Financial Performance - Total Transaction Value (TTV) increased by 9% year over year to $7.8 billion[2] - Revenue grew by 5% year over year to $597 million, with Travel Revenue also increasing by 5% to $478 million[6][7] - Adjusted EBITDA rose by 23% year over year to $118 million, resulting in an Adjusted EBITDA margin expansion of 300 basis points to 20%[2][10] - The company reported a net loss of $128 million for Q3 2024, compared to a net loss of $8 million in the same period last year[9] - Net loss for the nine months ended September 30, 2024, was $120 million, compared to a net loss of $90 million for the same period in 2023[22] - Adjusted EBITDA for the same period was $118 million, reflecting an increase from $95 million year-over-year, with an Adjusted EBITDA margin of 20% compared to 17% in the prior year[42] Cash Flow and Guidance - Free Cash Flow for Q3 2024 was $59 million, a decrease of 45% compared to the previous year[11] - The company raised its full-year 2024 Free Cash Flow guidance to approximately $160 million, up from previous guidance of over $130 million[3][13] - Free Cash Flow for the three months ended September 30, 2024, was $59 million, down from $107 million in the same period of 2023[44] - Free Cash Flow guidance for the year ending December 31, 2024, is projected to exceed $260-280 million, after accounting for approximately $105-115 million in capital expenditures[48] - The company highlighted the importance of Free Cash Flow as a measure of liquidity, indicating its ability to generate cash to meet liquidity demands[38] Debt and Equity - Net Debt decreased to $860 million, with a leverage ratio of 1.9x as of September 30, 2024, down from 2.7x a year earlier[12] - As of September 30, 2024, the company's Net Debt stood at $860 million, a decrease from $927 million a year earlier, with a Net Debt to LTM Adjusted EBITDA ratio of 1.9x[44] - The company’s accumulated deficit increased to $(1,559) million as of September 30, 2024, from $(1,437) million at December 31, 2023[21] - The company’s total shareholders' equity decreased to $1,106 million as of September 30, 2024, from $1,212 million at December 31, 2023, a decline of 8.8%[21] Operating Expenses - Total operating expenses decreased by 1% year over year to $570 million, driven by lower restructuring costs and productivity improvements[8] - Total operating expenses for the three months ended September 30, 2024, were $570 million, slightly down from $575 million in the same period of 2023[43] - The company anticipates restructuring costs of approximately $15-20 million and integration expenses related to mergers and acquisitions of about $65-70 million for the full year 2024[47] Customer Metrics - The company achieved a 97% customer retention rate over the last twelve months[3] Assets and Liabilities - Total current assets increased to $1,394 million as of September 30, 2024, compared to $1,360 million at December 31, 2023, reflecting a growth of 2.5%[21] - Total liabilities increased to $2,646 million as of September 30, 2024, from $2,539 million at December 31, 2023, marking a rise of 4.2%[21] - Cash and cash equivalents at the end of the period were $550 million, compared to $445 million at the end of September 30, 2023, indicating a year-over-year increase of 23.6%[22] Share Repurchase - The company repurchased 8 million shares for approximately $55 million in Q3 2024 and announced an additional share buyback authorization of up to $300 million[4] Loans and Financing - The company raised $1,397 million from senior secured term loans during the nine months ended September 30, 2024, compared to $131 million in the same period of 2023[22] Future Expectations - The company expects full-year 2024 Adjusted EBITDA to include approximately $115 million in interest expense and $60-75 million in income taxes[47] - The guidance does not include the impact of the CWT acquisition, expected to close in Q1 2025[46]

Core Viewpoint - Global Business Travel Group, Inc. (GBTG) has received a Zacks Rank 2 (Buy) upgrade, indicating a positive outlook on its earnings estimates, which is a significant factor influencing stock prices [1][2]. Earnings Estimates and Revisions - The Zacks Consensus Estimate for GBTG for the fiscal year ending December 2024 is projected at -$0.08 per share, reflecting a 73.3% change from the previous year's reported figure [5]. - Over the past three months, analysts have increased their earnings estimates for GBTG by 28.2% [5]. Impact of Institutional Investors - Changes in earnings estimates are strongly correlated with stock price movements, as institutional investors utilize these estimates to assess the fair value of stocks [3]. - Rising earnings estimates and the subsequent rating upgrade suggest an improvement in GBTG's underlying business, which is expected to drive stock appreciation [3]. Zacks Rating System - The Zacks Rank system categorizes stocks into five groups based on earnings estimates, with a proven track record of Zacks Rank 1 stocks generating an average annual return of +25% since 1988 [4]. - GBTG's upgrade to Zacks Rank 2 places it in the top 20% of Zacks-covered stocks, indicating a strong potential for market-beating returns in the near term [6].

