3 A. Selected Financial Data 3 B. Capitalization and Indebtedness 3 C. Reasons for the Offer and Use of Proceeds 3 D. Risk Factors 3 Item 4. Information on the Company 22 A. History and Development of TAT 22 B. Business Overview 25 C. Organizational Structure 50 D.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

65 edited+10 added−17 removed80 unchanged
Prior to initiating sales proposals for the export of these products and know-how and to the actual shipment of such products or know-how, TAT and its subsidiaries must obtain permits from the Israeli Ministry of Defense.
Prior to initiating sales proposals for the export of these products and know-how and prior to the actual shipment of such products or know-how, TAT and its subsidiaries must obtain permits from the Israeli Ministry of Defense.
TAT may face increased labor and raw materials costs. TAT may not be able to recoup future increases in the cost of wages and raw materials required for its operations through price increases for its products. We are impacted by inflationary increases in wages and cost of raw materials.
TAT may face increased labor and raw materials costs. TAT may not be able to recoup future increases in the cost of wages and raw materials required for its operations through price increases for its products. We are impacted by inflationary increases in wages and the cost of raw materials.
TAT has fixed-price contracts with some of its customers and TAT bears the risk of costs in excess of its estimates. In addition, TAT may not be able to pass on increased costs to its customers. TAT has entered into multi-year, fixed-price contracts with some of its MRO and OEM customers.
TAT has fixed-price contracts with some of its customers and bears the risk of costs in excess of its estimates. In addition, TAT may not be able to pass on increased costs to its customers. TAT has entered into multi-year, fixed-price contracts with some of its MRO and OEM customers.
As a result, any material disruption of TAT’s day-to-day operations could have a material adverse effect on its business, customer relations and profitability. TAT relies on its facilities in Kiryat Gat, Israel, Kernersville and Greensboro, North Carolina and Tulsa, Oklahoma for the manufacture of its OEM products and provision of its MRO services.
As a result, any material disruption of TAT’s day-to-day operations could have a material adverse effect on its business, customer relations and profitability. TAT relies on its facilities in Kiryat Gat, Israel, Kernersville and Greensboro, North Carolina and Tulsa, Oklahoma for the manufacture of its OEM products and the provision of its MRO services.
In addition, TAT may not be able to pass on increased costs to its customers. 5 • TAT depends on its key executives; it may not be able to hire and retain additional key employees or successfully integrate new members of its team; the loss of key employees could have a material adverse effect on TAT’s business. • TAT depends on its manufacturing and MRO facilities and any material damage to these facilities may adversely impact TAT’s operations. • TAT uses equipment that is not easily repaired or replaced, and therefore material equipment failures could cause TAT or its subsidiaries to be unable to meet quality or delivery expectations of its customers. • TAT may fail to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002. • TAT has potential exposure to liabilities arising under environmental laws and regulations. • TAT is exposed to potential liabilities arising from product liability and warranty claims. • Significant disruptions of TAT’s information technology systems or breaches of its data security could adversely affect TAT’s business. • TAT’s activity in Israel may be adversely affected by a change in the exchange rate of the NIS against the U.S Dollars.
In addition, TAT may not be able to pass on increased costs to its customers. • TAT depends on its key executives; it may not be able to hire and retain additional key employees or successfully integrate new members of its team; the loss of key employees could have a material adverse effect on TAT’s business. • TAT depends on its manufacturing and MRO facilities and any material damage to these facilities may adversely impact TAT’s operations. • TAT uses equipment that is not easily repaired or replaced, and therefore material equipment failures could cause TAT or its subsidiaries to be unable to meet quality or delivery expectations of its customers. 5 • TAT may fail to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002. • TAT has potential exposure to liabilities arising under environmental laws and regulations. • TAT is exposed to potential liabilities arising from product liability and warranty claims.cy • Significant disruptions of TAT’s information technology systems or breaches of its data security could adversely affect TAT’s business. • TAT’s activity in Israel may be adversely affected by a change in the exchange rate of the NIS against the U.S Dollars.
TAT may not be able to recoup future increases in the cost of wages and raw materials required for its operations through price increases for its products. • TAT’s future success depends on its ability to develop new offerings and technologies. • TAT may face significant risks in the management of its inventory, while failure to effectively manage its inventory levels may result in supply imbalances that could harm its business. • TAT’s backlog of projects under contract is subject to unexpected adjustments, delays in payments and cancellations. • TAT faces special risks from international sales operations which may have a material adverse effect on TAT’s business, operating results and financial condition. • TAT may engage in future acquisitions that could dilute TAT’s shareholders’ equity and harm TAT’s business, results of operations and financial condition. • Our strategic partnerships and relationships carry inherent business risks. • Rapid technological changes may adversely affect the market acceptance of TAT’s products. • TAT has fixed-price contracts with some of its customers and TAT bears the risk of costs in excess of its estimates.
TAT may not be able to recoup future increases in the cost of wages and raw materials required for its operations through price increases for its products. • TAT’s future success depends on its ability to develop new offerings and technologies. 4 • TAT may face significant risks in the management of its inventory, while failure to effectively manage its inventory levels may result in supply imbalances that could harm its business. • TAT’s backlog of projects under contract is subject to unexpected adjustments, delays in payments and cancellations. • TAT faces special risks from international sales operations which may have a material adverse effect on TAT’s business, operating results and financial condition. • TAT may engage in future acquisitions that could dilute TAT’s shareholders’ equity and harm TAT’s business, results of operations and financial condition. • Our strategic partnerships and relationships carry inherent business risks. • Rapid technological changes may adversely affect the market acceptance of TAT’s products. • TAT has fixed-price contracts with some of its customers and TAT bears the risk of costs in excess of its estimates.
At this stage, the proposed legislation has not become effective, and its scope has not been fully determined; we cannot assess the potential impacts of these changes and their likelihood on our business, prospects, financial condition, and results of operation. TAT’s results of operations may be negatively affected by the obligation of its personnel to perform military service.
At this stage, the proposed legislation has not become effective, and its scope has not been fully determined; we cannot assess the potential impacts of these changes and their likelihood on our business, prospects, financial condition, and results of operation. 19 TAT’s results of operations may be negatively affected by the obligation of its personnel to perform military service.
These include: (i) Manufacturers based in the United States, such as the Hughes-Treitler division of Ametek Inc., Boyd Corporation, Collins Aerospace, Honeywell International, and Triumph Thermal Systems; 7 (ii) Manufacturers based in Europe such as HS Marston Aerospace Ltd., a subsidiary of Collins Aerospace, Secan and Liebherr-Aerospace Toulouse S.A.; and (iii) Manufacturers based in Asia such as Sumitomo Precision Products from Japan.
These include: (i) Manufacturers based in the United States, such as the Hughes-Treitler division of Ametek Inc., Boyd Corporation, Collins Aerospace, Honeywell International, and Triumph Thermal Systems; (ii) Manufacturers based in Europe such as HS Marston Aerospace Ltd., a subsidiary of Collins Aerospace, Secan and Liebherr-Aerospace Toulouse S.A.; and (iii) Manufacturers based in Asia such as Sumitomo Precision Products from Japan.
These provisions of Israeli law may delay, prevent or make difficult an acquisition of TAT, which could prevent a change of control and therefore depress the price of TAT’s shares. Investors and TAT’s shareholders generally may have difficulties enforcing a U.S. judgment against TAT, TAT’s executive officers and directors or asserting U.S. securities laws claims in Israel.
These provisions of Israeli law may delay, prevent or make difficult an acquisition of TAT, which could prevent a change of control and therefore depress the price of TAT’s shares. 20 Investors and TAT’s shareholders generally may have difficulties enforcing a U.S. judgment against TAT, TAT’s executive officers and directors or asserting U.S. securities laws claims in Israel.
If TAT is unable to overcome these competitive disadvantages, then TAT’s business, financial condition and results of operations would be adversely affected. TAT derives a material share of its revenues from few major customers. If TAT loses any of these customers or they reduce the amount of business they do with TAT, TAT’s revenues may be seriously affected.
If TAT is unable to overcome these competitive disadvantages, then TAT’s business, financial condition and results of operations would be adversely affected. 8 TAT derives a material share of its revenues from few major customers. If TAT loses any of these customers or they reduce the amount of business they do with TAT, TAT’s revenues may be seriously affected.
This revenue concentration is subject to various risks, including: • Governmental embargoes or foreign trade restrictions; 13 • Changes in U.S. and foreign governmental regulations; • Changes in foreign exchange rates; • Tariffs; • Other trade barriers; • Political, economic and social instability; and • Difficulties collecting accounts receivable.
This revenue concentration is subject to various risks, including: • Governmental embargoes or foreign trade restrictions; • Changes in U.S. and foreign governmental regulations; • Changes in foreign exchange rates; • Tariffs; • Other trade barriers; • Political, economic and social instability; and • Difficulties collecting accounts receivable.
Failure by TAT to meet the quality or delivery expectations of its customers could lead to the loss of one or more of its significant customers. 17 TAT may fail to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002.
Failure by TAT to meet the quality or delivery expectations of its customers could lead to the loss of one or more of its significant customers. TAT may fail to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002.
In addition, a foreign private issuer must disclose in its annual reports filed with the SEC each such requirement that it does not follow and describe the home country practice followed by the issuer instead of any such requirement. Accordingly, our shareholders may not be afforded the same protection as provided under NASDAQ’s corporate governance rules. 26
In addition, a foreign private issuer must disclose in its annual reports filed with the SEC each such requirement that it does not follow and describe the home country practice followed by the issuer instead of any such requirement. Accordingly, our shareholders may not be afforded the same protection as provided under NASDAQ’s corporate governance rules. 21
TAT and its subsidiaries may not be able to receive in a timely manner, or at all, all the required permits for which they may apply in the future. 10 Similarly, many countries have laws according to which the export of certain military products, technical designs and spare parts require the prior approval of, or export license from, their governments.
TAT and its subsidiaries may not be able to receive in a timely manner, or at all, all the required permits for which they may apply in the future. Similarly, many countries have laws according to which the export of certain military products, technical designs and spare parts require the prior approval of, or an export license from, their governments.
TAT may be subject to requests from customers for cost sharing or pricing adjustments as a part of their commercial relationships, even though the customers had previously agreed to bear these risks. 19 Significant disruptions of our information technology systems or breaches of our data security could adversely affect our business.
TAT may be subject to requests from customers for cost sharing or pricing adjustments as a part of their commercial relationships, even though the customers had previously agreed to bear these risks. 16 Significant disruptions of our information technology systems or breaches of our data security could adversely affect our business.
Failing to meet these challenges could negatively impact TAT's business, financial health, and operational results in the long term.
Failing to meet these challenges could negatively impact on TAT's business, financial health, and operational results in the long term.
If TAT were to engage in a commercial dispute with or be unable to obtain adequate supplies of parts from these suppliers at commercially reasonable prices or required lead time, TAT could experience delays in manufacturing and its financial results could be adversely affected.
If TAT were to engage in a commercial dispute with or be unable to obtain adequate supplies of parts from these suppliers at commercially reasonable prices or within the required lead time, TAT could experience delays in manufacturing, and its financial results could be adversely affected.
If TAT is unable to obtain the raw materials required for its operation, TAT could experience delays or disruptions in the provision of its services and its financial results could be adversely affected. TAT’s future success depends on its ability to develop new offerings and technologies.
If TAT is unable to obtain the raw materials required for its operations, TAT could experience delays or disruptions in the provision of its services, and its financial results could be adversely affected. TAT’s future success depends on its ability to develop new offerings and technologies.
Increased costs associated with supplied materials or components could increase TAT’s costs and reduce TAT’s profitability if TAT is unable to pass these cost increases on to its customers. 11 TAT may be affected by changes in government trade policies and international trade disputes that result in tariffs and other protectionist measures could adversely affect our business in the future.
Increased costs associated with supplied materials or components could increase TAT’s costs and reduce TAT’s profitability if TAT is unable to pass these cost increases on to its customers. 10 TAT may be affected by changes in government trade policies and international trade disputes that result in tariffs and other protectionist measures, which could adversely affect our business in the future.
Therefore, our business and profitability may still be harmed by such exchange rate fluctuations. 20 Risk Factors Related to Our Ordinary Shares TAT’s share price has been volatile in the past and may decline in the future.
Therefore, our business and profitability may still be harmed by such exchange rate fluctuations. 17 Risk Factors Related to Our Ordinary Shares TAT’s share price has been volatile in the past and may decline in the future.
TAT’s financial statements are stated in dollars, while a portion of TAT’s expenses in Israel, primarily labor expenses, are incurred in NIS and a portion of our revenues are quoted in NIS and in Euro. Additionally, certain assets, as well as a portion of TAT’s liabilities, are denominated in NIS.
TAT’s financial statements are stated in U.S dollars, while a portion of TAT’s expenses in Israel, primarily labor expenses, are incurred in NIS and a portion of our revenues are quoted in NIS and in Euro. Additionally, certain assets, as well as a portion of TAT’s liabilities, are denominated in NIS.
In September 2020, Piedmont entered into a ten-year agreement with Honeywell for the commercial application. Under this agreement, Piedmont is designated as an authorized MRO station under Honeywell's license. Suppliers of some of these components require TAT to place orders with significant lead time to assure supply in accordance with TAT’s requirements.
In September 2020, Piedmont entered into a ten-year agreement with Honeywell for commercial application. Under this agreement, Piedmont is designated as an authorized MRO station under Honeywell's license. Suppliers of some of these components require TAT to place orders with significant lead times to assure supply in accordance with TAT’s requirements.
In addition, Israel faces threats from more distant neighbors, in particular, Iran which attacked Israel, may be developing nuclear weapons and has targeted cyber-attacks against Israeli entities, and terrorist groups in Yemen, which attached Israel and limited the movement of marine shipments to Israel through the Red Sea.
In addition, Israel faces threats from more distant neighbors, in particular, Iran which attacked Israel during 2024 and 2025, and may be developing nuclear weapons and has targeted cyber-attacks against Israeli entities, and terrorist groups in Yemen, which attached Israel and limited the movement of marine shipments to Israel through the Red Sea.
This could materially impact TAT’s profitability. 16 TAT depends on its key executives; it may not be able to hire and retain additional key employees or successfully integrate new members of its team; the loss of key employees could have a material adverse effect on TAT’s business.
This could materially impact TAT’s profitability. 14 TAT depends on its key executives; it may not be able to hire and retain additional key employees or successfully integrate new members into its team; the loss of key employees could have a material adverse effect on TAT’s business.
Costs and other obligations can arise from claims for toxic torts, natural resource and other damages, as well as the investigation and clean-up of contamination at such properties.
Costs and other obligations can arise from claims for toxic torts, natural resources and other damages, as well as the investigation and clean-up of contamination at such properties.
TAT faces special risks from international sales operations which may have a material adverse effect on TAT’s business, operating results and financial condition. In the years ending December 31, 2024, 2023 and 2022, approximately 94%, 93% and 92% of TAT’s sales, respectively, resulted from TAT’s international sales (i.e., excluding Israel).
TAT faces special risks from international sales operations which may have a material adverse effect on TAT’s business, operating results and financial condition. For the years ended December 31, 2025, 2024 and 2023, approximately 92%, 94% and 93% of TAT’s sales, respectively, resulted from TAT’s international sales (i.e., excluding Israel).
A loss of all, or a major portion, of these revenues from government contracts could have a material adverse effect on TAT’s operations. A portion of the revenues of TAT and its subsidiaries are from contracts with the U.S. and Israeli governments.
A part of the revenues of TAT and its subsidiaries are from contracts with the U.S. and Israeli governments and are subject to special risks. A loss of all, or a major portion, of these revenues from government contracts could have a material adverse effect on TAT’s operations.
Risks Relating to Our Location in Israel • Because TAT has significant operations in Israel, TAT may be subject to political, economic and other conditions affecting Israel that could increase TAT’s operating expenses and disrupt TAT’s business. • The war in Israel and other conditions in Israel could materially affect TAT’s business. 6 • TAT’s results of operations may be negatively affected by the obligation of its personnel to perform military service. • Your rights and responsibilities as a shareholder are governed by the Israeli law and may differ in some respects from the rights and responsibilities of shareholders under U.S. law. • Israeli law may delay, prevent or make difficult an acquisition of TAT, which could prevent a change of control and, therefore, depresses the price of TAT’s shares. • Investors and TAT’s shareholders generally may have difficulties enforcing a U.S. judgment against TAT, TAT’s executive officers and directors in Israel or the United States, or asserting U.S. securities laws claims in Israel. • As a foreign private issuer whose shares are listed on the NASDAQ, TAT may follow certain home country corporate governance practices instead of certain NASDAQ requirements.
Risks Relating to Our Location in Israel • Because TAT has significant operations in Israel, TAT may be subject to political, economic and other conditions affecting Israel that could increase TAT’s operating expenses and disrupt TAT’s business. • The war in Israel and other conditions in Israel could materially affect TAT’s business. • TAT’s results of operations may be negatively affected by the obligation of its personnel to perform military service. • Your rights and responsibilities as a shareholder are governed by the Israeli law and may differ in some respects from the rights and responsibilities of shareholders under U.S. law. • Israeli law may delay, prevent or make difficult an acquisition of TAT, which could prevent a change of control and, therefore, depresses the price of TAT’s shares. • Investors and TAT’s shareholders generally may have difficulties enforcing a U.S. judgment against TAT, TAT’s executive officers and directors in Israel or the United States, or asserting U.S. securities laws claims in Israel. • As a foreign private issuer whose shares are listed on the NASDAQ, TAT may follow certain home country corporate governance practices instead of certain NASDAQ requirements. 6 Risks Related to Our Business and Our Industry The aerospace industry is subject to significant regulation and oversight, and TAT and its subsidiaries may incur significant fines, penalties and costs if TAT and its subsidiaries do not comply with these regulations.
If any of our material certifications, authorizations or approvals are revoked or suspended, the operations of TAT or its subsidiaries, could be subjected to significant fines and penalties. In the future, new and more demanding government regulations may be adopted or industry oversight may be increased.
If any of our material certifications, authorizations, permits or approvals are revoked or suspended, TAT’s or its subsidiaries’ operations could be subjected to significant fines and penalties. Furthermore, new and more demanding government regulations may be adopted in the future, or industry oversight may be increased.
TAT’s ordinary shares have experienced significant market price and volume fluctuations in the past and may experience significant market price and volume fluctuations in the future, in response to factors such as the following, some of which are beyond TAT’s control: • Quarterly variations in TAT’s operating results; • Operating results that vary from the expectations of securities analysts and investors; • Changes in expectations as to TAT’s future financial performance, including financial estimates by securities analysts and investors; • Announcements of technological innovations or new products by TAT or TAT’s competitors; • Announcements by TAT or TAT’s competitors of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; • Announcements by third parties of significant claims or proceedings against us; • Additions or departures of key personnel; • Future sales of TAT’s ordinary shares by the Company (such as the issuance and sale in December 2023) or by our controlling shareholders or others; • The effects of the war and hostilities between Israel and Hamas, Hezbollah and Iran; • De-listing of TAT’s shares from NASDAQ and/or from the TASE; • Stock market price and volume fluctuation; • Legal proceedings against TAT or its controlling shareholders; and 21 • Regulatory actions by securities authorities which impacts TAT’s interaction with securities analysts and institutional investors.
TAT’s ordinary shares have experienced significant market price and volume fluctuations in the past and may experience significant market price and volume fluctuations in the future, in response to factors such as the following, some of which are beyond TAT’s control: • Quarterly variations in TAT’s operating results; • Operating results that vary from the expectations of securities analysts and investors; • Changes in expectations as to TAT’s future financial performance, including financial estimates by securities analysts and investors; • Announcements of technological innovations or new products by TAT or TAT’s competitors; • Announcements by TAT or TAT’s competitors of significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments; • Announcements by third parties of significant claims or proceedings against us; • Additions or departures of key personnel; • Future sales of TAT’s ordinary shares by the Company or others; • The effects of the war and hostilities in Israel; • De-listing of TAT’s shares from NASDAQ and/or from the TASE; • Stock market price and volume fluctuation; • Legal proceedings against TAT ; and • Regulatory actions by securities which impacts TAT’s interaction with securities analysts and institutional investors Equity stock markets can undergo extreme price and volume fluctuations.
Our strategic partnerships and relationships carry inherent business risks. We may participate in strategic partnerships and joint ventures in a various countries. For example, we have signed a joint venture agreement with the Russian-based company engineering, to establish a new facility for the provision of MRO services for heat transfer components in Russia and the Commonwealth of Independent States (“CIS”).
We may participate in strategic partnerships and joint ventures in a various countries. For example, we have signed a joint venture agreement with the Russian-based company Engineering (as defined below), to establish a new facility for the provision of MRO services for heat transfer components in Russia and the Commonwealth of Independent States (“CIS”).
Five customers accounted for approximately 29.9%, 28.46% and 26.4% of TAT’s revenues for the years ended December 31, 2024, 2023 and 2022, respectively. TAT has a single customer of MRO that accounted for approximately 12.8%, 12.6% and 8.4% of TAT’s revenues for the years ended December 31, 2024, 2023 and 2022, respectively.
Five customers accounted for approximately 32.6%, 29.9% and 28.46% of TAT’s revenues for the years ended December 31, 2025, 2024 and 2023, respectively. TAT has a single customer of MRO that accounted for approximately 14.5%, 12.8% and 12.6% of TAT’s revenues for the years ended December 31, 2025, 2024 and 2023, respectively.
Future acquisitions may require substantial capital resources, which may require TAT to seek additional debt or equity financing. 14 Future acquisitions by TAT could result in the following, any of which could materially harm TAT’s results of operations or the price of TAT’s ordinary shares: • Issuance of equity securities that would dilute TAT’s shareholders’ percentages of ownership; • Large one-time write-offs; • The incurrence of debt and contingent liabilities; • Difficulties in the assimilation and integration of operations, personnel, technologies, products and information systems of the acquired companies; • Diversion of management’s attention from other business activities and concerns; • Contractual disputes; • Risks of entering geographic and business markets in which TAT has no or only limited prior experience; and • Potential loss of key employees of acquired organizations.
Future acquisitions by TAT could result in the following, any of which could materially harm TAT’s results of operations or the price of TAT’s ordinary shares: • Issuance of equity securities that would dilute TAT’s shareholders’ percentages of ownership; • Large one-time write-offs; • The incurrence of debt and contingent liabilities; • Difficulties in the assimilation and integration of operations, personnel, technologies, products and information systems of the acquired companies; • Diversion of management’s attention from other business activities and concerns; • Contractual disputes; • Risks of entering geographic and business markets in which TAT has no or only limited prior experience; and • Potential loss of key employees of acquired organizations. 13 Our strategic partnerships and relationships carry inherent business risks.
Equity stock markets can undergo extreme price and volume fluctuations. Market fluctuations, as well as political and economic conditions, such as a recession, interest rate or currency rate fluctuations and political events or hostilities in or surrounding Israel, could adversely affect the market price of TAT’s ordinary shares.
Market fluctuations, as well as political and economic conditions, such as a recession, interest rate or currency rate fluctuations and political events or hostilities in or surrounding Israel, could adversely affect the market price of TAT’s ordinary shares.
Any major hostilities involving Israel, a full or partial mobilization of reserve forces of the Israeli army, the interruption or curtailment of trade between Israel and its present trading partners, or a significant downturn in the economic or financial condition of Israel could have a material adverse effect on TAT’s business, financial condition and results of operations. 22 Since its establishment in 1948, Israel and its Arab neighbors have engaged in a number of armed conflicts.
Any major hostilities involving Israel, a full or partial mobilization of reserve forces of the Israeli army, the interruption or curtailment of trade between Israel and its present trading partners, or a significant downturn in the economic or financial condition of Israel could have a material adverse effect on TAT’s business, financial condition and results of operations.
TAT’s major competitors in the area of overhaul and coating of jet engine components are the service divisions of OEMs, the in-house maintenance services of various commercial airlines and other independent service providers, including Safran, General Electric, GKN, PAS MCT Japan and others.
TAT’s major competitors in the area of overhaul and coating of jet engine components are the service divisions of OEMs, the in-house maintenance services of various commercial airlines and other independent service providers, including Safran, General Electric, GKN, PAS MCT Japan and others. With respect to masking materials, TAT's major competitors are APV Coatings, Praxair, Saint-Gobain and others.
Failure to maintain effective internal controls over financial reporting could result in investigation or sanctions by regulatory authorities and could have a material adverse effect on TAT’s operating results, investor confidence in TAT’s reported financial information and the market price of TAT’s ordinary shares.
Failure to maintain effective internal controls over financial reporting could result in investigation or sanctions by regulatory authorities and could have a material adverse effect on TAT’s operating results, investor confidence in TAT’s reported financial information and the market price of TAT’s ordinary shares. 15 TAT has potential exposure to liabilities arising under environmental laws and regulations.