Company Performance - Global Business Travel Group, Inc. (GBTG) has a year-to-date return of approximately 21.9%, significantly outperforming the average return of 2.5% for the Transportation sector [2][3] - GBTG currently holds a Zacks Rank of 2 (Buy), indicating a positive earnings outlook [2][3] - Over the past 90 days, the Zacks Consensus Estimate for GBTG's full-year earnings has increased by 28.2%, reflecting improved analyst sentiment [2] Industry Comparison - GBTG belongs to the Transportation - Services industry, which has seen a decline of about 6.6% year-to-date, indicating that GBTG is performing better than its industry peers [3] - In contrast, International Consolidated Airlines Group SA (ICAGY), another notable stock in the Transportation sector, has returned 41.5% year-to-date and belongs to the Transportation - Airline industry, which has increased by 33.2% [2][3] - The Transportation group is currently ranked 8 within the Zacks Sector Rank, which includes 16 different groups [1]

| --- | --- | --- | --- | --- | --- | --- | |----------------|-----------------------------------|-------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | Amex GBT Q2 2024 Earnings Report | | | | | | | August 6, 2024 | | | | | | | GBT Travel Services UK Limited (GBT UK) and its authorized sublicensees (including Ovation Travel Group and Egencia) use certain trademarks and service marks of American Express Company or its subsidiaries (American Express) in the "American Express Global Busi ...

Global Business Travel Group, Inc. (GBTG) came out with quarterly earnings of $0.07 per share, beating the Zacks Consensus Estimate of a loss of $0.04 per share. This compares to loss of $0.23 per share a year ago. These figures are adjusted for non-recurring items. This quarterly report represents an earnings surprise of 275%. A quarter ago, it was expected that this company would post earnings of $0.01 per share when it actually produced break-even earnings, delivering a surprise of -100%. Over the last f ...

Global Business Travel Group, Inc. (GBTG) reported break-even quarterly earnings per share versus the Zacks Consensus Estimate of $0.01. This compares to loss of $0.06 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -100%. A quarter ago, it was expected that this company would post a loss of $0.06 per share when it actually produced a loss of $0.10, delivering a surprise of -66.67%.Over the last four quarters, the company has ...

| --- | --- | --- | --- | --- | --- | |-------------|------------------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | Amex GBT Q1 2024 | | | | | | | Earnings Report | | | | | | May 7, 2024 | | | | | | GBT Travel Services UK Limited (GBT UK) and its authorized sublicensees (including Ovation Travel Group and Egencia) use certain trademarks and service marks of American Express Company or its subsidiaries (American Express) in the "American Express Global Business Travel" and "American Expr ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________________________________________________________ FORM 10-Q _______________________________________________________________________________________ (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PE ...

American Express Global Business Travel Reports Strong Q1 2024 Financial Results and Reiterates 2024 Outlook NEW YORK – May 7, 2024 – American Express Global Business Travel, which is operated by Global Business Travel Group, Inc. (NYSE: GBTG) ("Amex GBT" or the "Company"), a leading B2B software and services company for travel and expense, today announced financial results for the first quarter ended March 31, 2024. First Quarter 2024 Highlights Delivered Strong Financial Results Continued Share Gains Oper ...