Our business, prospects, financial condition and results of operations could be adversely affected due to any of the following risks. In that case, the value of our ordinary shares could decline, and you could lose all or part of your investment.
Our business, prospects, financial condition and results of operations could be adversely affected due to any of the following risks. In that case, the value of our ordinary shares could decline, and you could lose all or part of your investment. This annual report also contains forward-looking statements that involve risks and uncertainties.
TAT’s major competitors in the area of MRO services for heat transfer components are the MRO Divisions of OEMs, including Honeywell, Honeywell Secan, Honeywell Singapore, Collins Aerospace Malaysia, Collins Aerospace Maastricht, and Liebherr Aerospace Saline, in addition to the in-house maintenance services of various commercial airlines and other independent service providers, including AAR, Drake Air – Ametek, American Cooler Service – Aviation Technical Services, Lufthansa Technik and Parker Hannifin.
TAT’s major competitors in the area of MRO services for heat transfer components are the MRO Divisions of OEMs, including Honeywell, Honeywell Secan, Honeywell Singapore, Collins Aerospace Malaysia, Collins Aerospace Maastricht, and Liebherr Aerospace Saline, in addition to the in-house maintenance services of various commercial airlines and other independent service providers, including AAR, Drake Air – Ametek, American Cooler Service – Aviation Technical Services, Lufthansa Technik and Parker Hannifin. 7 TAT’s major competitors in the area of MRO services for aviation components, landing gear and APUs, are the service divisions of OEMs, the in-house maintenance services of various commercial airlines and other independent service providers, including Standard Aero Group Inc., Aerotech International Inc., Honeywell International, AAR Corp., Safran, Liebherr, Turbine Aero, Hawker Pacific and APRO.
To manufacture, sell and service parts used in aircrafts, TAT and its subsidiaries must be certified, accepted by the FAA, EASA, the United States Department of Defense, comparable agencies in other countries and/or by the original equipment manufacturers (“OEMs”).
The aerospace industry is highly regulated in the United States and internationally. In order to manufacture, sell and service parts used in aircrafts, TAT and its subsidiaries must be certified, accepted by regulatory authorities such as the FAA, the EASA, the United States Department of Defense, comparable agencies in other countries and/or by the original equipment manufacturers (“OEMs”).
Should actual market conditions differ from our estimates, our future results of operations could be materially adversely affected. In the future, we may be required to record write-downs of finished products and materials on-hand as a result of future changes in our sales forecasts. TAT’s backlog of projects under contract is subject to unexpected adjustments, delays in payments and cancellations.
In the future, we may be required to record write-downs of finished products and materials on-hand as a result of future changes in our sales forecasts. 11 TAT’s backlog of projects under contract is subject to unexpected adjustments, delays in payments and cancellations.
Any such disruption in TAT’s operations could adversely affect TAT’s business. Since October 7, 2023, the IDF has called up more than 350,000 of its reserve forces to serve. A significant number of our management and non-management employees are currently subject to military service in the IDF and many of them have been called to serve.
Any such disruption in TAT’s operations could adversely affect TAT’s business. During the war and hostilities in Israel, the IDF has called up hundreds of thousands of its reserve forces to serve. A number of our management and non-management employees are currently subject to military service in the IDF and many of them have been called to serve.
Furthermore, once integrated, acquisitions may not achieve comparable levels of revenues, profitability or productivity as TAT’s existing business or otherwise perform as expected. The occurrence of any of these events could harm TAT’s business, financial condition or results of operations.
Furthermore, once integrated, acquisitions may not achieve comparable levels of revenues, profitability or productivity as TAT’s existing business or otherwise perform as expected. The occurrence of any of these events could harm TAT’s business, financial condition or results of operations. Future acquisitions may require substantial capital resources, which may require TAT to seek additional debt or equity financing.
Sales to the U.S. and Israeli governments accounted for approximately 12.4%, 8.3% and 6.3% of TAT’s revenues on a consolidated basis for the years ended December 31, 2024, 2023 and 2022, respectively.
A portion of the revenues of TAT and its subsidiaries are from contracts with the U.S. and Israeli governments. Sales to the U.S. and Israeli governments accounted for approximately 9.3%, 12.4% and 8.3% of TAT’s revenues on a consolidated basis for the years ended December 31, 2025, 2024 and 2023, respectively.
Moreover, among other reasons, including but not limited to, fraud or absence of due process, or the existence of a judgment which is at variance with another judgment that was given in the same matter or if a suit in the same matter between the same parties was pending before a court or tribunal in Israel, an Israeli court will not enforce a non-Israeli judgment if it was given in a state whose laws do not provide for the enforcement of judgments of Israeli courts (subject to exceptional cases) or if the enforcement is likely to prejudice the sovereignty or security of the State of Israel. 25 As a foreign private issuer whose shares are listed on NASDAQ, we may follow certain home country corporate governance practices instead of certain NASDAQ requirements which may not afford shareholders with the same protections that shareholders of domestic companies have.
Moreover, among other reasons, including but not limited to, fraud or absence of due process, or the existence of a judgment which is at variance with another judgment that was given in the same matter or if a suit in the same matter between the same parties was pending before a court or tribunal in Israel, an Israeli court will not enforce a non-Israeli judgment if it was given in a state whose laws do not provide for the enforcement of judgments of Israeli courts (subject to exceptional cases) or if the enforcement is likely to prejudice the sovereignty or security of the State of Israel.
For example, we compete with the service divisions of large OEMs which are able to derive significant brand recognition from their OEM manufacturing activities. We also compete with the in-house service divisions of large commercial airlines where there is a strong incentive for an airline to fully-utilize the services of its maintenance employees and facilities.
We also compete with the in-house service divisions of large commercial airlines where there is a strong incentive for an airline to fully utilize the services of its maintenance employees and facilities.
Risks Related to Our Business and Our Industry • The aerospace industry is subject to significant regulation and oversight, and TAT and its subsidiaries may incur significant fines, penalties and costs if TAT and its subsidiaries do not comply with these regulations. • TAT competes with a number of established companies in all aspects of TAT’s business, many of which have significantly greater resources or capabilities than TAT. 4 • TAT derives a material share of its revenues from few major customers.
Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the risks faced by us described below and elsewhere in this annual report. 3 Risks Related to Our Business and Our Industry • The aerospace industry is subject to significant regulation and oversight, and TAT and its subsidiaries may incur significant fines, penalties and costs if TAT and its subsidiaries do not comply with these regulations. • TAT competes with a number of established companies in all aspects of TAT’s business, many of which have significantly greater resources or capabilities than TAT. • TAT derives a material share of its revenues from few major customers.
Also, military and defense budget cuts may result in reduced demand for the products and manufacturing services of TAT and its subsidiaries. Smaller budgets could result in reduction in the business revenues of TAT and its subsidiaries. If TAT and its subsidiaries do not receive the governmental approvals necessary for the export of their products, TAT’s revenues may decrease.
Smaller budgets could lead to a reduction in the business revenues of TAT and its subsidiaries. 9 If TAT and its subsidiaries do not receive the governmental approvals necessary for the export of their products, TAT’s revenues may decrease.
As exchange rates between the NIS and the dollar fluctuate continuously, exchange rate fluctuations, particularly larger periodic devaluations, may have an impact on TAT’s profitability and period to period comparisons of TAT’s results.
As exchange rates between the NIS and the dollar fluctuate continuously, exchange rate fluctuations, particularly larger periodic devaluations, may have an impact on TAT’s profitability and period to period comparisons of TAT’s results. Risk Factors Related to Our Ordinary Shares • TAT’s share price has been volatile in the past and may decline in the future.
Strategic partnerships in emerging markets are subject to greater risks than strategic partnerships in more developed markets, including significant political, legal and economic risks and risks related to fluctuations in currencies.
Strategic partnerships in emerging markets are subject to greater risks than strategic partnerships in more developed markets, including significant political, legal and economic risks and risks related to fluctuations in currencies Rapid technological changes may adversely affect the market acceptance of TAT's products.
A state of hostility, varying from time to time in intensity and degree, has led to security and economic challenges for Israel. Major hostilities between Israel and its neighbors may hinder Israel’s international trade and lead to economic downturn. This, in turn, could have a material adverse effect on TAT’s operations and business.
Since its establishment in 1948, Israel and its Arab neighbors have engaged in a number of armed conflicts. A state of hostility, varying from time to time in intensity and degree, has led to security and economic challenges for Israel. Major hostilities between Israel and its neighbors may hinder Israel’s international trade and lead to economic downturn.
TAT and its subsidiaries may have to incur significant additional costs to achieve compliance with new regulations or to reacquire a revoked or suspended license or approval, which could materially reduce profitability.
TAT and its subsidiaries may need to incur significant additional costs to achieve compliance with new regulations or to reacquire a revoked or suspended license or approval, which could materially reduce profitability. TAT competes with a number of established companies in all aspects of TAT’s business, many of which have significantly greater resources or capabilities than TAT.
TAT may engage in future acquisitions that could dilute TAT’s shareholders’ equity and harm TAT’s business, results of operations and financial condition. TAT has pursued, and will continue to pursue, growth opportunities through organic growth as well as acquisition of businesses, products and technologies. TAT is unable to predict whether or when any prospective acquisition will be completed.
TAT has pursued, and will continue to pursue, growth opportunities through organic growth as well as the acquisition of businesses, products and technologies. TAT is unable to predict whether or when any prospective acquisition will be completed.
These events may be intertwined with wider macroeconomic indications of a deterioration of Israel’s economic standing, that may involve an additional downgrade in Israel’s credit rating by rating agencies (such as the downgrade by Moody’s of its credit rating of Israel from A1 to A2, as well as the downgrade of its outlook rating from “stable” to “negative”), which may have a material adverse effect on our company and its ability to effectively conduct its operations. 23 Finally, prior to October 2023, the current elected government in Israel was pursuing extensive reforms to Israel's judicial system and has recently renewed its efforts to effect such changes.
These events may be intertwined with wider macroeconomic indications of a deterioration of Israel’s economic standing, that may involve an additional downgrade in Israel’s credit rating by rating agencies (such as the downgrade of the credit rating of Israel by Moody’s, S&P and Fitch), which may have a material adverse effect on our company and its ability to effectively conduct its operations.
In all countries in which we operate, wage and benefit inflation, whether driven by competition for talent, or ordinary course pay increases and other inflationary pressure, may increase our cost of providing services and reduce our profitability Decreases in the availability of supplies, increases in the cost of supplies, and delivery issues have caused shortages and delays, as well as increased costs for the procurement of raw materials, components and other supplies required for our performance.
In all countries in which we operate, wage and benefit inflation, whether driven by competition for talent or ordinary course pay increases and other inflationary pressures, may increase our cost of providing services and reduce our profitability.
As a foreign private issuer whose shares are listed on the NASDAQ Capital Market, we are permitted to follow certain home country corporate governance practices instead of certain requirements of The NASDAQ Marketplace Rules.
As a foreign private issuer whose shares are listed on the NASDAQ Global Market, we are permitted to follow certain home country corporate governance practices instead of certain requirements of certain provisions of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are applicable to U.S domestic public companies.
Unless we develop new offerings or enhance our existing offerings, we may be susceptible to loss of market share resulting from the introduction of new or enhanced offerings by competitors. 12 TAT may face significant risks in the management of its inventory, while failure to effectively manage its inventory levels may result in supply imbalances that could harm its business We maintain an inventory of exchangeable units of heat transfer solutions, aviation accessories, aviation components, APUs, landing gears, engine blades and coating materials and other spare parts related to our products and services in various locations, including with third party logistics providers.
Unless we develop new offerings or enhance our existing offerings, we may be susceptible to loss of market share resulting from the introduction of new or enhanced offerings by competitors. TAT may face significant risks in the management of its inventory, while failure to effectively manage its inventory levels may result in supply imbalances that could harm its business.
Certain financial, legal and commercial organizations and entities have claimed that such changes, if adopted, could adversely affect the macroeconomic condition in which we operate.
Finally, the current elected government in Israel is pursuing extensive reforms to Israel's judicial system and has recently renewed its efforts to effect such changes. Certain financial, legal and commercial organizations and entities have claimed that such changes, if adopted, could adversely affect the macroeconomic condition in which we operate.
Accordingly, TAT and its subsidiaries may encounter significant difficulties in connection with the sale of their products in international markets.
Accordingly, TAT and its subsidiaries may encounter significant difficulties in connection with the sale of their products in international markets. 12 TAT may engage in future acquisitions that could dilute TAT’s shareholders’ equity and harm TAT’s business, results of operations and financial condition.
The adoption of new laws and regulations, stricter enforcement of existing laws and regulations, discovery of previously unknown contamination or the imposition of new cleanup requirements could require TAT to incur costs and become subject to new or increased liabilities that could increase TAT’s operating costs and adversely affect the manner in which we conduct our business. 18 Under certain environmental laws, liability associated with an investigation or remediation of hazardous substances can arise from a broad range of properties, including properties currently or formerly operated by TAT or any of its predecessors, as well as properties to which TAT sent hazardous substances or wastes for treatment, storage, or disposal.
The adoption of new laws and regulations, stricter enforcement of existing laws and regulations, discovery of previously unknown contamination or the imposition of new cleanup requirements could require TAT to incur costs and become subject to new or increased liabilities that could increase TAT’s operating costs and adversely affect the manner in which we conduct our business.
TAT’s major customers may not maintain the same volume of business with TAT in the future.
TAT’s major customers may not maintain the same volume of business with TAT in the future. If TAT loses any of these customers or they reduce the amount of business they do with TAT, TAT’s revenues may be seriously affected.
Risks Relating to Our Location in Israel Because TAT has significant operations in Israel, TAT may be subject to political, economic and other conditions affecting Israel (including the ongoing war and hostilities with Hamas, Hezbollah, the Houthi Movement and Iran) that could increase TAT’s operating expenses and disrupt TAT’s business TAT is incorporated under the laws of the State of Israel.
Securities litigation could result in substantial costs and divert management’s attention and resources both of which could have a material adverse effect on TAT’s business and results of operations. 18 Risks Relating to Our Location in Israel Because TAT is incorporated under the laws of the Israel and has significant operations in Israel, TAT may be subject to political, economic and other conditions affecting Israel (including the war and hostilities in Israel) that could materially affect our business.
With respect to masking materials, TAT's major competitors are APV Coatings, Praxair, Saint-Gobain and others. 8 Competition in the MRO market is based on turn-around-time, price, capacity, quality, engineering solutions, and breadth of services. A number of our competitors have inherent competitive advantages.
Competition in the MRO market is based on turn-around time, price, capacity, quality, engineering solutions, and breadth of services. A number of our competitors have inherent competitive advantages. For example, we compete with the service divisions of large OEMs which are able to derive significant brand recognition from their OEM manufacturing activities.
Because Israeli corporate law has undergone extensive revision in recent years, there is relatively little case law available to assist in understanding the implications of these provisions that govern shareholder behavior. 24 Israeli law may delay, prevent or make difficult an acquisition of TAT, which could prevent a change of control and, therefore, depresses the price of TAT’s shares.
However, Israeli law currently does not define the substance of this duty of fairness. Because Israeli corporate law has undergone extensive revision in recent years, there is relatively little case law available to assist in understanding the implications of these provisions that govern shareholder behavior.
TAT’s executive offices, its research and development facilities and manufacturing plant are also located in Israel. As a result, political, economic and military conditions affecting Israel directly influence TAT.
TAT is incorporated under the laws of the State of Israel and has executive offices and a manufacturing plant that are also located in Israel. As a result, political, economic and military conditions in Israel and the surrounding region may directly affect our business and operations.
Removed
Risk Factors Related to Our Ordinary Shares • TAT’s share price has been volatile in the past and may decline in the future. • Substantial future sales of TAT’s ordinary shares by TAT’s principal shareholders may depress TAT’s share price.
Added
Also, military and defense budget cuts may result in reduced demand for the products and manufacturing services of TAT and its subsidiaries.
Removed
The aerospace industry is subject to significant regulation and oversight, and TAT and its subsidiaries may incur significant fines, penalties and costs if TAT and its subsidiaries do not comply with these regulations. The aerospace industry is highly regulated in the United States and elsewhere.
Added
Decreases in the availability of supplies, increases in the cost of supplies, and delivery issues have caused shortages and delays, as well as increased costs for the procurement of raw materials, components, and other supplies required for our performance.
Removed
TAT’s major competitors in the area of MRO services for aviation components, landing gears and APUs, are the service divisions of OEMs, the in-house maintenance services of various commercial airlines and other independent service providers, including Standard Aero Group Inc., Aerotech International Inc., Honeywell International, AAR Corp., Safran, Liebherr, Turbine Aero, Hawker Pacific and APRO.
Added
We maintain an inventory of exchangeable units of heat transfer solutions, aviation accessories, aviation components, APUs, landing gear, engine blades and coating materials and other spare parts related to our products and services in various locations, including with third party logistics providers.
Removed
If TAT loses any of these customers or they reduce the amount of business they do with TAT, TAT’s revenues may be seriously affected. 9 A part of the revenues of TAT and its subsidiaries are from contracts with the U.S. and Israeli governments and are subject to special risks.
Added
Should actual market conditions differ from our estimates, our future results of operations could be materially adversely affected.
Removed
As a result of the Russia’s invasion to the Ukraine, governments of the United States, EU, Japan and other jurisdictions have announced the imposition of sanctions on specific industry sectors and entities in Russia and certain affected regions, as well as enhanced export controls on certain products and industries.
Added
Under certain environmental laws, liability associated with an investigation or remediation of hazardous substances can arise from a broad range of properties, including properties currently or formerly operated by TAT or any of its predecessors, as well as properties to which TAT sent hazardous substances or wastes for treatment, storage, or disposal.
Removed
Due to such sanctions, our subsidiary Limco, has ceased selling its products to customers in Russia. Although our business in Russia is limited in scope, these restrictions may lead to a reduction of our sales and adversely impact our financial results.
Added
This, in turn, could have a material adverse effect on TAT’s operations and business.
Removed
As a result of Russia’s invasion to the Ukraine, governments in the United States, EU, Japan and other jurisdictions have announced the imposition of sanctions on specific industry sectors and entities in Russia and certain affected regions, as well as enhanced export controls on certain products and industries.
Added
On February 28, 2026, Israel and the United States launched a joint attack on Iran, targeting key officials, military commanders and facilities, resulting in the death of Iran’s Supreme Leader and other key officials and military commanders.
Removed
Due to such sanctions, during 2024, 2023 and 2022 our joint venture in Russia ceased to purchase heat-exchange cores from Limco, our US subsidiary, and therefore the joint venture had to materially limit the extent of the MRO services it provides to its customers. 15 Rapid technological changes may adversely affect the market acceptance of TAT's products.

… 12 more changes not shown on this page.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

106 edited+19 added−25 removed103 unchanged
The company, TAT-Engineering LLC, is based in Novosibirsk’s Tolmachevo airport and is provides services of minor repair, overhaul and recore for heat transfer components in Russia and the CIS.
The company, TAT-Engineering LLC, is based in Novosibirsk’s Tolmachevo airport and provides services of minor repair, overhaul and recore for heat transfer components in Russia and the CIS.
Further, Turbochrome’s competitors may have additional competitive advantages, such as: • The ability to adapt faster to changes in customer requirements and industry conditions or trends; • Better name recognition; • Ability to bundle jet engine and other aircraft components; • Stronger relationships with customers, OEMs and suppliers; • Lower cost structure; • Regional support near customers’ location; • Access to greater marketing resources; • Access to superior technology; • Greater access to capital; and • Greater resources which allow for better turnaround time Competitive Strengths We believe that TAT’s success can be attributed to several critical factors, including the following: • Engaging in Pro-active Account Management efforts to preserve its customer base in existing projects, while working to broaden and increase its involvement with such clients. 52 • Conducting marketing activities aimed at penetrating new geographical markets and winning new customers, while taking advantage of the unique knowledge and expertise that TAT and its subsidiaries have gained in various areas. • Entering into additional related operating segments that will enable TAT and its subsidiaries to fulfill their growth potential. • Providing customers with the best value, including competitive prices, by tailoring comprehensive service packages that combine the design and planning of an OEM component, the manufacture of such component, and the provision of maintenance services. • Extending MRO capabilities in order to establish a ‘one-stop-shop’ center for comprehensive MRO services for the types of aircraft Limco and/or Piedmont and/or Turbochrome target. • Enhancing our engineering capabilities in order to support customer needs related to new projects and in order to certify MRO services that differ from processes previously approved by the FAA, EASA or other regulatory authorities.
Further, Turbochrome’s competitors may have additional competitive advantages, such as: • Ability to adapt faster to changes in customer requirements and industry conditions or trends; • Better name recognition; • Ability to bundle jet engine and other aircraft components; • Stronger relationships with customers, OEMs and suppliers; • Lower cost structure; • Regional support near customers’ location; • Access to greater marketing resources; • Access to superior technology; • Greater access to capital; and • Greater resources which allow for better turnaround time 42 Competitive Strengths We believe that TAT’s success can be attributed to several critical factors, including the following: • Engaging in pro-active account management efforts to preserve its customer base in existing projects, while working to broaden and increase its involvement with such clients. • Conducting marketing activities aimed at penetrating new geographical markets and winning new customers, while taking advantage of the unique knowledge and expertise that TAT and its subsidiaries have gained in various areas. • Entering into additional related operating segments that will enable TAT and its subsidiaries to fulfill their growth potential. • Providing customers with the best value, including competitive prices, by tailoring comprehensive service packages that combine the design and planning of an OEM component, the manufacture of such component, and the provision of maintenance services. • Extending MRO capabilities in order to establish a ‘one-stop-shop’ center for comprehensive MRO services for the types of aircraft Limco and/or Piedmont and/or Turbochrome target. • Enhancing our engineering capabilities in order to support customer needs related to new projects and in order to certify MRO services that differ from processes previously approved by the FAA, EASA or other regulatory authorities.
Domestic and international airlines and air cargo carriers Air France-KLM, Lufthansa, FedEx, UPS, American Airlines, Delta Airlines, United Airlines, Air Canada Jazz, Republic Airways, DHL, Austrian Airlines, TAM, Thai, Korean Air, Air India, Swiftair, Allegiant Air, Empire Airlines, Mountain Air Cargo, Alliance Airlines, Maintenance service centers Fokker, Honeywell International, Kellstrom Commercial, Aero Kool, Lufthansa Technik, RTX through Collins, SR Technics, Embraer, Turkish Technic, Delta Tech Ops, ST Aerospace Engineering, , Gulfstream, IAI, Haeco Americas , Air New-Zeeland, AAR.
Domestic and international airlines and air cargo carriers Air France-KLM, Lufthansa, FedEx, UPS, American Airlines, Delta Airlines, United Airlines, Air Canada Jazz, Republic Airways, DHL, Austrian Airlines, TAM, Thai, Korean Air, Air India, Swiftair, Allegiant Air, Empire Airlines, Mountain Air Cargo, Alliance Airlines, Maintenance service centers Fokker, Honeywell International, Kellstrom Commercial, Aero Kool, Lufthansa Technik, RTX through Collins, SR Technics, Turkish Technic, Delta Tech Ops, ST Aerospace Engineering, , Gulfstream, IAI, Haeco Americas , Air New-Zeeland, AAR.
As previously mentioned, the demand for MRO services is driven by the size and age of the aircraft fleet, aircraft utilization and regulations by the FAA and other governmental authorities. 41 Due to increased maintenance costs of their aging fleets many carriers are seeking ways to reduce costs, minimize down-time, increase aircraft reliability and extend time between overhauls.
As previously mentioned, the demand for MRO services is driven by the size and age of the aircraft fleet, aircraft utilization and regulations by the FAA and other governmental authorities. Due to increased maintenance costs of their aging fleets many carriers are seeking ways to reduce costs, minimize down-time, increase aircraft reliability and extend time between overhauls.
Turbochrome’s quality system complies with ISO 9001 and AS9100, and with EASA part 145, FAA FAR 145 for the civil parts, the Israel Laboratory Accreditation Authority under ISO/IEC 17025:20 and NADCAP for 3 manufacturing procedures. Manufacturing of masking and coating materials Through its Turbochrome facility, TAT manufactures a wide range of masking and coating materials for the aviation industry.
Turbochrome’s quality system complies with ISO 9001 and AS9100, and with EASA part 145, FAA FAR 145 for the civil parts, the Israel Laboratory Accreditation Authority under ISO/IEC 17025:20 and NADCAP for 3 manufacturing procedures. 35 Manufacturing of masking and coating materials Through its Turbochrome facility, TAT manufactures a wide range of masking and coating materials for the aviation industry.
This allows shortening the long and complex approval process, streamlining the design and certification process and reducing costs. • Leveraging operational efficiencies to achieve shorter delivery times and reduce costs. • Investing in new technologies and manufacturing techniques in the heat transfer solutions product line. • Investing in innovations and improvements aimed at enhancing the quality and performance of our existing solutions and services as well as the development of new products in an effort to strengthen our market position and enter into more advanced platforms. 53 Engineering We believe that our engineering capabilities is a strategic core competency and key competitive advantage, which allows us to effectively compete in the market with companies which, in many cases, have better name recognition and greater resources than we do.
This allows shortening the long and complex approval process, streamlining the design and certification process and reducing costs. • Leveraging operational efficiencies to achieve shorter delivery times and reduce costs. • Investing in new technologies and manufacturing techniques in the heat transfer solutions product line. • Investing in innovations and improvements aimed at enhancing the quality and performance of our existing solutions and services as well as the development of new products in an effort to strengthen our market position and enter into more advanced platforms. 43 Engineering We believe that our engineering capabilities is a strategic core competency and key competitive advantage, which allows us to effectively compete in the market with companies which, in many cases, have better name recognition and greater resources than we do.
The U.S. government may deny an export authorization if it determines that a transaction is counter to U.S. policy or national security. Aerospace and Safety Regulations The commercial aerospace industry is subject to extensive regulation by the authorities such as the FAA in the United States, EASA in Europe, and other governmental authorities worldwide.
The U.S. government may deny an export authorization if it determines that a transaction is counter to U.S. policy or national security. 48 Aerospace and Safety Regulations The commercial aerospace industry is subject to extensive regulation by the authorities such as the FAA in the United States, EASA in Europe, and other governmental authorities worldwide.
Additionally, TAT must meet the requirements of its customers, including OEMs and airlines that are subject to FAA regulations and evolving industry standards, by providing these customers with products that comply with the regulatory requirements applicable to commercial flight operations. 58 TAT believes it currently meets or exceeds FAA maintenance standards in its repair and overhaul activities.
Additionally, TAT must meet the requirements of its customers, including OEMs and airlines that are subject to FAA regulations and evolving industry standards, by providing these customers with products that comply with the regulatory requirements applicable to commercial flight operations. TAT believes it currently meets or exceeds FAA maintenance standards in its repair and overhaul activities.
Typically, customers issue purchase orders with the required supply quantity, price, lead times and other related terms. MRO Customers TAT services MRO customers primarily through Limco, Piedmont and Turbochrome, including major U.S. domestic and international airlines, air cargo carriers, maintenance service centers, the U.S. Armed Forces and other air forces from around the world.
Typically, customers issue purchase orders with the required supply quantity, price, lead times and other related terms. 36 MRO Customers TAT services MRO customers primarily through Limco, Piedmont and Turbochrome, including major U.S. domestic and international airlines, air cargo carriers, maintenance service centers, the U.S. Armed Forces and other air forces from around the world.
Limco’s quality systems are ISO9001, AS9110, AS9100 and NADCAP for non-destructive testing, welding and heat treating and FAR 21.303 (the FAA standard for Parts Manufacturer Approval). MRO Services for Aviation Components Through its Piedmont subsidiary, TAT provides MRO services for aviation components, including APUs and landing gear.
Limco’s quality systems are ISO9001, AS9110, AS9100 and NADCAP for non-destructive testing, welding and heat treating and FAR 21.303 (the FAA standard for Parts Manufacturer Approval). 33 MRO Services for Aviation Components Through its Piedmont subsidiary, TAT provides MRO services for aviation components, including APUs and landing gear.
Piedmont is an authorized repair station licensed by Honeywell, the largest manufacturer of APUs, for several of its APU models. 42 Machining, Plating and Grinding, or MPG Services Piedmont has extended its services to include the provision of MPG services, either as supplementary to its traditional MRO services or as stand-alone services.
Piedmont is an authorized repair station licensed by Honeywell, the largest manufacturer of APUs, for several of its APU models. Machining, Plating and Grinding, or MPG Services Piedmont has extended its services to include the provision of MPG services, either as supplementary to its traditional MRO services or as stand-alone services.
Such supply contracts are generally long-term engagements that may have terms of ten years or more. 31 As part of its OEM activities, TAT Israel is also engaged in the design, development and manufacture of complete cooling systems.
Such supply contracts are generally long-term engagements that may have terms of ten years or more. As part of its OEM activities, TAT Israel is also engaged in the design, development and manufacture of complete cooling systems.
The nature of the projects in the commercial and military aviation OEM industry, which are often time consuming and complex, also require long-term supplier relationships and customer loyalty in order to succeed. 47 TAT’s competitors in the global OEM aerospace and defense industries can be divided into two main groups: • Complete system manufacturers that either independently or through subcontractors, design, develop and manufacture complete systems (such as a manufacturer of aircraft hydraulic systems) directly for the platform manufacturer (i.e., for business jets).
The nature of the projects in the commercial and military aviation OEM industry, which are often time consuming and complex, also require long-term supplier relationships and customer loyalty in order to succeed. 38 TAT’s competitors in the global OEM aerospace and defense industries can be divided into two main groups: • Complete system manufacturers that either independently or through subcontractors, design, develop and manufacture complete systems (such as a manufacturer of aircraft hydraulic systems) directly for the platform manufacturer (i.e., for business jets).
Further, Piedmont’s competitors may have additional competitive advantages, such as: • Better name recognition; • Ability to bundle aviation and other aircraft components; • Stronger relationships with customers and suppliers; • Lower cost structure; • Regional support near customers’ location; • Access to greater marketing resources; • Access to superior technology • Greater access to capital; and • Greater resources which allow for better turnaround time. 51 Overhaul and Coating of Jet Engine Components The market for MRO services in which Turbochrome operates is highly competitive.
Further, Piedmont’s competitors may have additional competitive advantages, such as: • Better name recognition; • Ability to bundle aviation and other aircraft components; • Stronger relationships with customers and suppliers; • Lower cost structure; • Regional support near customers’ location; • Access to greater marketing resources; • Access to superior technology • Greater access to capital; and • Greater resources which allow for better turnaround time. 41 Overhaul and Coating of Jet Engine Components The market for MRO services in which Turbochrome operates is highly competitive.
TAT Israel's systems are used globally and are tested under strict standards. MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions MRO Services for Heat Transfer Components Through its Limco subsidiary in the U.S., TAT provides MRO services for heat transfer components.
TAT Israel's systems are used globally and are tested under strict standards. 31 MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions MRO Services for Heat Transfer Components Through its Limco subsidiary in the U.S., TAT provides MRO services for heat transfer components.
These competitors may enjoy competitive advantages over TAT , such as: • The ability to adapt faster to changes in customer requirements and industry conditions or trends; • Greater access to capital; • Stronger relationships with customers and suppliers; • Greater name recognition; • Access to superior technology and greater marketing resources; • Ability to offer complete systems in addition to components; and • The ability to bundle heat transfer solutions and other aircraft components. 49 MRO Services for Heat Transfer Components The market for MRO services in the field of heat transfer components is highly competitive.
These competitors may enjoy competitive advantages over TAT, such as: • Ability to adapt faster to changes in customer requirements and industry conditions or trends; • Greater access to capital; • Stronger relationships with customers and suppliers; • Greater name recognition; • Access to superior technology and greater marketing resources; • Ability to offer complete systems in addition to components; and • Ability to bundle heat transfer solutions and other aircraft components. 39 MRO Services for Heat Transfer Components The market for MRO services in the field of heat transfer components is highly competitive.
TAT Israel's quality system complies with ISO 9001, AS9100, Boeing quality systems approval D6-82479 and FAR 21.303 (the FAA standard for Parts Manufacturer Approval) and NADCAP for non-destructive testing and welding. 37 Heat Transfer Solutions TAT Israel specializes in the design and manufacture of highly efficient, compact and reliable heat transfer solutions that are designed to meet stringent constraints such as size, weight and environmental conditions.
TAT Israel's quality system complies with ISO 9001, AS9100, Boeing quality systems approval D6-82479 and FAR 21.303 (the FAA standard for Parts Manufacturer Approval) and NADCAP for non-destructive testing and welding. 30 Heat Transfer Solutions TAT Israel specializes in the design and manufacture of highly efficient, compact and reliable heat transfer solutions that are designed to meet stringent constraints such as size, weight and environmental conditions.
TAT plans to expand its TAT Israel operations in the OEM segment, among other things, by increasing the scope of work with its existing strategic customers, establishing relationships with new customers, increasing its capabilities in complete systems/subsystems manufacturing, and by targeting strategic territories with high commercial potential. 32 MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions (Limco) Through its Limco subsidiary TAT provides MRO services and OEM services to the aerospace and ground defense industries in the field of heat transfer.
TAT plans to expand its TAT Israel operations in the OEM segment, among other things, by increasing the scope of work with its existing strategic customers, establishing relationships with new customers, increasing its capabilities in complete systems/subsystems manufacturing, and by targeting strategic territories with high commercial potential. 26 MRO Services for Heat Transfer Components and OEM of Heat Transfer Solutions (Limco) Through its Limco subsidiary TAT provides MRO services and OEM services to the aerospace and ground defense industries in the field of heat transfer.
By staying ahead of technological advancements and embracing a proactive, collaborative approach, TAT strengthens its leadership in the dynamic aerospace market, delivering superior value and innovation for customers worldwide. 56 Source and Availability of Raw Materials and Spare Parts TAT and its subsidiaries acquire most of the components for the manufacture of their products and provision of their services from a limited number of suppliers and subcontractors, the majority located in Israel and the United States.
By staying ahead of technological advancements and embracing a proactive, collaborative approach, TAT strengthens its leadership in the dynamic aerospace market, delivering superior value and innovation for customers worldwide. 46 Source and Availability of Raw Materials and Spare Parts TAT and its subsidiaries acquire most of the components for the manufacture of their products and provision of their services from a limited number of suppliers and subcontractors, the majority located in Israel and the United States.
TAT has implemented security procedures that it believes adequately satisfies the requirements of its current government contracts. 46 Backlog and Long-Term Agreements Our backlog includes the following: (i) actual purchase orders, and (ii) the estimated sales we expect to generate from long-term agreements during the life of the contract or 10 years the lower of the two, for which we do not have actual purchase orders.
TAT has implemented security procedures that it believes adequately satisfies the requirements of its current government contracts. 37 Backlog and Long-Term Agreements Our backlog includes the following: (i) actual purchase orders, and (ii) the estimated sales we expect to generate from long-term agreements during the life of the contract or 10 years the lower of the two, for which we do not have actual purchase orders.
Re-manufactured units carry warranties which are often equal or better than those provided to new units. 40 OEM Authorizations and Licenses Limco believes that establishing and maintaining relationships with OEMs of aircraft systems and components is an important factor in achieving sustainable success as an independent MRO service provider.
Re-manufactured units carry warranties which are often equal or better than those provided to new units. 32 OEM Authorizations and Licenses Limco believes that establishing and maintaining relationships with OEMs of aircraft systems and components is an important factor in achieving sustainable success as an independent MRO service provider.
On March 11, 2015, Piedmont sold 237,932 shares of Class B common stock of FAvS representing 23.18% of FAvS' share capital and its entire holdings in FAvS’ Series A preferred stock for an insignificant amount. As of December 31, 2024, TAT owns less than 5% of FAvS’ issued and outstanding share capital.
On March 11, 2015, Piedmont sold 237,932 shares of Class B common stock of FAvS representing 23.18% of FAvS' share capital and its entire holdings in FAvS’ Series A preferred stock for an insignificant amount. As of December 31, 2025, TAT owns less than 5% of FAvS’ issued and outstanding share capital.
TAT plans to expand its Piedmont operations in the MRO segment by using Piedmont’s experience and reputation to develop MRO capabilities for additional types of APU and landing gears applications as well as other aircraft systems/components with significant commercial potential and by offering additional supplementary services such as MPG.
TAT plans to expand its Piedmont operations in the MRO segment by using Piedmont’s experience and reputation to develop MRO capabilities for additional types of APU and landing gear applications as well as other aircraft systems/components with significant commercial potential and by offering additional supplementary services such as MPG.
Further, Limco’s competitors may have additional competitive advantages, such as: • Ability to bundle heat transfer and other aircraft components; • Access to greater marketing resources; • Access to superior technology; and • Greater resources which allow for better turnaround time. 50 MRO Services for Aviation Components The market for MRO services in which Piedmont operates is highly competitive.
Further, Limco’s competitors may have additional competitive advantages, such as: • Ability to bundle heat transfer and other aircraft components; • Access to greater marketing resources; • Access to superior technology; and • Greater resources which allow for better turnaround time. 40 MRO Services for Aviation Components The market for MRO services in which Piedmont operates is highly competitive.
Our customers include commercial manufacturers of military equipment, commercial airlines, aircraft manufacturers, military forces, the defense industry, and other manufacturers of electronic systems, aviation units and machinery in the United States, Europe, CIS, Asia, Latin America and Israel. During 2024, TAT had revenues generated by more than 500 customers worldwide.
Our customers include commercial manufacturers of military equipment, commercial airlines, aircraft manufacturers, military forces, the defense industry, and other manufacturers of electronic systems, aviation units and machinery in the United States, Europe, CIS, Asia, Latin America and Israel. During 2025, TAT had revenues generated by more than 500 customers worldwide.
TAT Israel's also provides limited MRO services to military customers, mainly for aviation accessories as well as for certain heat transfer solutions. TAT Israel's currently overhauls emergency power units, hydrazine tanks, jet fuel starters, cooling turbines and various valves for the F-16 fighter aircraft.
TAT Israel's also provides limited MRO services to military customers, mainly for aviation accessories as well as for certain heat transfer solutions. TAT Israel overhauls emergency power units, hydrazine tanks, jet fuel starters, cooling turbines and various valves for the F-16 fighter aircraft.
While governments reserve the right to conduct further audits, audits conducted for periods through fiscal year 2023 and 2024 have resulted in no material cost recovery disallowances for TAT. TAT’s eligibility to perform under its government contracts requires us to maintain adequate security measures.
While governments reserve the right to conduct further audits, audits conducted for periods through fiscal year 2024 and 2025 have resulted in no material cost recovery disallowances for TAT. TAT’s eligibility to perform under its government contracts requires us to maintain adequate security measures.
TAT plans to expand its Limco operations, among other things, by developing OEM and MRO capabilities for additional types of heat transfer products with significant commercial potential. 33 MRO Services for Aviation Components (Piedmont) Through its subsidiary Piedmont, TAT provides MRO services for aviation components to the aerospace industry.
TAT plans to expand its Limco operations, among other things, by developing OEM and MRO capabilities for additional types of heat transfer products with significant commercial potential. 27 MRO Services for Aviation Components (Piedmont) Through its subsidiary Piedmont, TAT provides MRO services for aviation components to the aerospace industry.
Piedmont’s FAA- and EASA-certified repair station provides aircraft component MRO services for commercial airlines, business jets, air cargo carriers, maintenance service providers as well as governments and military forces worldwide. Piedmont specializes in MRO services for aircraft components, including APUs, landing gears and MPG.
Piedmont’s FAA- and EASA-certified repair station provides aircraft component MRO services for commercial airlines, business jets, air cargo carriers, maintenance service providers as well as governments and military forces worldwide. Piedmont specializes in MRO services for aircraft components, including APUs, landing gear and MPG.
Item 4. Information on the Company History and Development of TAT A. Business Overview TAT was incorporated under the laws of the State of Israel in April 1985 under the name Galaxy Graphics Ltd. TAT underwent several name changes, becoming Galagraph Ltd. in August 1986 and TAT Technologies Ltd. in May 1992.
Item 4. Information on the Company A. History and Development of TAT TAT was incorporated under the laws of the State of Israel in April 1985 under the name Galaxy Graphics Ltd. TAT underwent several name changes, becoming Galagraph Ltd. in August 1986 and TAT Technologies Ltd. in May 1992.
According to the joint venture agreement, TAT owns 51% of TAT-Engineering's shares and the remaining 49% are held by Engineering. 28 In 2020 and 2021, TAT (through Piedmont) signed multiple strategic contracts with the Fortune 100 multinational aerospace company Honeywell.
According to the joint venture agreement, TAT owns 51% of TAT-Engineering's shares and the remaining 49% are held by Engineering. 23 In 2020 and 2021, TAT (through Piedmont) signed multiple strategic contracts with the Fortune 100 multinational aerospace company Honeywell.
The lease on building #5 expires on March 31, 2025 The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The rent for building #5 is $4,100 per month plus the annual percentage increase in the CPI-W. The lease on building #6 expires on March 31, 2032.
The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The based rent for building #5 is $4,100 per month plus the annual percentage increase in the CPI-W. The lease on building #6 expires on March 31, 2032.
We believe that an aging military fleet and the increased use of upgrade programs aimed at extending the useful life of aircrafts will provide continued MRO growth opportunities. Piedmont specializes in the repair and overhaul of APUs and landing gears.
We believe that an aging military fleet and the increased use of upgrade programs aimed at extending the useful life of aircrafts will provide continued MRO growth opportunities. Piedmont specializes in the repair and overhaul of APUs and landing gear.
Business Overview TAT Technologies Ltd. is a leading provider of solutions and services to the commercial and military aerospace and ground defense industries focused mainly on three product areas and services: Thermal Management, Power and Actuation and Maintenance, Repair and Overhaul.
Business Overview TAT is a leading provider of solutions and services to the commercial and military aerospace and ground defense industries focused mainly on three product areas and services: Thermal Management, Power and Actuation and Maintenance, Repair and Overhaul.
These service centers can be either the in-house maintenance services of commercial airlines or other independent service providers, such as TAT Israel and TAT Limco. For heat transfer MRO services, TAT’s major competitors are AAR Corp, Honeywell, Drake Air – Ametek, Liebherr-Aerospace, American Cooler Service, Collins Aerospace Malaysia, Lufthansa Technik, Parker Hannifinand others.
These service centers can be either the in-house maintenance services of commercial airlines or other independent service providers, such as TAT Israel and Limco. For heat transfer MRO services, TAT’s major competitors are AAR Corp, Honeywell, Drake Air – Ametek, Liebherr-Aerospace, American Cooler Service, Collins Aerospace Malaysia, Lufthansa Technik and Parker Hannifin.
In addition to its MRO services, Limco is an OEM of heat transfer solutions for aircraft and system manufacturers and other selected related products. In 2005, Limco acquired Piedmont, a company located in Greensboro, North Carolina, AND certified by the FAA to perform MRO services of APUs and landing gears.
In addition to its MRO services, Limco is an OEM of heat transfer solutions for aircraft and system manufacturers and other selected related products. 22 In 2005, Limco acquired Piedmont, a company located in Greensboro, North Carolina, and certified by the FAA to perform MRO services of APUs and landing gear.
TAT operates under four business unit: (i) OEM of heat transfer solutions and aviation accessories through its Kiryat Gat facility (TAT Israel); (ii) MRO services for heat transfer components and OEM of heat transfer solutions through its Limco subsidiary; (iii) MRO services for aviation components through its Piedmont subsidiary; and (iv) overhaul and coating of jet engine components through its Turbochrome subsidiary.
TAT operates under four business unit: (i) OEM of heat transfer solutions and aviation accessories through its Kiryat Gat facility (TAT Israel); (ii) MRO services for heat transfer components and OEM of heat transfer solutions through its Limco subsidiary; (iii) MRO services for aviation components through its Piedmont subsidiary (mainly APU and LG); and (iv) overhaul and coating of jet engine components through its Turbochrome subsidiary.
Since August 2005 TAT’s shares have been traded also on the TASE. 27 In 1993, TAT acquired Limco Airepair, Inc. (“Limco”), which is located in Tulsa, Oklahoma. Limco’s FAA-certified repair station provides MRO services for airlines, air cargo carriers, maintenance service centers and the military, especially for heat transfer components.
Since August 2005 TAT’s shares have been traded also on the TASE. In 1993, TAT acquired Limco, which is located in Tulsa, Oklahoma. Limco’s FAA-certified repair station provides MRO services for airlines, air cargo carriers, maintenance service centers and the military, especially for heat transfer components.
Piedmont’s FAA-certified repair station provides MRO services for airlines, air cargo carriers, maintenance service centers and the military, especially for landing gears and APUs.
Piedmont’s FAA-certified repair station provides MRO services for airlines, air cargo carriers, maintenance service centers and the military, especially for landing gear and APUs.
Product and Service Warranties TAT provides warranties for its products and services ranging from one to three years, depending on the nature of the specific product. To date, TAT’s warranty costs have not been substantial. As of December 31, 2024, the combined warranty reserve for TAT was $0.3 million.
Product and Service Warranties TAT provides warranties for its products and services ranging from one to three years, depending on the nature of the specific product. To date, TAT’s warranty costs have not been substantial. As of December 31, 2025, the combined warranty reserve for TAT was $0.4 million.
TAT is a public limited liability company under the Israeli Companies Law 1999-5759, (“Israeli Companies Law”), and operates under this law and associated legislation. TAT’s registered offices and principal place of business are located at 5 Hamelacha St., Netanya 4250540 Israel, and its telephone number is +972-8-862-8500. TAT’s website is www.tat-technologies.com .
TAT is a public limited liability company under the Israeli Companies Law 1999-5759, (“Israeli Companies Law”), and operates under this law and associated legislation. TAT’s registered offices in Israel are located at 5 Hamelacha St., Netanya 4250540 Israel, and its telephone number is +972-8-862-8500. TAT’s website is www.tat-technologies.com.
TAT’s activities in the area of OEM of heat transfer solutions and aviation accessories through TAT Israel primarily include the design, development and manufacture of (i) a broad range of heat transfer solutions, such as pre-coolers heat exchangers and oil/fuel hydraulic heat exchangers, used in mechanical and electronic systems on board commercial, military and business aircraft; (ii) environmental control and power electronics cooling systems installed on board aircraft and ground applications; and (iii) a variety of other mechanical aircraft accessories and systems such as pumps, valves, and turbine power units. 30 TAT’s activities in the area of MRO and OEM of heat transfer solutions include the MRO of heat transfer components and to a lesser extent, the manufacturing of certain heat transfer solutions.
TAT’s activities in the area of OEM of heat transfer solutions and aviation accessories through TAT Israel primarily include the design, development and manufacture of (i) a broad range of heat transfer solutions, such as pre-coolers heat exchangers and oil/fuel hydraulic heat exchangers, used in mechanical and electronic systems on board commercial, military and business aircraft; (ii) environmental control and power electronics cooling systems installed on board aircraft and ground applications; and (iii) a variety of other mechanical aircraft accessories and systems such as pumps, valves, and turbine power units.
In 2024 and 2023, the rental expense for this property was $200 and $200 thousand, respectively. 60 Limco owns and operates a 55,000 square feet manufacturing plant in Tulsa, Oklahoma which has historically supported all its business, including its aftermarket heat transfer component repair station. This facility also has housed Limco’s administration, engineering, quality control and support services.
In 2025 the rental expense for this property was $200,000. 50 Limco Facilities Limco owns and operates a 55,000 square feet manufacturing plant in Tulsa, Oklahoma which has historically supported all its business, including its aftermarket heat transfer component repair station. This facility also has housed Limco’s administration, engineering, quality control and support services.
Aviation Flow Control Accessories TAT Israel is also engaged in the design, development, manufacture and MRO services for aviation flow control accessories. These accessories include components such as valves and pumps. Cooling and Air Conditioning Systems TAT Israel is also engaged in the design, development and manufacture of complete environmental control systems and cooling systems.
These accessories include components such as valves and pumps. Cooling and Air Conditioning Systems TAT Israel is also engaged in the design, development and manufacture of complete environmental control systems and cooling systems.
TAT’s Limco subsidiary operates an FAA-certified repair station, which provides heat transfer MRO services for airlines, air cargo carriers, maintenance service centers and the military. TAT’s activities in the area of MRO services for aviation components include the MRO of APUs, landing gears and other aircraft components.
TAT’s activities in the area of MRO services for aviation components include the MRO of APUs, landing gear and other aircraft components. TAT’s Piedmont subsidiary operates an FAA-certified repair station, which provides aircraft component MRO services for airlines, air cargo carriers, maintenance service centers and the military.
Landing gears are the structure that support an aircraft on the ground and allow it to taxi, takeoff and land. Piedmont performs MRO services at its repair station in Greensboro, North Carolina, which is licensed by the FAA and EASA.
Landing gear is the structure that supports an aircraft on the ground and allows it to taxi, takeoff and land. Piedmont performs MRO services at its repair station in Greensboro, North Carolina, which is licensed by the FAA and EASA.
The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The rent for building #6 is $9,364 per month plus the annual percentage increase in the CPI-W. In 2024, 2023 and 2022, the rental expense for this property was $247 thousand, $253 thousand and $271 thousand, respectively.
The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The based rent for building #6 is $9,364 per month plus the annual percentage increase in the CPI-W. In 2025, 2024 and 2023, the rental expense for these properties was $353 thousand, $247 thousand and $253 thousand, respectively.
The entity was established in January 2016 and is currently operating under FAA certifications and obtained FAA high-level repair approvals. Current efforts are focused on marketing initiatives targeting the major Russian and CIS airlines and maintenance stations.
The company, TAT-Engineering LLC, is based in Novosibirsk’s Tolmachevo airport. The entity was established in January 2016 and is currently operating under FAA certifications and obtained FAA high-level repair approvals. Current efforts are focused on marketing initiatives targeting the major Russian and CIS airlines and maintenance stations.
As of December 31, 2024, our backlog included: (i) outstanding purchase orders representing an aggregate amount of $42 million, and (ii) sales that we expect to generate from long-term agreements (the longest of which is until 2035) for which we have not yet received actual purchase orders in an aggregate amount of $429 million.
As of December 31, 2025, our backlog included: (i) outstanding purchase orders representing an aggregate amount of $86 million, and (ii) sales that we expect to generate from long-term agreements (the longest of which is until 2035) for which we have not yet received actual purchase orders in an aggregate amount of $464 million totaling to a value of $550 million of long-term agreements and orders.
The lease on building #4 expires on March 31, 2029. The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The rent for building #4 is $2,800 per month plus the annual percentage increase in the CPI-W.
The lessee or lessor may terminate the lease by giving the lessee or lessor 6 months advance written notice. The based rent for building #4 is $3,500 per month plus the annual percentage increase in the CPI-W. The lease on building #5 expires on March 31, 2030.
Although TAT seeks to maintain its operations and facilities in compliance with applicable environmental laws, there can be no assurance that violations do not exist or that future change to such laws, regulations or their interpretations will not require TAT to make significant additional expenditures to ensure compliance.
Although TAT seeks to maintain its operations and facilities in compliance with applicable environmental laws, there can be no assurance that violations do not exist or that future change to such laws, regulations or their interpretations will not require TAT to make significant additional expenditures to ensure compliance. 49 Legal Proceedings We are currently not a party to any material legal proceedings.
The information on TAT’S website, or that can be accessed through the website, is not incorporated by reference into this annual report. The Company’s agent for service of process in the United States is the Company’s subsidiary, Limco-Piedmont, Inc., 5304 S. Lawton Avenue, Tulsa, Oklahoma 74107.
The information on TAT’S website, or that can be accessed through the website, is not incorporated by reference into this annual report. The Company’s agent for service of process in the United States is the Company’s subsidiary, Limco-Piedmont, Inc., with offices located at 5304 S.
Key features include: • High-fidelity heat exchanger testing platforms capable of simulating real-world thermal conditions, including dynamic temperature, pressure, and multi-phase flow. • Integrated predictive modeling and simulation tools to accelerate the design and validation process. • Real-time data acquisition and performance measurement systems for precise evaluation of thermal efficiency and reliability. 55 • Scalable platforms for testing traditional and advanced technologies, including next-generation 3D-printed heat exchangers and custom thermal solutions.
Key features include: • High-fidelity heat exchanger testing platforms capable of simulating real-world thermal conditions, including dynamic temperature, pressure, and multi-phase flow. • Integrated predictive modeling and simulation tools to accelerate the design and validation process. • Real-time data acquisition and performance measurement systems for precise evaluation of thermal efficiency and reliability. • Scalable platforms for testing traditional and advanced technologies, including next-generation 3D-printed heat exchangers and custom thermal solutions. 45 Commitment to Innovation through Collaboration TAT’s strategic approach underscores the dynamic nature of customer requirements and the ever-changing competitive landscape.
However, due to sanctions imposed by the United States, EU, Japan and other jurisdictions on certain industry sectors and entities in Russia and certain impacted regions, as well as enhanced export controls on certain products and industries, during the years of 2022, 2023 and 2024, our joint venture in Russia ceased to purchase heat-exchange cores from Limco, our US subsidiary, and therefore the joint venture had to materially limit the extent of the MRO services it provides to its customers.
However, due to sanctions imposed by the United States, EU, Japan and other jurisdictions on certain industry sectors and entities in Russia and certain impacted regions, as well as enhanced export controls on certain products and industries, during the years of 2023, 2024 and 2025, our joint venture in Russia ceased to purchase heat-exchange cores from Limco, our US subsidiary, and therefore the joint venture had to materially limit the extent of the MRO services it provides to its customers. 29 Business Strategy TAT aims to be the trusted partner to its strategic customers, delivering differentiated products and services in selected, high barrier-to-entry, markets.
Turbochrome’s business opportunity usually begins upon the conclusion of the warranty period for these components. Turbochrome offers its customers DER (Designated Engineering Representatives) and DOA (Design Organization Approval) repairs approved by the FAA and EASA.
Turbochrome’s business opportunity usually begins upon the conclusion of the warranty period for these components. Turbochrome offers its customers DER (Designated Engineering Representatives) and DOA (Design Organization Approval) repairs approved by the FAA and EASA. Turbochrome’s customers include U.S. domestic and international airlines, maintenance service centers and the military.
Turbochrome’s business opportunity usually begins upon the conclusion of the warranty period for these components. Turbochrome’s customers include domestic and international airlines, maintenance service centers and the military. Turbochrome also specializes in the manufacturing of coating powders (for pack cementation aluminide coatings) and masking materials (for the prevention of coating in defined areas) used in the aviation industry.
Turbochrome’s customers include domestic and international airlines, maintenance service centers and the military. Turbochrome also specializes in the manufacturing of coating powders (for pack cementation aluminide coatings) and masking materials (for the prevention of coating in defined areas) used in the aviation industry. Turbochrome provides these materials to OEMs and to maintenance service centers.
Piedmont believes that service providers that have OEM authorizations and licenses gain a competitive advantage as they typically receive discounts on parts, technical information, OEM warranty support and use of the OEM name in marketing.
Obtaining OEM authorizations requires sophisticated technological capabilities, experience-based industry knowledge and substantial capital investment. Piedmont believes that service providers that have OEM authorizations and licenses gain a competitive advantage as they typically receive discounts on parts, technical information, OEM warranty support and use of the OEM name in marketing.
An application for an export license or a TAA requires disclosure of the intended end user and the use of the technology. Pursuant to recent export control reform initiatives in the United States, a greater part of our U.S. subsidiaries’ and our U.S. suppliers' activities are becoming subject to control under the Export Administration Act "dual use" regulations.
Pursuant to recent export control reform initiatives in the United States, a greater part of our U.S. subsidiaries’ and our U.S. suppliers' activities are becoming subject to control under the Export Administration Act "dual use" regulations.
During 2021, Piedmont entered into the APU leasing activity with a purchase of eighteen 331-500APU engines from Honeywell, under which Honeywell is the main customer for leasing these engines (pursuant to this agreement Piedmont is Honeywell's sole source for engines for lease purposes).
During 2021, Piedmont entered into the APU leasing activity with a purchase of eighteen 331-500APU engines from Honeywell, under which Honeywell is the main customer for leasing these engines (pursuant to this agreement Piedmont is Honeywell's sole source for engines for lease purposes). In 2022 Piedmont increased the lease pool by adding six 131-9A/B APU’s and five 331-200/250 APU’s.
These partnerships serve as catalysts for: • Identifying emerging market needs and technological challenges. • Co-developing tailored solutions that meet specific operational and environmental constraints. • Accelerating product development timelines through iterative testing, feedback, and refinement.
Recognizing that technological innovation is both imperative and continuous, TAT actively fosters collaborative partnerships with customers and industry stakeholders. These partnerships serve as catalysts for: • Identifying emerging market needs and technological challenges. • Co-developing tailored solutions that meet specific operational and environmental constraints. • Accelerating product development timelines through iterative testing, feedback, and refinement.
Research and Development State-of-the-Art R&D Testing Lab for Thermal Management Systems In response to the rapidly evolving technological landscape and the transformative shift driven by electric Vertical Takeoff and Landing (eVTOL) aircraft, TAT recognizes the increasing complexity and demand for advanced thermal management systems.
Turbochrome’s engineers have substantial experience with aerospace component repair and with obtaining DER and DOA certificates from the FAA and EASA. 44 Research and Development State-of-the-Art R&D Testing Lab for Thermal Management Systems In response to the rapidly evolving technological landscape and the transformative shift driven by electric Vertical Takeoff and Landing (eVTOL) aircraft, TAT recognizes the increasing complexity and demand for advanced thermal management systems.
Turbochrome plans to expand its operations in the MRO segment by using Turbochrome’s experience and reputation to develop MRO capabilities for additional types of jet engine components with significant commercial potential.
TAT estimates the size of the markets in which Turbochrome operates to be significant based on the number of jet engines requiring MRO services. Turbochrome plans to expand its operations in the MRO segment by using Turbochrome’s experience and reputation to develop MRO capabilities for additional types of jet engine components with significant commercial potential.
Building #3 lease expired on January 31, 2014, however, the lease has renewed automatically from year to year since that date. Either party has the right to cancel the lease with 30 days’ advance notice prior to the annual expiration of the term. The rent for building #3 is $1,505 per month plus the annual percentage increase in the CPI-W.
Either party has the right to cancel the lease with 30 days’ advance notice prior to the annual expiration of the term. The based rent for building #3 is $1,505 per month plus the annual percentage increase in the CPI-W. The lease on building #4 expires on March 31, 2030.
However, we believe that our success is less dependent on the ownership of proprietary rights and more reliant on our innovative skills, technical competence, marketing proficiency and engineering abilities. TAT and its subsidiaries do not possess any material registered trademarks. Regulation B.
However, we believe that our success is less dependent on the ownership of proprietary rights and more reliant on our innovative skills, technical competence, marketing proficiency and engineering abilities.
Major Customers OEM Customers TAT, primarily through TAT Israel, sells its OEM solutions and systems to commercial and military aircraft manufacturers and defense contractors and to the U.S. and Israeli governments. 44 Partial lists of OEM customers are set in the following table: Aircraft manufacturers Boeing, Textron, Pilatus, Embraer, Lockheed Martin, Honda Aircraft, Cirrus, Gulfstream, Raytheon-Collins System manufacturers/integrators and defense contractors Liebherr, Rafael, Elbit, IAI, Parker, Eaton Aerospace, Safran.
Partial lists of OEM customers are set in the following table: Aircraft manufacturers Boeing, Textron, Pilatus, Embraer, Lockheed Martin, Honda Aircraft, Cirrus, Gulfstream, System manufacturers/integrators and defense contractors Liebherr, Rafael, Elbit, IAI, Parker, Eaton Aerospace, Safran, RTX, Raytheon-Collins.
We have two (2) wholly-owned subseries: Limco-Piedmont Inc., which is incorporated under the laws of Delaware, and Turbochrome Ltd., which is incorporated under the laws of the State of Israel. D.
We have two wholly-owned subsidiaries: Limco-Piedmont Inc., which is incorporated under the laws of Delaware, and Turbochrome Ltd., which is incorporated under the laws of the State of Israel. See exhibit 8 for a full list of consolidated subsidiaries. D.
In 2023 and 2022, the rental expense for this property was $48 thousand for each year. The lease has been terminated in 2024. 61 In December 2023, Piedmont signed an additional lease agreement for a facility in Kernersville, North Carolina, USA. The term of this lease is 3 years and will expire on December 31, 2026.
In 2025, the rental expense was $362,000.In December 2023, Piedmont signed an additional lease agreement for a facility in Kernersville, North Carolina, USA. The term of this lease is 3 years and will expire on December 31, 2026. Piedmont has two options to extend the lease for additional successive terms of 1 year each.
Such approvals are typically in the form of an export license or a technical assistance agreement (“TAA”). Other U.S. companies wishing to export defense products or military-related services and technology to our Israeli and other non-U.S. entities are also required to obtain such export licenses and TAAs.
Other U.S. companies wishing to export defense products or military-related services and technology to our Israeli and other non-U.S. entities are also required to obtain such export licenses and TAAs. An application for an export license or a TAA requires disclosure of the intended end user and the use of the technology.
Such MRO service providers allow the carriers to concentrate their outsourcing of MRO services to a select group of third-party providers. The global military aircraft fleet also presents similar opportunities for MRO service providers.
Furthermore, we believe that commercial carriers making the decision to outsource their MRO requirements are searching for MRO service providers with a wide-range of service capabilities. Such MRO service providers allow the carriers to concentrate their outsourcing of MRO services to a select group of third-party providers. The global military aircraft fleet also presents similar opportunities for MRO service providers.
Navy; Israeli Ministry of Defense, Israeli Air Force; Belgium Air Force, Polish Air Force, Portuguese Air Force, Japan Air Force. 45 Military Contracts Direct sales to the U.S. government, our largest government customer, accounted for approximately 9.3% of TAT’s revenues for the year ended December 31, 2024, approximately 6.6% of our revenues for the year ended December 31, 2023 and approximately 5.2% of our revenues for the year ended December 31, 2022.
Military Contracts Direct sales to the U.S. government, our largest government customer, accounted for approximately 7.7% of TAT’s revenues for the year ended December 31, 2025, approximately 9.3% of our revenues for the year ended December 31, 2024 and approximately 6.6% of our revenues for the year ended December 31, 2023.
The facility in Kiryat Gat is approximately 138,000 square feet, and the land on which the facility is located is leased from the ILA. The leasehold rights are for a period ending in 2045 and are recorded in Turbochrome's name. Turbochrome paid the entire lease payments due until 2045 in a one-time payment (discounted to present value).
The leasehold rights are for a period ending in 2045 and are recorded in Turbochrome's name. Turbochrome paid the entire lease payments due until 2045 in a one-time payment (discounted to present value).
Although some of the component manufacturers have the capabilities to design, develop and manufacture a complete system (i.e., environmental control system for a business jet) for a certain platform, these companies usually do not compete on projects for complete systems in which their manufactured component constitutes a small part of the complete system, mainly due to the high barriers to entry and to the difficulty to move up the “value chain” from a component supplier to a whole system manufacturer. 48 The major competitors of TAT in the area of OEM of heat transfer solutions and aviation accessories include manufacturers in the United States such as the Hughes-Treitler division of Ametek, Lytron, Niagara Thermal, Collins Aerospace, Honeywell International and AAR Corp; manufacturers based in Europe such as I.M.I.
Although some of the component manufacturers have the capabilities to design, develop and manufacture a complete system (i.e., environmental control system for a business jet) for a certain platform, these companies usually do not compete on projects for complete systems in which their manufactured component constitutes a small part of the complete system, mainly due to the high barriers to entry and to the difficulty to move up the “value chain” from a component supplier to a whole system manufacturer.
Commercial engine components typically require MRO services after three to five years of service or sooner if required. Engine manufacturers typically provide warranties on new engines and their components and subsystems, which may range from one to five years depending on the bargaining power of the purchaser. Warranty claims are generally the responsibility of the OEM during the warranty period.
Engine manufacturers typically provide warranties on new engines and their components and subsystems, which may range from one to five years depending on the bargaining power of the purchaser. Warranty claims are generally the responsibility of the OEM during the warranty period. Turbochrome’s business opportunity usually begins upon the conclusion of the warranty period for these components.
TAT was founded in 1985 to develop the computerized systems business of its then parent company, TAT Industries Ltd. (“TAT Industries”), a publicly-held Israeli corporation then engaged in the manufacture and sale of aeronautical equipment.
Lawton Avenue, Tulsa, OK 74107 and its principal executive offices are located at 9335 Harris Corners Pkwy, Charlotte, NC 28269. TAT was founded to develop the computerized systems business of its then parent company, TAT Industries Ltd. (“TAT Industries”), a publicly-held Israeli corporation then engaged in the manufacture and sale of aeronautical equipment.
Piedmont has a long history in providing landing gear MRO services for regional airliners, including aircraft manufactured by the French-Italian ATR (42/72), Gulfstream (G4), Lockheed Martin (P3/C130) and the Brazilian Embraer (E170).
Piedmont has a long history in providing landing gear MRO services for regional airliners, including aircraft manufactured by the French-Italian ATR (42/72), Gulfstream (G4), Lockheed Martin (P3/C130) and the Brazilian Embraer (E170). At the end of 2020 Piedmont signed an exclusive contract with Honeywell as Honeywell's exclusive rental bank provider for the APU 331-500 (used in the Boeing 777 platform).
TAT-Engineering LLC In November 2015, TAT signed an agreement with Russian-based Engineering Holdings Ltd, of Moscow (“Engineering”), to establish a new facility for the provision of MRO services for heat transfer components. The company, TAT-Engineering LLC, is based in Novosibirsk’s Tolmachevo airport.
Turbochrome’s quality system complies with ISO 9001 and AS9100, and with EASA part 145 and FAA FAR 145 for the civil parts. TAT-Engineering LLC In November 2015, TAT signed an agreement with Russian-based Engineering Holdings Ltd, of Moscow (“Engineering”), to establish a new facility for the provision of MRO services for heat transfer components.
Governments and military air forces U.S. Army, U.S. Air Force and U.S.
Governments and military air forces U.S. Army, U.S. Air Force and U.S. Navy; Israeli Ministry of Defense, Israeli Air Force; Japan Air Force.
In addition, governmental policy with respect to military exports (or dual use items) may be altered. U.S. Export Regulations Export of defense products, military technical data and technical services by our U.S. subsidiaries to Israel and other countries is subject to applicable approvals by the U.S. government under the U.S. International Traffic in Arms Regulations (“ITAR”).
U.S. Export Regulations Export of defense products, military technical data and technical services by our U.S. subsidiaries to Israel and other countries is subject to applicable approvals by the U.S. government under the U.S. International Traffic in Arms Regulations (“ITAR”). Such approvals are typically in the form of an export license or a technical assistance agreement (“TAA”).
TAT’s Piedmont subsidiary operates an FAA-certified repair station, which provides aircraft component MRO services for airlines, air cargo carriers, maintenance service centers and the military.
TAT’s activities in the area of MRO and OEM of heat transfer solutions include the MRO of heat transfer components and the manufacturing of certain heat transfer solutions. TAT’s Limco subsidiary operates an FAA-certified repair station, which provides heat transfer MRO services for airlines, air cargo carriers, maintenance service centers and the military.
TAT’s activities in the area of jet engine overhaul through its Turbochrome facility includes the overhaul and coating of jet engine components, including turbine vanes and blades, fan blades, variable inlet guide vanes and afterburner flaps.
TAT’s activities in the area of jet engine overhaul through its Turbochrome facility includes the overhaul and coating of jet engine components, including turbine vanes and blades, fan blades, variable inlet guide vanes and afterburner flaps. 25 OEM of Heat Transfer Solutions and Aviation Accessories (TAT Israel) TAT is an OEM of heat transfer solutions and aviation accessories to the commercial and military aerospace and ground defense industries, primarily through its TAT Israel.

… 70 more changes not shown on this page.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

58 edited+29 added−50 removed25 unchanged
TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct labor costs, quality assurance costs, shipping expenses, royalties, overhead related to manufacturing and depreciation of manufacturing equipment.
Costs of Revenues TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct labor costs, quality assurance costs, royalties, shipping expenses, overhead related to manufacturing and depreciation of manufacturing equipment.
Research and development expenses, net. Research and development expenses, net are related to new products and technologies or to a significant improvement of products and technologies, net of grants and participations received. Selling and marketing expenses.
Research and development expenses, net are related to new products and technologies or to a significant improvement of products and technologies, net of grants and participations received. Selling and marketing expenses.
Inventory Valuation Inventories are stated at the lower of cost and net realizable value. Cost of raw material and parts is determined using the moving average basis. Cost of work in progress and finished products is calculated based on actual costs and the capitalized production costs, mainly labor and overhead and is determined based on the average basis.
Inventory Valuation Inventories are stated at the lower cost and net realizable value. Cost of raw material and parts is determined using the moving average basis. Cost of work in progress and finished products is calculated based on actual costs and the capitalized production costs, mainly labor and overhead and is determined based on the average basis.
TAT’s policy for valuation of inventory and commitments to purchase inventory, including the determination of obsolete or excess inventory, requires it to perform a detailed assessment of inventory at each balance sheet date which includes a review of, among other factors, an estimate of future demand for products within specific time frames, valuation of existing inventory, as well as product lifecycle and product development plans.
TAT’s policy for valuation of inventory and commitments to purchase inventory, including the determination of obsolete or excess inventory, requires it to perform a detailed assessment of inventory at each balance sheet date which includes a review of, among other factors, an estimate of future demand for products within specific time frames, recoverability of existing inventory, as well as product lifecycle and product development plans.
Our actual results may differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include those discussed below and elsewhere in this annual report. Company Overview TAT is reliant on the robustness of the commercial and military aerospace and ground defense industries.
Our actual results may differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include those discussed below and elsewhere in this annual report. A. Company Overview TAT is reliant on the robustness of the commercial and military aerospace and ground defense industries.
These policies are those that are both most important to the portrayal of TAT’s financial condition and results of operations and require management’s most difficult, subjective and complex judgments and estimates. Actual results could differ from those estimates. 65 In many cases, the accounting treatment of a particular transaction is specifically dictated by U.S.
These policies are those that are both most important to the portrayal of TAT’s financial condition and results of operations and require management’s most difficult, subjective and complex judgments and estimates. Actual results could differ from those estimates. In many cases, the accounting treatment of a particular transaction is specifically dictated by U.S.
It is uncertain whether TAT will be materially and adversely affected in the future if inflation in Israel exceeds the devaluation of the NIS against the dollar or if the timing of the devaluation lags behind inflation in Israel.
It is uncertain whether TAT will be materially and adversely affected in the future if inflation in Israel exceeds the devaluation of the NIS against the US dollar or if the timing of the devaluation lags behind inflation in Israel.
The regular corporate tax rate for Israel was 23% for the year ended December 31, 2022, December 31, 2023 and December 31, 2024. However, the rate is effectively reduced for income derived from Approved and Beneficiary Enterprises, as defined by the Law for the Encouragement of Capital Investments, 1959, as amended.
The regular corporate tax rate for Israel was 23% for the year ended December 31, 2023, 2024 and 2025. However, the rate is effectively reduced for income derived from Approved and Beneficiary Enterprises, as defined by the Law for the Encouragement of Capital Investments, 1959, as amended.
In the year ended December 31, 2024, net cash provided by financing activities was primarily attributable to an amount of $9.8 million from issuance of ordinary shares during 2024 net of $9.6 million repayment of short term credit line and repayment of long term loans.
In the year ended December 31, 2024, net cash provided by financing activities was primarily attributable to an amount of $9.8 million from issuance of ordinary shares during 2024, net of $9.7 million repayment of short term credit line and repayment of long term loans.
Impact of Currency Fluctuation and of Inflation TAT reports its financial results in US dollars and receives payment primarily in dollars or dollar-linked to NIS for all of its sales. However, a portion of its expenses, principally salaries and related personnel expenses in Israel, in NIS.
Impact of Currency Fluctuation and of Inflation TAT reports its financial results in US dollars and receives payment primarily in US dollars or dollar-linked to NIS for all of its sales. However, a portion of its expenses, principally salaries and related personnel expenses in Israel, are denominated in NIS.
Net cash used in operating activities for the year ended December 31, 2024 was principally derived from the following adjustments of non-cash line items: an upward adjustment of $5.5 million for depreciation and amortization; an upward adjustment of $4.7 million for an increase in trade accrued expenses other; an offset adjustment of $17.1 million for inventory; and a downward adjustment of $9.7 million for increase in trade accounts receivable. 81 Net cash used in operating activities for the year ended December 31, 2023 was principally derived from the following adjustments of non-cash line items: an upward adjustment of $4.7 million for depreciation and amortization; an upward adjustment of $4.2 million for an increase in trade accrued expenses other; an offset adjustment of $5.4 million for inventory; and a downward adjustment of $4.2 million for increase in trade accounts receivable.
Net cash used in operating activities for the year ended December 31, 2024 was principally derived from the following adjustments of non-cash line items: an upward adjustment of $5.5 million for depreciation and amortization; an upward adjustment of $4.7 million for an increase in trade accrued expenses other; an offset adjustment of $17.2 million for inventory; and a downward adjustment of $9.7 million for increase in trade accounts receivable.
Trade Relations Israel is a member of the United Nations, the International Monetary Fund, the International Bank for Reconstruction and Development, and the International Finance Corporation. Additionally, Israel is a member of the World Trade Organization and is a signatory to the General Agreement on Tariffs and Trade.
Trade Relations Israel is a member of the United Nations, the International Monetary Fund, the International Bank for Reconstruction and Development, and the International Finance Corporation. Israel is also a member of the World Trade Organization and is a signatory to the General Agreement on Tariffs and Trade.
TAT’s general and administrative expenses are related to compensation and related expenses for executive, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, insurance premiums and general corporate expenses and related costs for facilities and equipment.
TAT’s general and administrative expenses are related to compensation and related expenses for executive, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, insurance premiums and general corporate expenses and related costs for facilities and equipment. 52 B.
Additionally, certain assets, as well as a portion of its liabilities, are denominated in NIS. Therefore, the dollar cost of TAT’s operations is influenced by the extent to which inflation in Israel is offset, either partially or fully, on a lagging basis or is not offset by the devaluation of the NIS in relation to the U.S. dollar.
Additionally, certain assets, as well as a portion of its liabilities, are denominated in NIS. Therefore, the US dollar cost of TAT’s operations is influenced by the extent to which inflation in Israel is offset, either partially or fully, on a lagging basis or is not offset by the devaluation of the NIS in relation to the US dollar.
Although TAT hedges a portion of its exchange rate risk through the use of forward contracts and other derivative instruments, there is no certainty that future results of operations may not be materially adversely affected by currency fluctuations. 75 Corporate Tax Rate Israeli companies are generally subject to corporate tax on their taxable income (including capital gains).
Although TAT hedges a portion of its exchange rate risk through the use of forward contracts and other derivative instruments, there is no certainty that future results of operations will not be materially adversely affected by currency fluctuations. 61 H. Corporate Tax Rate Israeli companies are generally subject to corporate tax on their taxable income (including capital gains).
In the year ended December 31, 2023, net cash used by investing activities was $3.6 million, out of which approximately $5.1 million was attributed to investment mainly in new machinery and buildings and $2 million from sale of machinery and equipment.
In the year ended December 31, 2023, net cash used by investing activities was $3.6 million, out of which approximately $5.1 million was attributed to investment mainly in new machinery and buildings and $2.0 million from sale of machinery and equipment. In the year ended December 31, 2025, net cash provided by financing activities was $39.2 million.
Conditions in Israel TAT is incorporated under the laws of the State of Israel, and its principal executive offices and manufacturing and research and development facilities are located in Israel.
Conditions in Israel TAT is incorporated under the laws of the State of Israel, certain executive offices and manufacturing and research and development facilities are located in Israel.
Because exchange rates between the NIS and the dollar fluctuate continuously, exchange rate fluctuations and especially larger periodic devaluations will have an impact on TAT’s profitability and period-to-period comparisons of its results. The effects of foreign currency re-measurements are reported in TAT’s consolidated financial statements in current operations.
Because exchange rates between the NIS and the US dollar fluctuate continuously, exchange rate fluctuations, and especially significant changes in the exchange rate, may have an impact on TAT’s profitability and period-to-period comparisons of its results. The effects of foreign currency re-measurements are reported in TAT’s consolidated financial statements in current operations.
Although management believes that its estimates are reasonable, no assurance can be given that the final tax outcome of these issues will not be different than those reflected in its historical income tax provisions. TAT uses the liability method of accounting for income taxes.
In management’s opinion, adequate provisions for income taxes have been made for all years. Although management believes that its estimates are reasonable, no assurance can be given that the final tax outcome of these issues will not be different than those reflected in its historical income tax provisions. TAT uses the liability method of accounting for income taxes.
TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct labor costs, quality assurance costs, royalties, shipping expenses, overhead related to manufacturing and depreciation of manufacturing equipment. TAT’s gross margin was affected by the proportion of TAT’s revenues generated from OEM operations and MRO services in each of the reported years.
TAT’s cost of revenues for OEM operations and MRO services consists of component and material costs, direct labor costs, quality assurance costs, shipping expenses, royalties, overhead related to manufacturing and depreciation of manufacturing equipment. TAT’s gross margin is affected by the proportion of its revenues generated from each of its operational segments.
In November 1995, Israel entered into a new agreement with the European Union, which includes a redefinition of rules of origin and additional benefits, such as allowing Israel to become a member of the Research and Technology programs of the European Union.
In November 1995, Israel entered into a further association agreement with the EU, which, among other things, includes a redefinition of rules of origin and additional benefits, such as allowing Israel to become a member of the Research and Technology programs of the European Union.
TAT’s management believes the significant accounting policies which affect management’s more significant judgments and estimates used in the preparation of TAT’s consolidated financial statements and which are the most critical to aid in fully understanding and evaluating the reported financial results include the following: • Inventory valuation; • Income taxes; and • Allowance for current expected credit losses (CECL).
TAT’s management believes the significant accounting policies which affect management’s more significant judgments and estimates used in the preparation of TAT’s consolidated financial statements and which are the most critical to aid in fully understanding and evaluating the reported financial results include the following: • Recoverability of Inventory; • Income taxes.
TAT expects that its available cash and cash equivalents and cash flow generated from operations will be sufficient to fund its capital expenditures. 80 TAT’s management believes that anticipated cash flow from operations and its current cash balances will be sufficient to meet its cash requirements for at least 12 months from the financial statement issuance date.
TAT’s management believes that anticipated cash flow from operations and its current cash balances will be sufficient to meet its cash requirements for at least 12 months from the financial statement issuance date.
Year ended December 31, 2023 compared with Year ended December 31, 2022 Please see Item 5 on Form 20-F for the Year ended December 31, 2023 filed on March 6, 2024 for this comparison.
Year ended December 31, 2024 compared with Year ended December 31, 2023 Please see Item 5 on Form 20-F for the Year ended December 31, 2024 filed with the SEC on March 26, 2025 for this comparison. 58 D.
Share in results of equity investment of affiliated companies for the twelve months ended December 31, 2024, amounted to a gain of $0.8 million compared to a gain of $0.5 million for the twelve months ended December 31, 2023.
Share in profits of equity investment of affiliated companies Share in profits of equity investment of affiliated companies for the year ended December 31, 2025, amounted to a gain of $1.5 million compared to $0.8 million for the year ended December 31, 2024.
Cash Flows The following table summarizes TAT’s cash flows for the periods presented: Year Ended December 31, (in thousands) 2024 2023 2022 Net cash provided by (used in) operating activities $ (5,818 ) $ 2,255 $ (4,867 ) Net cash used in investing activities (3,851 ) (3,579 ) (16,120 ) Net cash provided by financing activities 161 10,240 15,798 Net increase (decrease) in cash and cash equivalents (9,508 ) 8,916 (5,189 ) Cash and cash equivalents at beginning of the year 16,942 8,026 13,215 Cash and cash equivalents at end of the year $ 7,434 $ 16,942 $ 8,026 Net cash used in operating activities for the year ended December 31, 2024, amounted to approximately $(5.8) million, compared to net cash provided in operating activities of $2.2 million for the year ended December 31, 2023 and net cash used in by operating activities of ($4.9) million for the year ended December 31, 2022.
Cash Flows The following table summarizes TAT’s cash flows for the periods presented: Year Ended December 31, (in thousands) U.S. dollars in thousands 2025 2024 2023 Net cash provided by (used in) operating activities $ 14,974 $ (5,818 ) $ 2,255 Net cash used in investing activities (10,054 ) (3,851 ) (3,579 ) Net cash provided by financing activities 39,212 161 10,240 Net increase (decrease) in cash and cash equivalents 44,132 (9,508 ) 8,916 Cash and cash equivalents at beginning of the year 7,434 16,942 8,026 Cash and cash equivalents at end of the year $ 51,566 $ 7,434 $ 16,942 64 Net cash provided by operating activities for the year ended December 31, 2025, amounted to approximately $15.0 million, compared to net cash used by operating activities of $5.8 million for the year ended December 31, 2024 and net cash provided by operating activities of $2.3 million for the year ended December 31, 2023.
In the year ended December 31, 2023, net cash provided by financing activities was primarily attributable to an amount of $10.2 million from issuance of ordinary shares during 2023.
In the year ended December 31, 2023, net cash provided by financing activities was primarily attributable to an amount of $10.2 million from issuance of ordinary shares and exercise of options during 2023. L. Research and Development, Patents and Licenses Not applicable. M.
Capital expenditures for the years ended December 31, 2024, 2023 and 2022 were approximately $3.9 million, $3.6 million and $16.1 million, respectively. TAT funded these expenditures mainly from its own cash resources and cash flows from operations.
As of December 31, 2025 the Company and its subsidiaries met all its covenants. Capital expenditures for the years ended December 31, 2025, 2024 and 2023 were approximately $10.9 million, $3.9 million and $3.6 million, respectively. TAT funded these expenditures mainly from its own cash resources and cash flows from operations.
Net cash used in operating activities for the year ended December 31, 2022 was principally derived from the following adjustments of non-cash line items: an upward adjustment of $3.7 million for depreciation and amortization; an upward adjustment of $1.1 million for an increase in trade accounts payable; an upward adjustment of $2.7 million for accrued expenses.
Net cash provided by operating activities for the year ended December 31, 2023 was principally derived from the following adjustments of non-cash line items: an upward adjustment of $4.7 million for depreciation and amortization; an upward adjustment of $4.1 million for an increase in trade accrued expenses other; an offset adjustment of $5.4 million for inventory; and a downward adjustment of $4.2 million for increase in trade accounts receivable.
TAT’s gross margin is affected by the proportion of its revenues generated from each of its operational segments. 62 The principal factors that affect the operating income of TAT’s four segments, in addition to their gross profit, is the expenditure on selling and marketing expenses and general and administrative expenses.
The principal factors that affect the operating income of TAT’s four segments, in addition to their gross profit, is the expenditure on selling and marketing expenses and general and administrative expenses.
In 1985, Israel and the United States entered into an agreement to establish a Free Trade Area. The Free Trade Area has eliminated all tariff and some non-tariff barriers on most trade between the two countries.
In 1985, Israel and the United States entered into an agreement to establish a Free Trade Area, which eliminated all tariff and some non-tariff barriers on most trade between the two countries. In January 1993, Israel entered into a free trade agreement with the European Free Trade Association (“EFTA”) establishing a free-trade zone between Israel and the EFTA member states.
TAT writes down obsolete or slow-moving inventory in an amount equal to the difference between the cost of inventory and the net realizable value based upon assumptions about future demand, market conditions and sale forecasts. 66 If actual market conditions are less favorable than TAT anticipates, additional inventory write-downs may be required.
TAT writes down obsolete or slow-moving inventory in an amount equal to the difference between the cost of inventory and the net realizable value based upon assumptions about future demand, market conditions and sale forecasts.
Please refer to “ Item 3D – Risk Factors ” for a description of governmental, economic, fiscal, monetary, or political policies or factors (including the ongoing war and hostilities with Hamas, Hezbollah and Iran) that have materially affected or could materially affect TAT’s operations.
Please refer to “ Item 3D – Risk Factors ” for a description of governmental, economic, fiscal, monetary, or political policies or factors that have materially affected or could materially affect TAT’s operations. 60 F.
Selling and marketing expenses as a percentage of revenues were 5.1% for the twelve months ended December 31, 2024, compared to 4.8% for the twelve months ended December 31, 2023, an increase of 0.3 %. General and administrative.
Selling and marketing expenses as a percentage of revenues were 4.8% for the year ended December 31, 2025, compared to 5.1% for the year ended December 31, 2024.
Financial income (expense), net consists of exchange rate and interest income or expense. Interest income or expense relates to the interest received from or paid to banks and changes in the rate of the NIS or other currencies against the U.S. dollar. Tax expense (income).
Interest income or expense relates to the interest received from or paid to banks and changes in the rate of the NIS or other currencies against the U.S. dollar. Tax expense. Tax expense consists of Israeli and U.S. federal and state taxes on the income of TAT’s business and changes in deferred tax assets or liabilities.
General and administrative expenses consist of compensation and related expenses for executive, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, other general corporate expenses and related costs for facilities and equipment. Other income (expense). Other income (expense) results from capital gain on sale of property and equipment and onetime expenses. Financial income (expense), net.
General and administrative expenses consist of compensation and related expenses for executives, finance and administrative personnel, professional fees such as legal, audit, SOX, internal audit, other general corporate expenses and related costs for facilities and equipment.
Other income as a percentage of revenues were 0.3% for the twelve months ended December 31, 2024, compared to 0.4% for the twelve months ended December 31, 2023. Financial expenses, net. Financial income, net for the twelve months ended December 31, 2024 were $1.9 million, compared to $1.3 million of financial expenses for the twelve months ended December 31, 2023.
Interest expense as a percentage of revenues was 0.6% for the year ended December 31, 2025, compared to 1.0% for the year ended December 31, 2025. Other financial expenses, net Other financial expenses, net was $0.3 million for the year ended December 31, 2025, compared to other financial expenses, net of $0.5 million for the year ended December 31, 2024.
TAT’s U.S. subsidiaries are taxed based on federal and state tax laws. The U.S. federal statutory flat tax rate for tax years 2023 and 2024 is 21%. Recently Issued Accounting Standards In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures.
TAT’s U.S. subsidiaries are taxed based on federal and state tax laws. The U.S. federal statutory flat tax rate for tax years 2025 and 2024 is 21%. I. Recently Issued Accounting Standards In November 2024, the FASB issued ASU No. 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40).
The decrease is primarily due to the increase in revenue in a higher percentage compared to the increase in our fixed costs. Cost of revenues for OEM of heat transfer solutions and aviation accessories .
The increase in cost of revenues is primarily due to the increase in revenue in a higher percentage compared to the increase in our fixed costs. 55 Operating Expenses Research and development expenses, net.
Research and development expenses as a percentage of revenues were 0.8% for the twelve months ended December 31, 2024 compared to 0.6% for the twelve months ended December 31, 2023. Selling and marketing. Selling and marketing expenses were $7.7 million for the twelve months ended December 31, 2024, compared to $5.5 million for the twelve months ended December 31, 2023.
Research and development expenses as a percentage of revenues remained at 0.8% for the year ended December 31, 2025, compared to 0.8% for the year ended December 31, 2024.
In addition, the interpretation requires significant judgment with respect to determining what constitutes an individual tax position as well as assessing the outcome of each tax position.
In addition, the interpretation requires significant judgment with respect to determining what constitutes an individual tax position as well as assessing the outcome of each tax position. Changes in judgment as to recognition or measurement of tax positions can materially affect the estimate of the effective tax rate and consequently affect our operating results. E.
In the year ended December 31, 2022, net cash used by investing activities was $16.1 million, out of which approximately $12.3 million was attributed to investment in new machinery and buildings due to the Company's restructuring plan. 82 In the year ended December 31, 2024, net cash used by financing activities was $0.1 million.
In the year ended December 31, 2025, net cash used by investing activities was $10.1 million, out of which approximately $11.0 million was attributed to investment mainly in new machinery and equipment and $0.9 million from sale of machinery and equipment.
Cost of revenues as a percentage of revenues in this segment increased to 84.2% in the year ended December 31, 2024 from 82.5% for the year ended December 31, 2023.
Cost of revenues as a percentage of revenues decreased to 75.2% for the year ended December 31, 2025, from 78.3% for the year ended December 31, 2024.
B. Trend Information In recent years, the aerospace industry in which we operate has been impacted by the increase in number of commercial and defense aircraft, increase in commercial passenger traffic and a corresponding increase in airlines’ revenue. The Covid-19 pandemic did, however, result in a slow-down in commercial aviation markets during the years 2019-2022.
Trend Information In recent years, the aerospace industry in which we operate has been impacted by the increase in number of commercial and defense aircraft, increase in commercial passenger traffic and a corresponding increase in airlines’ revenue. Commercial carriers remain committed to their efforts to reduce cost of MRO activities and increase efficiencies.
Income Taxes TAT operates within multiple tax jurisdictions and is subject to audits in these jurisdictions. These audits can involve complex issues, which may require an extended period of time to resolve. In management’s opinion, adequate provisions for income taxes have been made for all years.
If actual market conditions are less favorable than TAT anticipates, additional inventory write-downs may be required. 59 Income Taxes TAT operates within multiple tax jurisdictions and is subject to audits in these jurisdictions. These audits can involve complex issues, which may require an extended period of time to resolve.
In addition, Israel benefits from preferences under the Generalized System of Preferences from countries including the United States, Australia, Canada and Japan, enabling Israel to export the products covered by such programs either duty-free or at reduced tariffs. 74 In July 1975, Israel and the European Union Community (the “European Union”) concluded a Free Trade Agreement, granting certain advantages for Israeli exports to most European countries while requiring Israel to gradually reduce its tariffs on imports from these countries.
In July 1975, Israel and the European Union Community (now the European Union, or the “EU”) concluded a Free Trade Agreement, granting certain advantages for Israeli exports to EU member states while requiring Israel to gradually reduce tariffs on imports from these countries.
General and administrative expenses as a percentage of revenues were 7.8% for the twelve months ended December 31, 2024, compared to 9.3% for the twelve months ended December 31, 2023. Other expenses (income). Other expenses (income) were ($0.4) million for the twelve months ended December 31, 2024, compared to ($0.4) million for the twelve months ended December 31, 2023.
General and administrative expenses as a percentage of revenues were 8.8% for the year ended December 31, 2025, compared to 7.8% for the year ended December 31, 2024. Other income (expense). Other income (expense) results from capital gains on sale of property and equipment and one time expenses. Other income (expense) Interest expenses, net.
During 2024, TAT decreased its loans and lines of credit from commercial banks by $7.6 million and repaid loans in the amount of $2 million. 78 Total long term loans and credit line balance amount as of the year ended December 31 2024 2023 2022 Rate Duration Israel Gov guaranteed loans (see a) 3,990 4,707 5,517 (*) 7.75 % 5-10 Commercial loans (see b) 2,171 2,601 3,116 (*) 7.15 % 7 USA Commercial loans (see c) 6,285 7,076 7,651 3.75% - 4.2 % 5-10 Line of Credit (see d) 4,350 12,137 11,101 (*) 7.25%-8.6 % Revolving Machinery finance loans (see e) 575 712 - 6.65 % 5 17,371 27,224 27,385 (*) As of December 31, 2024 a.
Total long term loans and credit line balance amount as of the year ended December 31 December 31, Current Interest Rate Duration (in Years) 2025 2024 Israel Government guaranteed loans a $ 3,833 $ 3,990 7.25 % 5-10 Commercial loans b 1,961 2,171 6.65 % 7 United States Commercial loans c 5,480 6,285 3.75% - 4.2 % 7-10 Line of credit d - 4,350 7.25% - 8.6 % Revolving Machinery finance loans e 438 575 6.5 % 5 $ 11,712 $ 17,371 63 The maturities of long-term loans are as follows: Year Amount 2026 $ 2,227 2027 3,427 2028 2,057 2029 1,534 2030 and after 2,467 $ 11,712 In respect of the credit lines and the loans in (a), (c) and (d) above, the Company and its subsidiaries are required to meet certain financial covenants.
If the financial condition of TAT’s customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. Key Indicators TAT’s management evaluates its performance by focusing on key performance indicators, which are revenues, sources of revenues, gross profit and operating income.
Key Indicators TAT’s management evaluates its performance by focusing on key performance indicators, which are revenues, sources of revenues, gross profit, operating income and EBITDA. These key performance indicators are primarily affected by the competitive landscape in which TAT operates and its ability to meet the challenges posed. C.
Commercial carriers remain committed to their efforts to reduce cost of MRO activities and increase efficiencies. C. Off-Balance Sheet Arrangements We are not a party to any material off-balance sheet arrangements. In addition, we have no unconsolidated special purpose financing or partnership entities that are likely to create material contingent obligations. 83 D.
In addition, we have no unconsolidated special purpose financing or partnership entities that are likely to create material contingent obligations. 66
Sources of Revenues TAT, directly and through its subsidiaries, provides a variety of solutions and services to the commercial and military aerospace and ground defense industries, including: (i) OEM of heat transfer solutions and aviation components, such as heat exchangers, pre-coolers and oil/fuel hydraulic coolers (through TAT Israel); (ii) MRO services for heat transfer components and OEM of heat transfer solutions (through our Limco subsidiary); (iii) MRO services for aviation components (through our Piedmont subsidiary); and (iv) Overhaul and coating of jet engine components (through our Turbochrome subsidiary). 63 TAT’s revenues from its four operational segments for the three years ended December 31, 2024 were as follows: Year Ended December 31, 2024 2023 2022 Revenues in Thousands % of Total Revenues Revenues in Thousands % of Total Revenues Revenues in Thousands % of Total Revenues Revenues OEM of heat transfer solutions and aviation accessories 36,466 24 % 27,555 24.2 % 21,844 25.8 % MRO services for heat transfer components and OEM of heat transfer solutions 43,863 28.8 % 32,995 29 % 24,796 29.3 % MRO services for aviation components 67,475 44.3 % 50,760 44.5 % 35,879 42.4 % Overhaul and coating of jet engine components 7,392 4.9 % 6,854 6 % 5,770 6.8 % Eliminations (3,080 ) (2 )% (4,370 ) (3.7 )% (3,733 ) (4.3 )% Total Revenues $ 152,116 100 % $ 113,794 100 % $ 84,556 100 % The following table reflects the geographic breakdown of TAT’s revenues for each of the three years ended December 31, 2024: Years Ended December 31, 2024 2023 2022 Revenues in Thousands % of Total Revenues Revenues in Thousands % of Total Revenues Revenues in Thousands % of Total Revenues United States 104,326 68.6 % $ 81,999 72 % $ 56,570 66.9 % Israel 7,868 5.2 % 7,697 7 % 7,162 8.5 % Other 39,922 26.2 % 24,098 21 % 20,824 24.6 % Total $ 152,116 100 % $ 113,794 100 % $ 84,556 100.0 % 64 Costs and Expenses Cost of revenues.
TAT’s revenues from its four operational segments were as follows: Year Ended December 31, 2025 2024 Change Revenues Amount % Amount % Amount % OEM of heat transfer solutions and aviation components $ 41,403 23.3 % $ 36,466 24.0 % $ 4,937 13.5 % MRO services for heat transfer components and OEM of heat transfer solutions 44,448 25.0 % 43,863 28.8 % 585 1.3 % MRO services for aviation components 85,234 47.9 % 67,475 44.4 % 17,759 26.3 % Overhaul and coating of jet engine components 9,101 5.1 % 7,392 4.9 % 1,709 23.1 % Eliminations (2,171 ) (1.2 )% (3,080 ) (2.0 )% 909 (29.5 )% Total revenues $ 178,015 100.0 % $ 152,116 100.0 % $ 25,899 17.0 % 54 The following table reflects the geographic breakdown of TAT’s revenues for each of the two years ended December 31, 2025: Year Ended December 31, 2025 2024 Change Revenues Amount % Amount % Amount % United States $ 117,718 66.1 % $ 104,326 68.6 % $ 13,392 12.8 % Israel 14,006 7.9 % 7,868 5.2 % 6,138 78.0 % Other 46,291 26.0 % 39,922 26.2 % 6,369 16.0 % Total revenues $ 178,015 100.0 % $ 152,116 100.0 % $ 25,899 17.0 % Total revenues were $178.0 million for the year ended December 31, 2025, compared to $152.1 million for the year ended December 31, 2024, an increase of 17.0%.
Cost of revenues was $119.1 million for the twelve months ended December 31, 2024, compared to $91.3 million for the twelve months ended December 31, 2023, an increase of 30.4%. Cost of revenues as a percentage of revenues decreased to 78.3% for the twelve months ended December 31, 2024, from 80.2% for the twelve months ended December 31, 2023.
Provision for taxes on income as a percentage of revenues was 1.2% for the for the year ended December 31, 2025, compared to 0.1% for the year ended December 31, 2024.
Tax expense consists of Israeli and U.S. federal and state taxes on the income of TAT’s business and changes in deferred tax assets or liabilities. Critical Accounting Policies and Estimates TAT’s consolidated financial statements are prepared in accordance with U.S. GAAP.
Critical Accounting Policies and Estimates TAT’s consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”).
As of December 31, 2024, TAT had cash and cash equivalents of $7.4 million compared to $ 16.9 million as of December 31, 2023, a decrease of $9.5 million primarily due to an increase in working capital needs (mainly an increase of inventory by $17.1 million and an increase of account receivables by $9.6 million).
As of December 31, 2025, TAT had cash and cash equivalents and restricted cash of $51.5 million compared to $ 7.4 million as of December 31, 2024, an increase of $44 million primarily due to the previously mentioned public offering agreement in June 2025 coupled with strong cash flows from operations.
Research and development expenses increased to $1.2 million for the twelve months ended December 31, 2024, from $0.7 million for the twelve months ended December 31, 2023, an increase of 74.5%.
The Company received a $0.1 million grant from the Israeli government in June 2025 which was accounted for a credit to research and development expenses. 56 Selling and marketing Selling and marketing expenses were $8.5 million for the year ended December 31, 2025, compared to $7.7 million for the year ended December 31, 2024.
The increase was mainly due to unfavorable changes in exchange rates USD / ILS. 73 Taxes on income (tax benefit). Taxes on income for the twelve months ended December 31, 2024, amounted to $0.2 million, compared to $0.5 million tax benefits for the twelve months ended December 31, 2023. Share in results of equity investment of affiliated companies .
Share in profits of equity investment of affiliated companies as a percentage of revenues was 0.8% for the for the year ended December 31, 2025, compared to 0.5% for the year ended December 31, 2024.
In the year ended December 31, 2022, net cash provided by financing activities was primarily attributable to an amount of $16.7 million in commercial loans and lines of credit extended to the Company during 2022. For more information on the Company’s cash flow, see Note 8 in the Company's financial statements. A. Research and Development, Patents and Licenses Not applicable.
In the year ended December 31, 2025, net cash provided by financing activities was primarily attributable to a net amount of $45.4 million from issuance of ordinary shares during 2025, net of $6.5 million repayment of short term credit line and repayment of long term loans. 65 In the year ended December 31, 2024, net cash provided by financing activities was $0.2 million.
During the recent years, Israel has expended its commercial and trade relations to include additional nations, such as Russia, China, India, Turkey and other nations in Eastern Europe and the Asia-Pacific region.
During the recent years, Israel has expended its commercial and trade relations through additional free trade agreements and trade cooperation frameworks with a number of other countries and regions.
Removed
Changes in judgment as to recognition or measurement of tax positions can materially affect the estimate of the effective tax rate and consequently, affect our operating results. 67 Losses generated prior to January 1, 2018 will still be subject to the 20-year carryforward limitation.
Added
Results of operations The results of operations presented below should be reviewed in conjunction with the consolidated financial statements as of December 31, 2025, and for the years ended December 31, 2025 and 2024.
Removed
Other potential impacts due to the Act include the repeal of the domestic manufacturing deduction, modification of taxation of controlled foreign corporations, a base erosion anti-abuse tax, modification of interest expense limitation rules, modification of limitation on deductibility of excessive executive compensation, and taxation of global intangible low-taxed income.
Added
Year Ended December 31, 2025 2024 U.S. dollars in thousands Amount % Amount % Revenues: Products $ 50,850 28.6 % $ 47,710 31.4 % Services 127,165 71.4 % 104,406 68.6 % 178,015 100.0 % 152,116 100.0 % Cost of goods: Products 35,793 20.1 % 33,986 22.3 % Services 98,124 55.1 % 85,116 56.0 % 133,917 75.2 % 119,102 78.3 % Gross profit 44,098 24.8 % 33,014 21.7 % Operating expenses: Research and development, net 1,384 0.8 % 1,248 0.8 % Selling and marketing 8,576 4.8 % 7,746 5.1 % General and administrative 15,730 8.8 % 11,901 7.8 % Other income (404 ) (0.2 )% (383 ) (0.3 )% 25,286 14.2 % 20,512 13.5 % Operating income 18,812 10.6 % 12,502 8.2 % Interest expenses (1,010 ) (0.6 )% (1,472 ) (1.0 )% Other financial income (expenses), net (325 ) (0.2 )% (477 ) (0.3 )% Income before taxes on income 17,477 9.8 % 10,553 6.9 % Provision for taxes on income 2,143 1.2 % 195 0.1 % Profit before share of equity investment 15,334 8.6 % 10,358 6.8 % Share in profits of equity investment of affiliated companies 1,488 0.8 % 809 0.5 % Net income $ 16,822 9.4 % $ 11,167 7.3 % 53 Revenues TAT, directly and through its subsidiaries, provides a variety of solutions and services to the commercial and military aerospace and ground defense industries, including: (i) OEM of heat transfer solutions and aviation components, such as heat exchangers, pre-coolers and oil/fuel hydraulic coolers (through TAT Israel); (ii) MRO services for heat transfer components and OEM of heat transfer solutions (through our Limco subsidiary); (iii) MRO services for aviation components (through our Piedmont subsidiary); and (iv) Overhaul and coating of jet engine components (through our Turbochrome subsidiary).
Removed
Allowances for Current Expected Credit Losses TAT performs ongoing credit evaluations of its customers’ financial condition and requires collateral as deemed necessary. Accounts receivable have been reduced by an allowance for current expected losses. The Company maintains the allowance for estimated losses resulting from the inability of the Company’s customers to make required payments.
Added
TAT’s gross margin was affected by the proportion of TAT’s revenues generated from OEM operations and MRO services in each of the reported years.
Removed
In judging the adequacy of the allowance for doubtful accounts, TAT considers multiple factors including the aging of receivables, historical bad debt experience and the general economic environment. Management applies considerable judgment in assessing the realization of receivables, including assessing the probability of collection and the current credit worthiness of each customer.
Added
Year Ended December 31, 2025 2024 Change Cost of revenues Amount % Amount % Amount % OEM of heat transfer solutions and aviation components $ 28,608 21.4 % $ 24,965 21.0 % $ 3,643 14.6 % MRO services for heat transfer components and OEM of heat transfer solutions 33,174 24.8 % 35,978 30.2 % (2,804 ) (7.8 )% MRO services for aviation components 69,628 52.0 % 56,798 47.7 % 12,830 22.6 % Overhaul and coating of jet engine components 4,828 3.6 % 4,823 4.0 % 5 0.1 % Eliminations (2,321 ) (1.7 )% (3,462 ) (2.9 )% 1,141 (33.0 )% Total cost of revenues $ 133,917 100.0 % $ 119,102 100.0 % $ 14,815 12.4 % Cost of revenues was $133.9 million for the year ended December 31, 2025, compared to $119.1 million for the year ended December 31, 2024, an increase of 12.4%.
Removed
These key performance indicators are primarily affected by the competitive landscape in which TAT operates and its ability to meet the challenges posed. 68 The following table presents, for the periods indicated, information concerning TAT’s results of operations: Year Ended December 31 2024 2023 2022 (in thousands) Revenues OEM of heat transfer solutions and aviation accessories $ 36,466 $ 27,555 21,844 MRO services for heat transfer components and OEM of heat transfer solutions 43,863 32,995 24,796 MRO services for aviation components 67,475 50,760 35,879 Overhaul and coating of jet engine components 7,392 6,854 5,770 Eliminations (3,080 ) (4,370 ) (3,733 ) Total revenues 152,116 113,794 84,556 Cost of revenues OEM of heat transfer solutions and aviation accessories 24,965 20,193 18,778 MRO services for heat transfer components and OEM of heat transfer solutions 35,978 30,176 20,750 MRO services for aviation components 56,798 41,788 28,890 Overhaul and coating of jet engine components 4,823 4,110 3,495 Eliminations (3,462 ) (4,941 ) (3,285 ) Total cost of revenues 119,102 91,326 68,628 Gross profit 33,014 22,468 15,928 Research and development costs, net 1,248 715 479 Selling and marketing 7,746 5,523 5,629 General and administrative 11,901 10,558 9,970 Other expenses (income) (383 ) (433 ) (90 ) Restructuring expenses, net - - 1,715 Operating income (loss) 12,502 6,075 (1,775 ) Financial income (expense), net (1,949 ) (1,330 ) 127 Income (loss) before taxes on income (tax benefit) 10,553 4,745 (1,648 ) Taxes on income (tax benefit) 195 576 98 income (loss) before equity investment 10,358 4,169 (1,746 ) Share in results of affiliated company and impairment of share in affiliated companies 809 503 184 Net income (loss) $ 11,167 $ 4,672 $ (1,562 ) 69 The following table presents, for the periods indicated, information concerning TAT’s results of operations as a percentage of revenues: Year Ended December 31, 2024 2023 2022 Revenues OEM of heat transfer solutions and aviation components 24.0 % 24.2 % 25.8 % MRO services for heat transfer components and OEM of heat transfer solutions 28.8 29 29.3 MRO services for aviation components 44.3 44.5 42.4 Overhaul and coating of jet engine components 4.9 6 6.8 Eliminations (2.0 ) (3.7 ) (4.4 ) Total revenues 100 100 100 Cost of revenues OEM of heat transfer solutions and aviation components 16.4 17.4 22.2 MRO services for heat transfer components and OEM of heat transfer solutions 23.7 26.5 24.5 MRO services for aviation components 37.3 36.7 34.2 Overhaul and coating of jet engine components 3.2 3.6 4.1 Eliminations (2.3 ) (4 ) (3.9 ) Cost of revenues 78.3 80.2 81.2 Gross profit 21.7 19.7 18.8 Research and development costs, net 0.8 0.6 0.6 Selling and marketing 5.1 4.8 6.7 General and administrative 7.8 9.3 11.8 Other expenses (income) (0.3 ) (0.4 ) (0.1 ) Restructuring expenses, net 0 0 2 13.4 14.3 21 Operating income (loss) 8.2 5.3 (2.1 ) Financial income (expense), net (1.3 ) (1.2 ) 0.2 Income (loss) before taxes on income (tax benefit) 6.9 4.2 (1.9 ) Taxes on income (tax benefit) 0.1 0.5 0.1 income (loss) before equity investment 6.8 3.7 (2.1 ) Share in results of affiliated company and impairment of share in affiliated companies 0.5 0.4 0.2 Net income (loss) 7.3 % 4.1 % (1.8 )% ________________________ * Less than 0.1 percent 70 Year ended December 31, 2024 compared with Year ended December 31, 2023 Revenues.
Added
Year Ended December 31, 2025 2024 Change U.S. dollars in thousands Amount % Amount % Amount % Operating expenses Research and development costs, net $ 1,384 5.5 % $ 1,248 6.1 % $ 136 10.9 % Selling and marketing 8,576 33.9 % 7,746 37.8 % 830 10.7 % General and administrative 15,730 62.2 % 11,901 58.0 % 3,829 32.2 % Other expenses (income) (404 ) (1.6 )% (383 ) (1.9 )% (21 ) 5.5 % Total operating expenses $ 25,286 100.00 % $ 20,512 100.00 % $ 4,774 23.27 % Research and development, net Research and development expenses slightly increased by 10.9% to $1.4 million for the year ended December 31, 2025, from $1.2 million for the year ended December 31, 2024.
Removed
Total revenues were $152.1 million for the twelve months ended December 31, 2024, compared to $113.8 million for the twelve months ended December 31, 2023, an increase of 33.7%.
Added
General and administrative General and administrative expenses were $15.7 million for the year ended December 31, 2025, compared to $11.9 million for the year ended December 31, 2024, an increase of 32.2% primarily due to increases in personnel-related expenses mainly from additional headcount, merit increases and stock-based compensation; in legal and professional services fees; in public company related expenses; and recruitment fees for key officers and senior executives.
Removed
Revenues from OEM of heat transfer solutions and aviation components. Revenues from this operating segment increased to $36.5 million for the year ended December 31, 2024, from $27.6 million for the year ended December 31, 2023, an increase of 32.3%. Revenues from MRO services for heat transfer components and OEM of heat transfer solutions.
Added
Interest expenses, net consist of interest income and expense. Interest income and expenses relate to the interest received from or paid to banks for the outstanding deposits and debts, respectively. Financial expense, net. Financial expense, net consists of exchange rate and interest income or expense.
Removed
Revenues from the MRO services for heat transfer components and OEM of heat transfer solutions operating segment increased to $43.9 million for the year ended December 31, 2024, from $33 million for the year ended December 31, 2023, an increase of 32.9%. Revenues from MRO services for aviation components.
Added
Year Ended December 31, 2025 2024 Change U.S. dollars in thousands Amount Amount Amount % Interest expenses (1,010 ) (1,472 ) 462 (31.4 )% Other financial expenses, net (325 ) (477 ) 152 (31.9 )% Provision for taxes on income taxes 2,143 195 1,948 999.0 % 57 Interest expenses, net Interest expense, net for the year ended December 31, 2025 were $1.0 million, compared to $1.5 million of interest expenses for the year ended December 31, 2025.
Removed
Revenues from MRO services for aviation components operating segment increased to $67.5 million for the year ended December 31, 2024, from $50.7 million for the year ended December 31, 2023, an increase of 32.9%. 71 Revenues from overhaul and coating of jet engine components.
Added
The decrease was mainly due to revaluation of long-term loans in Israeli Shekel which were affected by favorable changes in exchange rates of U.S. dollar and NIS during the year. Other financial income (expenses) as a percentage of revenues were 0.2% for the year ended December 31, 2025, compared to 0.3% for the year ended December 31, 2024.
Removed
Revenues from overhaul and coating of jet engine components segment increased to $7.4 million for the year ended December 31, 2024, from $6.8 million for the year ended December 31, 2023, an increase of 7.8%. Cost of revenues.
Added
Provision for taxes on income Taxes on income for the year ended December 31, 2025, amounted to $2.1 million, compared to $0.2 million for the year ended December 31, 2024.
Removed
Cost of revenues for this operating segment was $25 million for the year ended December 31, 2024, compared to $20.2 million for the year ended December 31, 2023, an increase of 23.6%.
Added
In addition, Israel benefits from preferential trade arrangements under various trade preference programs in a number of jurisdictions, which permit the export of certain eligible products either duty-free or at reduced tariff rates. Israel has entered into a number of bilateral and multilateral free trade agreements.

… 57 more changes not shown on this page.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

68 edited+45 added−38 removed51 unchanged
We refer to the five individuals for whom disclosure is provided herein as our “Covered Executives.” 90 For purposes of the table and the summary below, and in accordance with the above-mentioned securities regulations, “compensation” includes base salary, bonuses, equity-based compensation, retirement or termination payments, benefits and perquisites such as car, phone and social benefits and any undertaking to provide such compensation.
We refer to the five individuals for whom disclosure is provided herein as our “Covered Executives.” For purposes of the table and the summary below, and in accordance with the above-mentioned securities regulations, “compensation” includes base salary, bonuses, equity-based compensation, retirement or termination payments, benefits and perquisites such as car, phone and social benefits and any undertaking to provide such compensation.
In addition to the majority vote, the shareholder approval must satisfy either of two additional tests: • The majority includes at least a majority of the shares voted by shareholders other than our controlling shareholders or shareholders who have a personal interest in the adoption of the compensation policies; or 100 • The total number of shares held by non-controlling shareholders and disinterested shareholders that voted against the adoption of the compensation policies does not exceed 2% of the aggregate voting rights of our company.
In addition to the majority vote, the shareholder approval must satisfy either of two additional tests: • The majority includes at least a majority of the shares voted by shareholders other than our controlling shareholders or shareholders who have a personal interest in the adoption of the compensation policies; or • The total number of shares held by non-controlling shareholders and disinterested shareholders that voted against the adoption of the compensation policies does not exceed 2% of the aggregate voting rights of our company.
Manes has served in the United States Army for 24 years. Mr. Manes holds a Master's Degree from Webster University and a B.S from Oklahoma State University. 87 Mr. Lars Hesbjerg was appointed as Vice President of Sales in April 2021. Prior joining TAT, Mr. Lars served 18 years with the Donaldson Company, Inc. in various leadership roles.
Manes has served in the United States Army for 24 years. Mr. Manes holds a Master's Degree from Webster University and a B.S from Oklahoma State University. Mr. Lars Hesbjerg was appointed as Vice President of Sales in April 2021. Prior joining TAT, Mr. Lars served 18 years with the Donaldson Company, Inc. in various leadership roles.
He served as commander of the IDF Ground Forces Command, and later as Head of the Israeli Defense Intelligence, a post he held until his retirement in 2002. Mr. Malka holds B.A. in History from Tel Aviv University, Israel. He also graduated from the IDF Staff & Command College and its National Defense Academy. 88 Mr.
He served as commander of the IDF Ground Forces Command, and later as Head of the Israeli Defense Intelligence, a post he held until his retirement in 2002. Mr. Malka holds B.A. in History from Tel Aviv University, Israel. He also graduated from the IDF Staff & Command College and its National Defense Academy. Mr.
Furthermore, under the collective bargaining agreements, the wages of most of our employees are linked to the CPI in Israel, although the extent of the linkage is limited. In addition, Israeli law generally requires severance pay upon the retirement or death of an employee or termination of employment without due cause.
Furthermore, under the collective bargaining agreements, the wages of most of our employees are linked to the CPI in Israel, although the extent of the linkage is limited. 85 In addition, Israeli law generally requires severance pay upon the retirement or death of an employee or termination of employment without due cause.
The actual payment of the annual On Target Cash Plan for the active chairman of the board of directors (the “Active Chairman”), the CEO and other executives in a given year shall be capped as determined by our board of directors, but in no event shall exceed the ratio set forth in the table below. 101 The On Target Cash Plans may be composed based on a mix of (i) the company target; (ii) personal targets (KPIs); and (iii) personal evaluation.
The actual payment of the annual On Target Cash Plan for the active chairman of the board of directors (the “Active Chairman”), the CEO and other executives in a given year shall be capped as determined by our board of directors, but in no event shall exceed the ratio set forth in the table below. 79 The On Target Cash Plans may be composed based on a mix of (i) the company target; (ii) personal targets (KPIs); and (iii) personal evaluation.
The table below sets forth the compensation paid to our five most highly compensated senior office holders (as defined in the Israeli Companies Law) during or with respect to the year ended December 31, 2024, in the disclosure format of Regulation 21 of the Israeli Securities Regulations (Periodic and Immediate Reports), 1970.
The table below sets forth the compensation paid to our five most highly compensated senior office holders (as defined in the Israeli Companies Law) during or with respect to the year ended December 31, 2025, in the disclosure format of Regulation 21 of the Israeli Securities Regulations (Periodic and Immediate Reports), 1970.
(2) Cash compensation amounts denominated in currencies other than the U.S. dollar were converted into U.S. dollars at the average conversion rate for the year ended December 31, 2024. (3) Amounts reported in this column include benefits and perquisites, including those mandated by applicable law.
(2) Cash compensation amounts denominated in currencies other than the U.S. dollar were converted into U.S. dollars at the average conversion rate for the year ended December 31, 2025. (3) Amounts reported in this column include benefits and perquisites, including those mandated by applicable law.
Our board of directors has determined that each member of our audit committee qualifies as an audit committee financial expert, as defined by rules of the SEC. The audit committee meets at least once each quarter. 95 Compensation Committee Under the Israeli Companies Law, the board of directors of any public company must establish a compensation committee.
Our board of directors has determined that each member of our audit committee qualifies as an audit committee financial expert, as defined by rules of the SEC. The audit committee meets at least once each quarter. 74 Compensation Committee Under the Israeli Companies Law, the board of directors of any public company must establish a compensation committee.
Our board of directors determined, accordingly, that at least two directors must have ‘‘accounting and financial expertise’’ as such term is defined by regulations promulgated under the Israeli Companies Law.
Our board of directors determined, accordingly, that at least two directors must have ‘‘accounting and financial expertise’’ as such term is defined by regulations promulgated under the Israeli Companies Law. External and Independent Directors External Directors .
All our directors (except for external directors) hold office until the annual general meeting of shareholders succeeding their election (provided that if no directors are elected at the annual general meeting, the directors in office at the time such meeting was convened shall continue to hold their office) or until their earlier death, resignation, removal or other circumstances as set forth in the Israeli law.
All our directors hold office until the annual general meeting of shareholders succeeding their election (provided that if no directors are elected at the annual general meeting, the directors in office at the time such meeting was convened shall continue to hold their office) or until their earlier death, resignation, removal or other circumstances as set forth in the Israeli law.
Pursuant to our articles of association and in accordance with the Israeli Companies Law, our directors (except for the external directors) are elected at our annual general meeting of shareholders by a vote of the holders of a majority of the voting power represented and voting at such meeting; in addition, directors (except for external directors) may be appointed by a vote of a majority of directors then in office.
Pursuant to our articles of association and in accordance with the Israeli Companies Law, our directors are elected at our annual general meeting of shareholders by a vote of the holders of a majority of the voting power represented and voting at such meeting; in addition, directors may be appointed by a vote of a majority of directors then in office.
(5) Amounts reported in this column represent the expense recorded in our financial statements for the year ended December 31, 2024 in connection with equity-based compensation granted to the Covered Executive. 91 C. Board Practices Introduction Under the Israeli Companies Law and our articles of association, the management of our business is vested in our board of directors.
(5) Amounts reported in this column represent the expense recorded in our financial statements for the year ended December 31, 2025 in connection with equity-based compensation granted to the Covered Executive. 72 C. Board Practices Introduction Under the Israeli Companies Law and our articles of association, the management of our business is vested in our board of directors.
According to the 2012 Plan an aggregate of 980,000 options exercisable into up to 980,000 ordinary shares, 0.9 NIS par value, of TAT may be granted to certain members of our board of directors and certain senior executives at an exercise price not less than the fair market value of the shares covered by the option on the date of grant.
According to the 2012 Plan an aggregate of 980,000 options exercisable into up to 980,000 ordinary shares, of TAT may be granted to certain members of our board of directors and certain senior executives at an exercise price not less than the fair market value of the shares covered by the option on the date of grant.
According to the 2022 Plan an aggregate of 550,000 options exercisable into up to 550,000 ordinary shares, 0.9 NIS par value, of TAT may be granted to certain members of our board of directors and certain senior executives at an exercise price not less than the fair market value of the shares covered by the option on the date of grant.
According to the 2022 Plan an aggregate of 550,000 options exercisable into up to 550,000 ordinary shares, of TAT may be granted to certain members of our board of directors and certain senior executives at an exercise price not less than the fair market value of the shares covered by the option on the date of grant.
All the members of our board of directors (except for external directors) may be re-elected upon completion of their term of office. The Israeli Companies Law requires the board of directors of a public company to determine a minimum number of directors with ‘‘accounting and financial expertise’’.
All the members of our board of directors may be re-elected upon completion of their term of office. The Israeli Companies Law requires the board of directors of a public company to determine a minimum number of directors with ‘‘accounting and financial expertise’’.
Election of Directors Our articles of association provide for a board of directors consisting of such number of directors as may be determined from time to time at a general meeting of shareholders, provided that it shall be no less than two or more than eleven.
Election of Directors Our articles of association provide for a board of directors consisting of such number of directors as may be determined from time to time at a general meeting of shareholders, provided that it shall be no less than two or more than eleven. Our board of directors is currently composed of seven directors.
In general, the employee contributes an amount equal to approximately 5% to 6% of his or her wage and the employer contributes an additional amount of approximately 13-1/3% to 16% of such wage. Management insurance is not a legally mandated by Israeli law.
In general, the employee contributes an amount equal to approximately 5% to 6% of their wage and the employer contributes an additional amount of approximately 13-1/3% to 16% of such wage. Management insurance is not a legally mandated by Israeli law.
Of such employees, 194 were located in Israel and 440 were employed by Limco and Piedmont located in the United States. Employees in Israel are employed under collective or individual employment agreements. Senior employees in special positions and members of management are employed under individual agreements.
Of such employees, 209 were located in Israel and 450 were employed by Limco and Piedmont located in the United States. Employees in Israel are employed under collective or individual employment agreements. Senior employees in special positions and members of management are employed under individual agreements.
In general, the audit committee must consist of at least three directors and must include all of the external directors; furthermore, a majority of the audit committee members must comply with the director independence requirements prescribed by the Israeli Companies Law.
In general, the audit committee must consist of at least three directors and a majority of the audit committee members must comply with the director independence requirements prescribed by the Israeli Companies Law.
Management insurance provides a combination of savings plan, insurance and severance pay benefits to the employee, giving the employee a lump sum payment upon retirement (rather than receiving annuity payments) and securing his or her right to receive severance pay, if legally entitled, upon termination of employment.
Management insurance provides a combination of savings plan, insurance and severance pay benefits to the employee, giving the employee a lump sum payment upon retirement (rather than receiving annuity payments) and securing their rights to receive severance pay, if legally entitled, upon termination of employment.
In addition, our audit committee, board of directors and shareholders resolved to indemnify our office holders, pursuant to a standard indemnification agreement that provides for indemnification of an office holder in an aggregate amount not to exceed 25% of our equity capital (net worth). To date, we have provided letters of indemnification to all of our officers and directors.
In addition, our audit committee, board of directors and shareholders resolved to indemnify our office holders, pursuant to a standard indemnification agreement that provides for indemnification of an office holder in an aggregate amount not to exceed 25% of our equity capital (net worth).
The duty of care requires an office holder to act at a level of care that a reasonable office holder in the same position would employ under the same circumstances.
An office holder’s fiduciary duties consist of a duty of care and a duty of loyalty. The duty of care requires an office holder to act at a level of care that a reasonable office holder in the same position would employ under the same circumstances.
Between 2006 -2011 he was the Sales Director of the Gas Turbine Group of Donaldson Company. Mr. Hesbjerg holds an economics degree from Niels Brock College, a B.A. degree in International Business and an Executive Management Diploma degree from the University of Minnesota. Directors Mr. Amos Malka was elected as Chairman of our Board of Directors in June 2016. Mr.
Between 2006 -2011 he was the Sales Director of the Gas Turbine Group of Donaldson Company. Mr. Hesbjerg holds an economics degree from Niels Brock College, a B.A. degree in International Business and an Executive Management Diploma degree from the University of Minnesota. 69 Directors Mr.
Collective bargaining agreements are signed for specified terms and are renewed from time to time. During 2022, TAT's management and the union of TAT Israel agreed to enter into a collective bargaining agreement with respect to employees of TAT Israel. The agreement was signed on September 7, 2022 and will be in effect until April 30, 2025.
Collective bargaining agreements are signed for specified terms and are renewed from time to time. During 2022, TAT's management and the union of TAT Israel agreed to enter into a collective bargaining agreement with respect to employees of TAT Israel. On February 20, 2025, a new collective bargaining agreement was signed that will be in effect until March 31, 2028.
Igal Zamir was appointed as TAT’s Chief Executive Officer and President in April 2016. Prior to joining TAT, from 2009 until 2013, Mr. Zamir served as President at Mapco Express, a wholly-owned subsidiary of Delek US Holdings Inc., a NYSE-listed company which owns and operates 370 convenient stores and gas stations in the southeastern region of the United States.
Zamir served as President at Mapco Express, a wholly-owned subsidiary of Delek US Holdings Inc., a NYSE-listed company which owns and operates 370 convenient stores and gas stations in the southeastern region of the United States. Prior to Mapco Express, from 2006 until 2009, Mr.
In accordance with the Israeli Companies Law, a company’s articles of association may permit the company to: • Undertake in advance to indemnify an office holder, except that with respect to a financial liability imposed on the office holder by any judgment, settlement or court-approved arbitration award, the undertaking must be limited to types of occurrences, which, in the opinion of the company’s board of directors, are, at the time of the undertaking, foreseeable due to the company’s activities and to an amount or standard that the board of directors has determined is reasonable under the circumstances; and • Undertake in advance to indemnify an office holder for reasonable litigation expenses, including attorney’s fees, actually incurred by the office holder as a result of an investigation or proceeding instituted against him or her by a competent authority, provided that such investigation or proceeding concluded without the filing of an indictment against the office holder or the imposition of any monetary liability in lieu of criminal proceedings, or concluded without the filing of an indictment against the office holder and a monetary liability was imposed on the officer holder in lieu of criminal proceedings with respect to a criminal offense that does not require proof of criminal intent. • Undertake in advance to indemnify an office holder for reasonable litigation expenses, including attorneys’ fees, incurred by such office holder or which were imposed on him by a court, in proceedings the company instituted against the office holder or that were instituted on the company’s behalf or by another person, or in a criminal charge from which the office holder was acquitted, or in a criminal proceeding in which the office holder was convicted of a crime which does not require proof of criminal intent. • Retroactively indemnify an office holder of the company. 104 Limitations on Exculpation, Insurance and Indemnification The Israeli Companies Law provides that neither a provision of the articles of association permitting the company to enter into a contract to insure the liability of an office holder, nor a provision in the articles of association or a resolution of the board of directors permitting the indemnification of an office holder, nor a provision in the articles of association exempting an office holder from duty to the company shall be valid, where such insurance, indemnification or exemption relates to any of the following: • Breach by the office holder of his duty of loyalty, except with respect to insurance coverage or indemnification if the office holder acted in good faith and had reasonable grounds to assume that the act would not prejudice the company; • Breach by the office holder of his duty of care if such breach was committed intentionally or recklessly, unless the breach was committed only negligently; • Any act or omission committed with intent to derive an unlawful personal gain; and • Any fine or forfeiture imposed on the office holder.
In this respect, the compensation committee and the board of directors shall have the right to determine a higher (but not lower) entitlement threshold. 80 Indemnification and Insurance of Directors and Officers Insurance of Office Holders The Israeli Companies Law provides that a company may, if permitted by its articles of association, enter into a contract to insure an office holder for acts or omissions performed by the office holder in such capacity for: • Breach of his or her duty of care to the company or to another person; • Breach of his or her duty of loyalty to the company, provided that the office holder acted in good faith and had reasonable cause to assume that his act would not prejudice the company’s interests; • Monetary liability imposed upon the office holder in favor of another person; • A monetary obligation imposed on the office holder in favor of another person who was injured by a violation, as this term is defined in section 52(54)(a)(1)(a) of the Israeli Securities Law, 1968 (“Israeli Securities Law”); and • Expenses expended by the office holder, including reasonable litigation expenses, and including attorney's fees, in respect of any proceeding under chapters 8-C, 8-D or 9-A of the Israeli Securities Law or in respect to any monetary sanction. 81 Indemnification of Office Holders The Israeli Companies Law provides that a company may, if permitted by its articles of association, indemnify an office holder for acts or omissions performed by the office holder in such capacity for: • Monetary liability imposed on the office holder in favor of another person by any judgment, including a settlement or an arbitrator’s award approved by a court; • Reasonable litigation expenses, including attorney’s fees, actually incurred by the office holder as a result of an investigation or proceeding instituted against him or her by a competent authority, provided that such investigation or proceeding concluded without the filing of an indictment against the office holder or the imposition of any monetary liability in lieu of criminal proceedings, or concluded without the filing of an indictment against the office holder and a monetary liability was imposed on the officer holder in lieu of criminal proceedings with respect to a criminal offense that does not require proof of criminal intent; • A monetary obligation imposed on the office holder in favor of another person who was injured by a violation, as this term is defined in section 52(54)(a)(1)(a) of the Israeli Securities Law; • Expenses expended by the office holder, including reasonable litigation expenses, and including attorney's fees, in respect of any proceeding under chapters 8-C, 8-D or 9-A of the Israeli Securities Law or in respect to any monetary sanction; • Reasonable litigation expenses, including attorneys’ fees, incurred by such office holder or which were imposed on him by a court, in proceedings the company instituted against the office holder or that were instituted on the company’s behalf or by another person, or in a criminal charge from which the office holder was acquitted, or in a criminal proceeding in which the office holder was convicted of a crime which does not require proof of criminal intent; or • Any other liability, payment or expense which the company may indemnify its office holders under the Israeli Company Law, the Israeli Securities Law or other Israeli law. 82 In accordance with the Israeli Companies Law, a company’s articles of association may permit the company to: • Undertake in advance to indemnify an office holder, except that with respect to a financial liability imposed on the office holder by any judgment, settlement or court-approved arbitration award, the undertaking must be limited to types of occurrences, which, in the opinion of the company’s board of directors, are, at the time of the undertaking, foreseeable due to the company’s activities and to an amount or standard that the board of directors has determined is reasonable under the circumstances; and • Undertake in advance to indemnify an office holder for reasonable litigation expenses, including attorney’s fees, actually incurred by the office holder as a result of an investigation or proceeding instituted against him or her by a competent authority, provided that such investigation or proceeding concluded without the filing of an indictment against the office holder or the imposition of any monetary liability in lieu of criminal proceedings, or concluded without the filing of an indictment against the office holder and a monetary liability was imposed on the officer holder in lieu of criminal proceedings with respect to a criminal offense that does not require proof of criminal intent. • Undertake in advance to indemnify an office holder for reasonable litigation expenses, including attorneys’ fees, incurred by such office holder or which were imposed on him by a court, in proceedings the company instituted against the office holder or that were instituted on the company’s behalf or by another person, or in a criminal charge from which the office holder was acquitted, or in a criminal proceeding in which the office holder was convicted of a crime which does not require proof of criminal intent. • Retroactively indemnify an office holder of the company. 83 Limitations on Exculpation, Insurance and Indemnification The Israeli Companies Law provides that neither a provision of the articles of association permitting the company to enter into a contract to insure the liability of an office holder, nor a provision in the articles of association or a resolution of the board of directors permitting the indemnification of an office holder, nor a provision in the articles of association exempting an office holder from duty to the company shall be valid, where such insurance, indemnification or exemption relates to any of the following: • Breach by the office holder of his duty of loyalty, except with respect to insurance coverage or indemnification if the office holder acted in good faith and had reasonable grounds to assume that the act would not prejudice the company; • Breach by the office holder of his duty of care if such breach was committed intentionally or recklessly, unless the breach was committed only negligently; • Any act or omission committed with intent to derive an unlawful personal gain; and • Any fine or forfeiture imposed on the office holder.
Ben- Yair served as the Chief Financial Officer of SHL Telemedicine, a public company traded on the Swiss stock exchange (SIX: SHLTN) engaging in the field of digital health. Between 2012-2016, Mr.
Ehud Ben-Yair was appointed as TAT's Chief Financial Officer in May 2018. Prior to joining TAT, Mr. Ben- Yair served as the Chief Financial Officer of SHL Telemedicine, a public company traded on the Swiss stock exchange (SIX: SHLTN) engaging in the field of digital health. Between 2012-2016, Mr.
The compensation committee must consist of at least three directors, include all of the external directors (including one external director serving as the chair of the compensation committee), and a majority of the committee members must comply with the director independence requirements prescribed by the Israeli Companies Law.
The compensation committee must consist of at least three directors and a majority of the committee members must comply with the director independence requirements prescribed by the Israeli Companies Law.
Clawback Policy In 2023, we adopted a Clawback Policy in compliance with the SEC rules and NASDAQ listing standards to recover any excess incentive-based compensation from current and former executive officers after an accounting restatement. 105 D.
To date, we have provided letters of indemnification to all of our officers and directors. 84 Clawback Policy In 2023, we adopted a Clawback Policy in compliance with the SEC rules and NASDAQ listing standards to recover any excess incentive-based compensation from current and former executive officers after an accounting restatement. D.
Amos Malka), the fixed medium amounts permitted by law to an external director (within the meaning of the Israeli Companies Law) which was a per meeting attendance fee of NIS 2,862 (approximately $774), plus an annual fee of NIS 76,860 (approximately $20,772). Pursuant to its agreement with Mr.
Amos Malka), the fixed medium amounts permitted by law to an external director (within the meaning of the Israeli Companies Law) which was a per meeting attendance fee of NIS 2,954 (approximately $926), plus an annual fee of NIS 79,347 (approximately $24,874). Pursuant to its agreement with Mr.
From 2007 until 2010, he also served as chairman of Plasan Sasa LTD., an armored vehicle manufacturer. From 2005 until 2007, he served as the chairman of Albar, a leading company in the Israeli automobile sector. From 2002 until 2005, Mr. Malka served as the CEO of Elul Technologies Ltd., Israel's largest aerospace and defense business development and consulting company.Mr.
Malka served as the chairman and CEO of Logic Industries Ltd. From 2007 until 2010, he also served as chairman of Plasan Sasa LTD., an armored vehicle manufacturer. From 2005 until 2007, he served as the chairman of Albar, a leading company in the Israeli automobile sector. From 2002 until 2005, Mr.
Doron Cohen has served as our internal auditor since December 24, 2008. 96 Directors’ Service Contracts There are no arrangements or understandings between us and any of our subsidiaries, on the one hand, and any of our directors, on the other hand, providing for benefits upon termination of their employment or service as directors of our company or any of our subsidiaries.
Directors’ Service Contracts There are no arrangements or understandings between us and any of our subsidiaries, on the one hand, and any of our directors, on the other hand, providing for benefits upon termination of their employment or service as directors of our company or any of our subsidiaries.
Some transactions, actions and arrangements involving an office holder (or a third party in which an office holder has an interest) must be approved by the board of directors or as otherwise provided for in a company’s articles of association.
The compensation of office holders who are directors and compensation of the Chief Executive Officer must be approved by the compensation committee, board of directors and the general meeting of shareholders. 77 Some transactions, actions and arrangements involving an office holder (or a third party in which an office holder has an interest) must be approved by the board of directors or as otherwise provided for in a company’s articles of association.
Malka is the founder and chairman of Spire Security Solutions Ltd., a security, intelligence and cyber security provider. From 2018 Mr. Malka is the Chairman of the Board of Directors of Aitech Rugged Group Inc. From 2007 until 2015, Mr. Malka served as the chairman and CEO of Logic Industries Ltd.
Amos Malka was elected as Chairman of our Board of Directors in June 2016 . Mr. Malka is the founder and chairman of Spire Security Solutions Ltd., a security, intelligence and cyber security provider. From 2018 until 2022, Mr. Malka served as the Chairman of the Board of Directors of Aitech Rugged Group Inc. From 2007 until 2015, Mr.
As part of the Company's 2012 Plan’s amendments it was determined that if the Company declares a cash dividend to its shareholders, and the distribution date of such dividend will precede the exercise date of an option, including for the avoidance of doubt, options that have yet to become vested and options which have been granted prior to the adoption of such amendment to the 2012 Plan, the exercise price of the option shall be reduced in the amount equal to the cash dividend per share distributed by the Company. 107 Following the approval of TAT's audit committee and board of directors, on November 8, 2022 the Company’s shareholders approved the Company’s 2022 stock option plan (the “2022 Plan”, and together with the 2012 Plan, and the Amended and Restated Company’s 2022 Stock Option Plan (as defined below), “Plans”).
As part of the Company's 2012 Plan’s amendments it was determined that if the Company declares a cash dividend to its shareholders, and the distribution date of such dividend will precede the exercise date of an option, including for the avoidance of doubt, options that have yet to become vested and options which have been granted prior to the adoption of such amendment to the 2012 Plan, the exercise price of the option shall be reduced in the amount equal to the cash dividend per share distributed by the Company.
Our compensation committee consists of our two external directors and an independent director under the respective requirements of the SEC and NASDAQ and complies with the Israeli Companies Law criteria for compensation committee members.
Our compensation committee consists of an independent director under the respective requirements of the SEC and NASDAQ and complies with the Israeli Companies Law criteria for compensation committee members. Nominating Governance and Sustainability Committee In November 2025, our board of directors established our Nominating Governance and Sustainability Committee.
Employees As of December 31, 2024, TAT and its subsidiaries employed 634 employees, of whom 516 were employed in manufacturing and quality control, 37 were employed in engineering and research and development and 81 were employed in general & administration, sales and marketing.
Employees As of December 31, 2025, TAT and its subsidiaries employed 659 employees, of whom 427 were employed in manufacturing and quality control, 150 were employed in engineering and research and development and 82 were employed in general & administration, sales and marketing.
On February 20, 2025, a new agreement was signed that will be in effect until March 31, 2028. In Turbochrom, a collective bargaining agreement was signed with Turbochrome’s union on September 18, 2022, and will be in effect until April 30, 2025. On February 25, 2025, a new agreement was signed that will be in effect until March 31, 2028.
In Turbochrome, a new collective bargaining agreement was also signed with Turbochrome’s union on February 25, 2025, that will be in effect until March 31, 2028.
Cervellione holds a Bachelor’s Degree from Fordham University and a Master’s Degree in Finance from Hofstra University. Mr. Paul Maness was appointed as General Manager of Limco in March 2024. Mr. Manes brings years of experience in operations leadership as well as military leadership as an Army Ranger. Prior to joining Limco, Mr.
Paul Maness was appointed as General Manager of Limco in March 2024. Mr. Manes brings years of experience in operations leadership as well as military leadership as an Army Ranger. Prior to joining Limco, Mr.
Malka also serves on the boards of directors of Imagesat International and Delek Automotive System. Mr. Malka retired from the IDF in 2002 at the rank of Major General, after 31 years of service.
Malka served as the CEO of Elul Technologies Ltd., an aerospace and defense business development and consulting company .Mr. Malka also serves on the boards of directors of Imagesat International and Delek Automotive System. Mr. Malka retired from the IDF in 2002 at the rank of Major General, after 31 years of service.
The chairman of the board of directors shall not hold any other position with the company (except as general manager if approved in accordance with the above procedure) or in any entity controlled by the company, other than as chairman of the board of directors of a controlled entity, and the company shall not delegate to the chairman duties that, directly or indirectly, make him or her subordinate to the general manager.
The chairman of the board of directors shall not hold any other position with the company (except as general manager if approved in accordance with the above procedure) or in any entity controlled by the company, other than as chairman of the board of directors of a controlled entity, and the company shall not delegate to the chairman duties that, directly or indirectly, make him or her subordinate to the general manager. 76 Approval of Related Party Transactions under Israeli Law Fiduciary Duties of Office Holders The Israeli Companies Law codifies the fiduciary duties that “office holders,” including directors and executive officers, owe to a company.
Compensation of Directors and Executive Officers The following table sets forth all compensation TAT paid to all of its directors and executive officers as a group for the year ended December 31, 2024. 89 Salaries, fees, Commissions and bonuses (Amounts in Thousands US$) Other benefits (Amounts in Thousands US$) All directors and executive officers as a group (12 executives) $ 3,467 $ 108 During the year ended December 31, 2024, TAT paid its directors (except for its active chairman of the Board of Directors, Mr.
Salaries, fees, Commissions and bonuses (Amounts in Thousands US$) Other benefits (Amounts in Thousands US$) All directors and executive officers as a group (15 executives and directors) $ 4,122 $ 110 During the year ended December 31, 2025, TAT paid its directors (except for its active chairman of the Board of Directors, Mr.
(4) Amounts reported in this column refer to variable compensation mainly bonus payments according to the company's incentive plan as recorded in our financial statements for the year ended December 31, 2024 and were paid during 2024 in respect of performance related to fiscal year 2023 and 2022 results and special bonus for the private placements was paid in 2024.
(4) Amounts reported in this column refer to variable compensation mainly bonus payments according to the company's incentive plan paid during 2025 in respect of performance related to fiscal year 2024 and special bonus paid in 2025 for private placements/equity financing.
Prior to joining TAT, Mr. Topaz served as Vice President at A.L. GROUP and has managed and lead the business development and marketing strategy of the entire group including four manufacturing facilities, five trading companies around the globe and 1500 employees. Mr.
Topaz served as Vice President at A.L. GROUP and has managed and lead the business development and marketing strategy of the entire group including four manufacturing facilities, five trading companies around the globe and 1500 employees. Mr. Topaz holds a B.A. in Management and Economics from the Open University-Israel, and M.B.A in Business administration from the Peres Academic Center, Israel.
Furthermore, Israeli employees and employers are required to pay predetermined sums to the National Insurance Institute which is similar to the United States Social Security Administration.
Furthermore, Israeli employees and employers are required to pay predetermined sums to the National Insurance Institute which is similar to the United States Social Security Administration. These payments amount to approximately 12% of wages, with the employee contributing approximately 43% and the employer approximately 56%.
Prior to Mapco Express, from 2006 until 2009, Mr. Zamir served as CEO of Metrolight, a provider of proprietary energy saving solutions in High Intensity Discharge (HID) lighting systems. From 1998 until 2004, Mr. Zamir served as CEO of Rostam, a leading provider of private label feminine hygiene products. Mr.
Zamir served as CEO of Metrolight, a provider of proprietary energy saving solutions in High Intensity Discharge (HID) lighting systems. From 1998 until 2004, Mr. Zamir served as CEO of Rostam, a leading provider of private label feminine hygiene products. Mr. Zamir holds a B.Sc. in Industrial Engineering from Tel Aviv University and an MBA from Bar-Ilan University. Mr.
Lewandowski holds a Bachelor of Science in Electrical Engineering from Marquette University (1997) and an MBA from Carnegie Mellon’s Tepper School of Business (2005). 86 Mr. Liron Topaz has been with TAT since 2017 and prior to his current role as General Manager of TAT Israel, he served as TAT’s Sales and Marketing Executive Vice President.
Brian holds an MBA in Organizational Leadership from Eastern University and a BA in Psychology from Elmira College. Mr. Liron Topaz has been with TAT since 2017 and prior to his current role as General Manager of TAT Israel, he served as TAT’s Sales and Marketing Executive Vice President. Prior to joining TAT, Mr.
Directors and Senior Management Set forth below are the name, age, principal position and a biographical description of each of our directors and executive officers, as of the date hereof: Name Age Position Amos Malka 73 Chairman of the Board of Directors Igal Zamir 60 Chief Executive Officer and President Ehud Ben – Yair 62 Chief Financial Officer Liron Topaz 44 General Manager of TAT Israel Marty Carvellione 47 General Manager of Piedmont Jason Lewandowski 51 Chief Operational Officer Paul Maness 41 General Manager of Limco Lars Hesbjerg 59 Vice President Sales Gillon Beck 64 Director Moti Glick (1)(2)(3)(4) 73 External Director Ronnie Meninger (1)(3)(4) 69 Independent Director Aviram Halevi (1)(2)(3)(4) 68 External Director (1) “Independent Director” under SEC requirements and NASDAQ Marketplace Rules (2) “External Director” as required by the Israeli Companies Law (3) Member of the Company’s Audit Committee (4) Member of the Company’s Compensation Committee 85 Management Mr.
Directors and Senior Management Set forth below are the name, age, principal position and a biographical description of each of our directors and executive officers, as of the date hereof: Name Age Position Amos Malka (4)(5) 73 Chairman of the Board of Directors Igal Zamir (5) 60 Chief Executive Officer, President and Director Ehud Ben – Yair 62 Chief Financial Officer Jason Lewandowski 52 Chief Operational Officer Matthew Hinkle 39 Chief Accounting Officer Brian Rea 55 Chief Human Resources Officer Liron Topaz 45 General Manager of TAT Israel Bruce Patterson 62 General Manager of Piedmont Paul Maness 42 General Manager of Limco Moti Glick (1)(2)(4) 73 Independent Director Ronnie Meninger (1)(3) 69 Independent Director Amir Harel (1)(2)(3)(5) 64 Independent Director Eitan Oppenheim (1)(3)(5) 60 Independent Director Sagit Manor (1)(2)(4) 53 Independent Director (1) “Independent Director” under SEC requirements and NASDAQ Marketplace Rules (2) Member of the Company’s Audit Committee (3) Member of the Company’s Compensation Committee (4) Member of the Nominating Governance and Sustainability Committee (5) Member of Investment and M&A Committee 67 Management Mr.
The duty of loyalty requires that an office holder acts in good faith and for the benefit of the company, including (i) avoiding any conflict of interest between the office holder’s position in the company and any other position he holds or his personal affairs, (ii) avoiding any competition with the company’s business, (iii) avoiding exploiting any business opportunity of the company in order to receive personal gain for the office holder or others, and (iv) disclosing to the company any information or documents relating to the company’s affairs that the office holder has received by virtue of his position as an office holder. 97 Disclosure of Personal Interests of an Office Holder; Approval of Transactions with Office Holders The Israeli Companies Law requires that an office holder promptly, and no later than the first board meeting at which such transaction is considered, disclose any personal interest that he or she may have and all related material information known to him or her and any documents in their position, in connection with any existing or proposed transaction by us.
The duty of loyalty requires that an office holder acts in good faith and for the benefit of the company, including (i) avoiding any conflict of interest between the office holder’s position in the company and any other position he holds or his personal affairs, (ii) avoiding any competition with the company’s business, (iii) avoiding exploiting any business opportunity of the company in order to receive personal gain for the office holder or others, and (iv) disclosing to the company any information or documents relating to the company’s affairs that the office holder has received by virtue of his position as an office holder.
A copy of the Amended and Restated Company’s 2022 Stock Option Plan is attached as an exhibit to this Annual Report.
A copy of the Amended and Restated Company’s 2022 Stock Option Plan is attached as an exhibit to this Annual Report. In November 2025, following the approval of TAT's audit committee and board of directors, the Company’s shareholders annual meeting, approved amendments to the 2012 Plan and the 2022 Plan.
The audit committee may consult from time to time with our independent auditors and internal auditor with respect to matters involving financial reporting and internal accounting controls.
The audit committee may consult from time to time with our independent auditors and internal auditor with respect to matters involving financial reporting and internal accounting controls. Our audit committee consists of three members of our board of directors who satisfy the respective “independence” requirements of the SEC, NASDAQ and Israeli law for audit committee members.
Ronnie Meninger joined TAT's Board of Directors as an independent director in November 2021. Mrs. Meninger brings vast experience in industrial companies, having served as CEO of Chemada Fine Chemicals Ltd. and Algatechnologies Ltd. She also served in other managerial positions in various companies. Mrs. Meninger serves on the Board of Directors of Kafrit, Albaad and Maytronics and OSG Group.
Meninger brings vast experience in industrial companies, having served as CEO of Chemada Fine Chemicals Ltd. and Algatechnologies Ltd. among other managerial positions in various companies. Ms. Meninger serves on the boards of Albaad, OSG Group, and Maytronics . For the last 11 years she acts as a business consultant for companies and startups. Mrs.
In the event the majority of the members of the board of directors or the audit committee have a personal interest, then the approval of the general meeting of shareholders is also required. 98 Disclosure of Personal Interests of a Controlling Shareholder; Approval of Transactions with Controlling Shareholders The disclosure requirements that apply to an office holder also apply to a transaction in which a controlling shareholder of the company has a personal interest.
In the event the majority of the members of the board of directors or the audit committee have a personal interest, then the approval of the general meeting of shareholders is also required.
Stock Option Plans In November 2011, our audit committee and board of directors approved a stock option plan (the “2012 Plan”), which was subsequently approved by TAT’s shareholders, on June 28, 2012.
Share Ownership Beneficial Ownership of Executive Officers and Directors Except as set forth under ‘Stock Option Plans’ and in Item 7A below, none of our directors and executive officers beneficially owns more than 1% of our outstanding shares. 86 Stock Option Plans In November 2011, our audit committee and board of directors approved a stock option plan (the “2012 Plan”), which was subsequently approved by TAT’s shareholders, on June 28, 2012.
Glick served as the CEO of Overseas Commerce, a public company traded on the Tel Aviv Stock Exchange. Prior to that Mr. Glick was CFO of Clal Trading, a public company as well. Mr.Glick is a CPA (ISR) and holds a B.A. in Economics from Bar-Elan University. Mrs.
Prior to that Mr. Glick was CFO of Clal Trading, a public company as well. Mr. Glick is a CPA (ISR) and holds a B.A. in Economics from Bar-Elan University. Ms. Ronnie Meninger joined TAT's Board of Directors as an independent director in November 2021. Ms.
Information Regarding Covered Executives (1) (Amounts in Thousands US$) Name and Principal Position (2) Base Salary Benefits and Perquisites (3) Variable Compensation (4) Equity-Based Compensation (5) Total Igal Zamir, CEO and President 339 130 346 20 835 Ehud Ben- Yair, CFO 324 57 225 96 702 Jason Lewandowski, COO 267 22 152 31 472 Liron Topaz, GM TAT Israel 156 71 68 37 328 Lars Hebjerg, VP Sales 221 23 62 37 323 (1) All amounts reported in the table are in terms of cost to TAT, as recorded in our financial statements.
Information Regarding Covered Executives (1) (Amounts in Thousands US$) Name and Principal Position (2) Base Salary Benefits and Perquisites (3) Variable Compensation (4) Equity-Based Compensation (5) Total Igal Zamir, CEO and President $ 371 $ 8 $ 257 $ 401 $ 1,037 Ehud Ben- Yair, CFO 360 11 303 120 794 Jason Lewandowski, COO 299 14 107 15 435 Liron Topaz, General Manager TAT Israel 210 61 95 99 465 Paul Maness, General Manager Limco 221 7 61 60 349 (1) All amounts reported in the table are in terms of cost to TAT, as recorded in our financial statements.
Approval of the compensation committee, the board of directors and our shareholders, in that order, is required for the adoption of the compensation policy. The shareholders’ approval must include the majority of shares voted at the meeting.
On March 2025, the Company’s annual shareholders meeting, approved the renewal and amendment of the Company’s compensation policy for an additional three years. 78 Approval of the compensation committee, the board of directors and our shareholders, in that order, is required for the adoption of the compensation policy.
In general, the options under the Plans vest over a period of 4 years as follows: 25% of the options vest upon the lapse of 12 months following the date of grant and the remaining 75% vest on a quarterly basis over the remaining 3-year period.
These amendments are intended to provide the Company with greater flexibility in structuring equity-based compensation, to better align the plans with current market practices and the evolving needs of the Company, and to support the Company’s ability to attract, retain and incentivize key employees, officers, directors and consultants. 87 In general, the options under the Plans vest over a period of 4 years as follows: 25% of the options vest upon the lapse of 12 months following the date of grant and the remaining 75% vest on a quarterly basis over the remaining 3-year period.
For the last 9 years she acts as a business consultant for companies and startups. Mrs. Meninger holds a BSc in Life Sciences and an MBA from the Hebrew University of Jerusalem. Mr. Aviram Halevi joined TAT’s Board of Directors as an external director in November 2013. Mr.
Meninger holds a BSc in Life Sciences and an MBA from the Hebrew University of Jerusalem. Mr. Eithan Oppenheim joined TAT’s Board of Directors in November 2025. Mr. Oppenheim currently serves as executive chairman of the board of Nova Ltd.
Beck received a Bachelor of Science degree (Cum Laude) in Industrial Engineering in 1990 from the Technion – Israel Institute of Technology, and a Master of Business Administration in Finance in 1992 from Bar-Ilan University. Mr. Moti Glick joined TAT’s Board of Directors as an external director in November 2021. From 1991 until 2021 Mr.
Mr. Harel holds a B.Sc. in Industrial Engineering and a Master in Industrial Management from the Technion – Israel Institute of Technology. Mr. Moti Glick joined TAT’s Board of Directors as an external director in November 2021. From 1991 until 2021 Mr. Glick served as the CEO of Overseas Commerce, a public company traded on the Tel Aviv Stock Exchange.
For nonemployees and for non-Israeli employees, the share option plan is subject to Section 3(i) of the Israeli Income Tax Ordinance. 108 As of December 31, 2024, under the 2012 Plan there are 491,755 options (of which 200,625 options are outstanding and 291,130 options are unallocated), and under the 2022 Plan there are 485,625 options (of which 285,000 options are outstanding and 200,625 options are unallocated).
For nonemployees and for non-Israeli employees, the share option plan is subject to Section 3(i) of the Israeli Income Tax Ordinance.
Amos Malka, TAT's active chairman of the Board of Directors, TAT paid Mr. Malka a monthly fee of NIS 50,000 plus VAT. In March 2025, the Company’s annual shareholders meeting approved the grant of 50,000 options to purchase 50,000 of the Company’s ordinary shares to Mr. Malka (replacing his previous option grant on 2016).
Amos Malka, TAT's active chairman of the Board of Directors, TAT paid Mr. Malka a monthly fee of NIS 50,000 plus VAT. In addition, the Company’s shareholders approved the following compensation terms for each of Mr. Amir Harel, Mr. Eitan Oppenheim, and Ms.
These payments amount to approximately 12% of wages, with the employee contributing approximately 43% and the employer approximately 56%. 106 We currently also generally grant senior employees based in Israel participation in a particular insurance product called “management insurance”.
We generally grant senior employees based in Israel participation in a particular insurance product called “management insurance”.
In accordance with the Israeli Companies Law, the policy must be reviewed and readopted at least once every three years. On March 2025, the Company’s annual shareholders meeting, approved the renewal and amendment of the Company’s compensation policy for an additional three years. A copy of the Company’s Amended Compensation Policy is attached as an exhibit to this Annual Report.
In accordance with the Israeli Companies Law, the policy must be reviewed and readopted at least once every three years.
The Israeli Companies Law provides that an extraordinary transaction with a controlling shareholder or an extraordinary transaction with another person in whom the controlling shareholder has a personal interest or a transaction with a controlling shareholder or his relative regarding terms of service and employment, must be approved by the audit committee (or the compensation committee, as the case may be), the board of directors and the shareholders by a special majority, as follows.
In addition, an extraordinary transaction between a public company and a controlling shareholder has a personal interest, and the terms of any compensation arrangement of a controlling shareholder who is an office holder or his relative, require the approval of a company’s audit committee (or compensation committee with respect to compensation arrangements), board of directors and a special majority vote of shareholders without personal interest, in that order.
F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable.
These RSUs vest in full on the date of TAT’s next annual meeting of shareholders, subject to the director’s continued service through such date. F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation Not applicable.
As a controlled company, within the meaning of NASDAQ Marketplace Rule 5615(c)(2), we are exempt from the NASDAQ Marketplace Rule which requires that a majority of our board of directors qualify as independent directors, within the meaning of the NASDAQ Marketplace Rules. 94 Audit Committee Under the Israeli Companies Law, the board of directors of any public company must establish an audit committee.
In accordance with the relief regulations, our nominating, governance and environmental committee and board of directors elected, in August 2025, not to appoint external directors to the board of directors and not to comply with the audit committee and compensation committee composition and chairperson requirements of the Companies Law, and to transition our external directors to become “regular” independent directors within the meaning of the NASDAQ Marketplace Rules. 73 Audit Committee Under the Israeli Companies Law, the board of directors of any public company must establish an audit committee.
Removed
Zamir holds a B.Sc. in Industrial Engineering from Tel Aviv University and an MBA from Bar-Ilan University. Mr. Ehud Ben-Yair was appointed as TAT's Chief Financial Officer in May 2018. Prior to joining TAT, Mr.
Added
Igal Zamir serves as TAT’s Chief Executive Officer and President in April 2016 and was appointed as a board member on July 2025. Prior to joining TAT, from 2009 until 2013, Mr.
Removed
Topaz holds a B.A. in Management and Economics from the Open University-Israel, and M.B.A in Business administration from the Peres Academic Center, Israel. Mr. Marty Cervellione was appointed as General Manager of Piedmont in January 2023. Marty began his career as a Ground Combat Officer in the United States Marine Corps serving from 2000-2006.
Added
Lewandowski holds a Bachelor of Science in Electrical Engineering from Marquette University (1997) and an MBA from Carnegie Mellon’s Tepper School of Business (2005). Mr. Matthew Hinkle was appointed as TAT's Chief Accounting Officer in September 2025. Mr.
Removed
In 2006, Marty was hired by Sikorsky Aircraft where he held managerial roles of increasing responsibility in Materials, Programs, Logistics and Distribution. In 2014, after 8 years with Sikorsky, Marty transitioned to Honeywell Aerospace where he led all Material Operations for the OEM and Repair and Overhaul Facilities.
Added
Hinkle began his career at Ernst & Young, spending eight years in the assurance practice providing audit and advisory services where he built a strong foundation in technical accounting, financial reporting, and internal controls. Prior to joining TAT, Mr.
Removed
In January of 2018 Marty left Honeywell and joined Proterra as the Director of Supply Chain and Materials for the Proterra Transit Business. After 5 years with Proterra, Marty was appointed General Manager of Piedmont in 2023. Mr. Cervellione brings with him over 20 years of operational and supply chain experience in the Aerospace and Electric Vehicle Industries. Mr.
Added
Hinkle served as the Senior Director of Accounting for The Anderson’s, Inc,, a Fortune 500 public company traded on the NASDAQ exchange (ANDE). Mr. Hinkle is a Certified Public Accountant and holds a Bachelor’s in Business Administration and a Master of Science in Accountancy degrees from the University of Toledo.
Removed
Gillon Beck joined TAT’s Board of Directors in November, 2022. Mr. Beck has been a Senior Partner at FIMI Opportunity Funds, the controlling shareholder of TAT, as well as a Director of the FIMI Opportunity Funds’ General Partners and SPV companies. In addition, Mr. Beck currently serves as Chairman of the Board of ImageSat Ltd(TASE), Emet Computing Ltd.
Added
He also holds an Executive Education Certificate in Machine Learning in Business from MIT. 68 Mr. Brian Rea was appointed to TAT’s Chief Human Resources Officer in September 2025. Before joining TAT Technologies, Brian served as Chief Human Resources Officer at AmesburyTruth.
Removed
(TASE), Hiper Global TASE), Gal-Shvav Ltd, Bet Shemesh Engines Ltd. (TASE), Inrom Industries Ltd., Senstar Technologies Ltd. (NASDAQ) Bird Aerosystems Ltd, and is a director of Rafa Laboratories Ltd., Simplivia Ltd., Orbit Technologies Ltd (TASE) , Carmel Forge Ltd., AITECH Ltd, Stern Engineering Ltd., Utron Ltd. ( TASE) and Unitronics (1989) (RG) Ltd (TASE). During the past five years, Mr.
Added
There he led a comprehensive HR and EHS transformation for a workforce of 3,500 employees—advancing talent acquisition, performance management, succession planning, and diversity & inclusion. He played a pivotal role in executive transitions, served as Board Secretary, and supported the Compensation Committee in shaping governance and leadership strategy.

… 71 more changes not shown on this page.

Item 7. Management's Discussion & Analysis

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

11 edited+9 added−14 removed2 unchanged
B. Related Party Transactions In March 2025, the Company's annual shareholders meeting approved the grant of 50,000 options to purchase 50,000 of the Company's ordinary shares to Mr. Malka (replacing his previous option grant on 2016). Additionally, the shareholders meeting approved the amendment to the compensation terms of Mr. Igal Zamir, the Company's Chief Executive Officer, as follows: Mr.
Related Party Transactions In March 2025, the Company's annual shareholders meeting approved the grant of 50,000 options to purchase 50,000 of the Company's ordinary shares to Mr. Malka (replacing his previous option grant on 2016). Additionally, the shareholders meeting approved the amendment to the compensation terms of Mr. Igal Zamir, the Company's Chief Executive Officer, as follows: Mr.
These numbers are not representative of the number of beneficial holders of our shares nor is it representative of where such beneficial holders reside since many of these ordinary shares were held by brokers or other nominees including CEDE & Co., the nominee for the Depositary Trust Company (the central depositary for the U.S. brokerage community), which held approximately 74 % of our outstanding ordinary shares as of such date.
These numbers are not representative of the number of beneficial holders of our shares nor is it representative of where such beneficial holders reside since many of these ordinary shares were held by brokers or other nominees including CEDE & Co., the nominee for the Depositary Trust Company (the central depositary for the U.S. brokerage community), which held approximately 98.02 % of our outstanding ordinary shares as of such date. 90 B.
More Investments Ltd, More Provident Funds & Pension Ltd., More Mutual Funds Management (2013) Ltd., BYM More Investments Ltd., Eli Levy, Yosef Levy, Benjamin Meirov, Yosef Meirov, Michael Meirov, and Dotan Meirov share voting and dispositive power with respect to the ordinary shares held by Y.D.
More Investments Ltd, More Provident Funds & Pension Ltd., More Mutual Funds Management (2013) Ltd., More Investment House Portfolio Management Ltd., BYM More Investments Ltd., Eli Levy, Yosef Levy, Benjamin Meirov, Yosef Meirov, Michael Meirov, and Dotan Meirov share voting and dispositive power with respect to the 900,147 ordinary shares held by Y.D. More Investments Ltd.
Record Holders Based on a review of the information provided to us by our transfer agent, as of December 31, 2024, there were 23 holders of record of our ordinary shares, of which 17 record holders holding less than 1.0% of our ordinary shares had registered addresses in the United States.
Based on a review of the information provided to us by our transfer agent, as of December 31, 2025, there were 20 holders of record of our ordinary shares, of which 19 record holders holding less than 1.0% of our ordinary shares had registered addresses in the United States.
Except as indicated by footnote, and subject to community property laws where applicable, the persons named in the table above have sole voting and investment power with respect to all shares shown as beneficially owned by them. (2) The percentages shown are based on 10,940,358 ordinary shares issued and outstanding as of December 31, 2024 (net of 274,473 dormant shares).
Except as indicated by footnote, and subject to community property laws where applicable, the persons named in the table above have sole voting and investment power with respect to all shares shown as beneficially owned by them. 88 (2) The percentages shown are based on 12,983,137 ordinary shares issued and outstanding as of December 31, 2025 (net of 274,473 dormant shares).
Major Shareholders The following table sets forth certain information as of December 31, 2024, regarding the beneficial ownership by all shareholders known to us to own beneficially 5% or more of our ordinary shares: Name Number of Ordinary Shares Beneficially Owned(1) Percentage of Ownership(2) FIMI Funds (3) 2,905,202 26.6 % MEITAV INVESTMENT HOUSE LTD. (4) 1,536,936 14.0 % Y.D.
Item 7. Major Shareholders and Related Party Transactions A. Major Shareholders The following table sets forth certain information as of December 31, 2025, regarding the beneficial ownership by all shareholders known to us to own beneficially 5% or more of our ordinary shares: Name Number of Ordinary Shares Beneficially Owned(1) Percentage of Ownership(2) Meitav Investment House Ltd.
More Investments Ltd, More Provident Funds & Pension Ltd. and More Mutual Funds Management (2013) Ltd. The principal business address of each of the above entities and persons is 2 Ben-Gurion Street, Ramat Gan, Israel.
The principal business address of each to the above entities and persons is 2 Ben-Gurion Street, Ramat Gan, Israel. The securities reported herein are held by More Provident for the benefit of beneficiaries of various provident and pension funds, More Mutual for the benefit of various mutual funds, and More Investment for the benefit of various portfolio management clients.
(4) Based on a letter sent to the Company dated January 2, 2025, As of December 31, 2024, Meitav Portfolio Management Ltd, Meitav Provident Funds & Pension Ltd. share voting and dispositive power with respect to the 1,536,938 ordinary shares held by Meitav Investment House Ltd.
(3) Based on a Schedule 13G/A filed on January 22, 2026, Meitav Portfolio Management Ltd and Meitav Provident Funds & Pension Ltd. share voting and dispositive power with respect to the 1,915,885 ordinary shares held by Meitav Investment House Ltd. The principal business address of each of the above entities and persons is 1 Jabotinsky St, Bnie Brak, Israel.
More Investments Ltd. (5) 1,213,859 11.1 % 109 (1) Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.
(3) 1,915,885 14.8 % Phoenix Financial Ltd (4) 949,438 7.3 % Y.D. More Investments Ltd. (5) 900,147 6.9 % Wasatch Advisor LP (6) 781,216 6.0 % Migdal Insurance & Financial Holdings Ltd. 678,353 5.1 % (1) Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.
The principal business address of each of the above entities and persons is 1 Jabotinsky St, Bnie Brak, Israel. 110 (5) Based on a Schedule 13G/A filed on January 23, 2025, Y.D.
(4) Based on a Schedule 13G/A filed on January 6, 2026, Phoenix Financial Ltd. share voting and dispositive power with respect to the 949,438 ordinary shares held by Phoenix Financial Ltd. The principal business address of each of the above entities and persons is Derech Hashalom 53, Israel. (5) Based on a Schedule 13G/A filed on January 8, 2026, Y.D.
Significant Changes in the Ownership of Major Shareholders On December 21, 2023, TAT completed the issuance and sale of 1,158,600 Ordinary Shares of the Company in a private placement to Israeli institutional and accredited investors (as defined under Israel’s Securities Law, 5728-1968), for a purchase price of NIS 31.70 per share (representing approximately $8.77 per share based on the exchange rate issued by the Bank of Israel at such time), resulting in net proceeds to the Company, after deducting offering expenses, of approximately NIS 36.2 million (or approximately $10.0 million).
Box 3063; Petach Tikva 49512, Israel. 89 Significant Changes in the Ownership of Major Shareholders On December 21, 2023, TAT completed a private placement of 1,158,600 ordinary shares to Israeli institutional and accredited investors at NIS 31.70 per share, generating net proceeds of approximately NIS 36.2 million, representing about 11.5% of its outstanding shares post-issuance; subsequently, in September 2024, TAT accepted commitments and on September 6, 2024 completed a further private placement of 673,340 ordinary shares at NIS 54.95 per share, yielding net proceeds of approximately NIS 36.5 million, while its largest shareholder, the FIMI Funds, concurrently sold 2,349,706 ordinary shares to Israeli institutional and accredited investors for an aggregate NIS 129.1 million (with no proceeds to TAT), resulting in the FIMI Funds beneficially owning approximately 26.6% of the Company’s outstanding shares, with all such transactions conducted solely in Israel pursuant to Regulation S under the U.S.
Removed
Item 7. Major Shareholders and Related Party Transactions A.
Added
(6) Based on a Schedule 13G/A filed on August 14, 2025, Wasatch Advisor LP share voting and dispositive power with respect to the 781,216 ordinary shares held by Wasatch Advisor LP. The principal business address is 505 Wakara Way, 3rd Floor, Salt Lake City, 84108, United States.
Removed
(3) Based on Schedule 13D filed on August 14, 2013, on Schedule 13D/A filed on December 12, 2016 and on Schedule 13D/A filed on September 3, 2024, FIMI Opportunity V, L.P.
Added
(7) Based on a Schedule 13G/A filed on February 17, 2026, Migdal Insurance & Financial Holdings Ltd share voting and dispositive power with respect to the 678,353 ordinary shares held by Migdal Insurance & Financial Holdings Ltd. The principal business address is 4 Efal Street; P.O.
Removed
(“FIMI Opportunity V”), FIMI Israel Opportunity Five, Limited Partnership (“FIMI Israel Opportunity V” and together with FIMI Opportunity V, the “FIMI Funds”), FIMI FIVE 2012 Ltd., Shira and Ishay Davidi Management Ltd. and Mr. Ishay Davidi (collectively, the “ Reporting Persons ”) share voting and dispositive power with respect to the 2,905,202 ordinary shares held by the Reporting Persons.
Added
On May 29, 2025, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Fimi Opportunity V, L.P., and Fimi Isarel Opportunity Five, Limited Partnership, as selling shareholders (the “Selling Shareholders”), and Stifel, Nicolas & Company, Incorporated and Truist Securities, Inc., as representatives of several underwrites (collectively, the “Underwriters”), relating to an underwritten public offering (the “Offering”) of 4,150,000 ordinary shares of the Company at a public offering.
Removed
FIMI FIVE 2012 Ltd. is the managing general partner of the FIMI Funds. Shira and Ishay Davidi Management Ltd. controls FIMI FIVE 2012 Ltd. Mr. Ishay Davidi controls the Shira and Ishay Davidi Management Ltd. and is the Chief Executive Officer of all the entities listed above. The principal business address of each of the above entities and of Mr.
Added
The Company sold 1,625,000 ordinary shares and the Selling Shareholders sold 2,525,000 ordinary shares.
Removed
Davidi is c/o FIMI FIVE 2012 Ltd., Alon Towers 2, 94 Yigal Alon St., Tel-Aviv 6789141, Israel.
Added
Pursuant to the Underwriting Agreement, TAT and the Selling Shareholders also granted the Underwriters an option to purchase up to an additional 242,298 and 380,202 ordinary shares from the Company and the Selling Shareholders, respectively (collectively, the “Options Shares”), at a public offering price less the underwriting discount and commissions (the “Underwriters Option”).
Removed
The securities reported herein are held by More Provident for the benefit of beneficiaries of various provident and pension funds, More Mutual for the benefit of various mutual funds, and More Investment for the benefit of various portfolio management clients.
Added
On June 26, 2025, following the exercise by the Underwriters of the Underwriters Option in full, the sale and issuance of the Option Shares was completed. Major Shareholders Voting Rights Our major shareholders do not have different voting rights.
Removed
The newly issued shares represented approximately 11.5% of the Company’s issued and outstanding Ordinary Shares after the consummation of such sale.
Added
Ehud Ben Yair, the Company's Chief Financial Officer. In November 2025, Company's annual shareholders meeting approved revised compensation terms for certain members of its Board of Directors, including Mr. Amir Harel, Mr. Eitan Oppenheim and Ms. Sagit Manor (the “Eligible Directors”), in each case as an exception to the Company’s compensation policy.
Removed
In September 1, 2024, TAT received and accepted commitments from Israeli institutional and accredited investors (as defined under the Israel’s Securities Law, 5728-1968 (the “Investors” and the “Israeli Securities Law”, respectively) to participate in a private placement (the “Private Placement”) of the Company’s ordinary shares.
Added
The revised terms include an annual cash retainer, additional fees for service as a chair or member of Board committees, and annual equity-based compensation in the form of restricted stock units, subject to shareholder approval and vesting conditions. In addition, the shareholders approved the grant of a one-time special bonus to its Chief Financial Officer, Mr.
Removed
In September 6, 2024, TAT completed the issuance and sale of 673,340 ordinary shares in a private placement to Israeli institutional and accredited Investors, for a purchase price of NIS 54.95 per share, resulting in the net proceeds to TAT, after deduction offering expenses, of approximately NIS 36.5 million.
Added
Ehud Ben-Yair, in an amount equal to four months of his base salary, totaling $110,000. This special bonus exceeds the cap set forth in the Company’s compensation policy, which limits total bonuses to seven months of base salary, and was therefore approved as an exception to that policy. C. Interests of Experts and Counsel Not applicable.
Removed
In addition, FIMI Israel Opportunity FIVE, Limited Partnership and FIMI Opportunity V, L.P (the “Fimi Funds”), the Company’s largest shareholder, notified the Company that it received and accepted commitments from Israeli institutional and accredited investors to purchase from the FIMI Funds an aggregate of 2,349,706 of the Company’s ordinary shares, for a purchase price of NIS 54.95 per ordinary share, or an aggregate of NIS 129.1 million.
Removed
The Company did not receive any proceeds from the sale of the ordinary shares by the FIMI Funds. Following the consummation of the Private Placement and the private sale by the FIMI Funds, the FIMI Funds beneficially own approximately 26.6% of the Company’s issued and outstanding ordinary shares.
Removed
The Private Placement and the sale of ordinary shares by the FIMI Funds were being made in Israel only and not to U.S. persons, as defined in Rule 902 of the “Securities Act”, pursuant to a registration exemption afforded by Regulation S promulgated under the Securities Act, and the ordinary shares will be subject to certain transfer restrictions.
Removed
The ordinary shares will not be registered under the Securities Act and will not be offered or sold in the United States without registration or applicable exemption from the registration requirements according to the Securities Act. 111 Major Shareholders Voting Rights Our major shareholders do not have different voting rights.
Removed
Ehud Ben Yair, the Company's Chief Financial Officer. 112 C. Interests of Experts and Counsel Not applicable.

Other TATT 10-K year-over-year comparisons