PART I [Business](index=5&type=section&id=Item%201.%20Business) GBTG is a leading B2B travel and expense software and services company, operating a global marketplace and client solutions - **2023 Key Financial Metrics** | Metric | Value (in millions) | | :--- | :--- | | Total Transaction Value (TTV) | $28,200 | | Revenues | $2,290 | | Net Loss | $(136) | | Adjusted EBITDA | $380 | - The company operates a B2B travel and expense ecosystem through three main channels: the Amex GBT Marketplace for suppliers, client-facing travel and expense solutions, and GBT Partner Solutions for third-party travel management companies[21](index=21&type=chunk)[22](index=22&type=chunk) - Since its formation in 2014, the company has invested approximately **$1.6 billion** in its product and platform and has expanded through strategic acquisitions, including KDS, HRG, Ovation Travel, and notably, the Egencia business from Expedia in 2021[22](index=22&type=chunk)[23](index=23&type=chunk)[24](index=24&type=chunk) - The Small and Medium-sized Enterprise (SME) segment is a key focus, representing approximately **49% of the company's TTV in 2023**, aiming to accelerate penetration in this large and profitable market segment[39](index=39&type=chunk)[102](index=102&type=chunk) - As of December 31, 2023, the company had approximately **19,000 employees worldwide** with operations in 31 countries, representing about 90% of global business travel spend[25](index=25&type=chunk)[141](index=141&type=chunk) [Overview](index=5&type=section&id=Item%201.%20Business-Overview) [Key Factors Affecting Our Results of Operations](index=7&type=section&id=Item%201.%20Business-Key%20Factors%20Affecting%20Our%20Results%20of%20Operations) - The global business travel industry was estimated at **$1.4 trillion in 2023**, growing at a CAGR of **4.4%** from 2000-2019, outpacing real global GDP growth of **3.7%**[28](index=28&type=chunk) - Approximately **40% of business travel spend in the U.S.** and **36% in Europe** was managed, indicating a significant growth opportunity in the unmanaged SME segment[30](index=30&type=chunk) [Value Proposition](index=9&type=section&id=Item%201.%20Business-Value%20Proposition) - The company serves a diverse client base, with **less than 40% of customer-driven revenue from its top 50 clients** and no single client accounting for more than **2%** of such revenue in 2023[38](index=38&type=chunk) - GBTG provides value to travel suppliers by offering efficient access to premium business travelers, who tend to have higher profitability due to higher-value bookings[41](index=41&type=chunk)[42](index=42&type=chunk) [Business Model](index=12&type=section&id=Item%201.%20Business-Business%20Model) - The company's business model is a self-reinforcing 'flywheel' where high-quality service attracts premium clients, which in turn attracts suppliers offering better content and savings, enhancing value and funding further investment[47](index=47&type=chunk)[49](index=49&type=chunk) - Revenue is generated from Travel Revenues (fees from clients and suppliers) and Product and Professional Services Revenues (platform use, consulting), with the latter comprising **20% of total revenue in 2023**[49](index=49&type=chunk)[50](index=50&type=chunk) [Technology](index=13&type=section&id=Item%201.%20Business-Technology) - Since 2014, the company has invested approximately **$1.6 billion** in its product and platform, focusing on custom infrastructure, an omnichannel core platform, and seamless travel experiences[51](index=51&type=chunk)[54](index=54&type=chunk) - The acquisition of Egencia significantly strengthened the company's digital and e-commerce capabilities, particularly for serving clients with a differentiated digital experience[58](index=58&type=chunk) [Our Competitive Strengths](index=14&type=section&id=Item%201.%20Business-Our%20Competitive%20Strengths) - The company boasts a high-quality client base with a **96% retention rate in 2023** and an average tenure of approximately **15 years** for its top 100 clients[69](index=69&type=chunk) - In 2023, **78% of bookings were made through digital channels** (OBTs, mobile app, messaging), demonstrating a strong omnichannel service model[70](index=70&type=chunk) - The company's client base is uniquely valuable to suppliers, with an estimated average ticket value **40% higher** than typical TMC bookings and over **half of air travel TTV from first and business class**[78](index=78&type=chunk) [Our Growth Strategy](index=18&type=section&id=Item%201.%20Business-Our%20Growth%20Strategy) - The company's growth strategy includes capitalizing on its technology platform, strengthening its position in the global and multinational segment, accelerating penetration in the SME market, and pursuing strategic M&A[95](index=95&type=chunk)[97](index=97&type=chunk)[99](index=99&type=chunk) - The company is actively evaluating and pursuing acquisition opportunities to expand operations, noting the business travel industry is highly fragmented with a large pool of potential M&A targets[96](index=96&type=chunk)[106](index=106&type=chunk) - A key priority is driving earnings growth through productivity and automation, including leveraging AI and creating self-service and "co-pilot" solutions for travel counselors to enhance satisfaction and efficiency[107](index=107&type=chunk) [Description of Certain Indebtedness](index=20&type=section&id=Item%201.%20Business-Description%20of%20Certain%20Indebtedness) - **Senior Secured Credit Facilities (as of Dec 31, 2023)** | Facility | Outstanding Principal (in millions) | Maturity Date | | :--- | :--- | :--- | | Senior Secured Term Loans | $1,372 | Aug 2025 / Dec 2026 | | Senior Secured Revolving Credit Facility | $0 drawn ($43 million available) | Sep 2026 | - The Senior Secured Credit Agreement contains various covenants, including a requirement to maintain at least **$200 million in liquidity** (unrestricted cash plus available revolver capacity) at the end of each calendar month[128](index=128&type=chunk) - As of December 31, 2023, the company was in compliance with all applicable covenants under the Senior Secured Credit Agreement[130](index=130&type=chunk) [Government Regulation](index=27&type=section&id=Item%201.%20Business-Government%20Regulation) - Because American Express "controls" GBT for purposes of the Bank Holding Company Act (BHC Act), GBT is subject to supervision, examination, and regulation by the Federal Reserve, which could impact operations, acquisitions, and competitive position[155](index=155&type=chunk)[26](index=26&type=chunk) - The company is subject to numerous global data privacy and cybersecurity laws, including GDPR in Europe and CCPA in the United States, which impose significant compliance obligations and potential fines for non-compliance[160](index=160&type=chunk)[255](index=255&type=chunk) [Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from travel volume volatility, competition, substantial debt, cybersecurity, and regulatory oversight - The company's revenue is highly dependent on the global travel industry, making it vulnerable to prolonged decreases in travel due to health crises, geopolitical conflicts, and economic downturns[173](index=173&type=chunk)[176](index=176&type=chunk) - The company's substantial indebtedness under its Senior Secured Credit Agreement imposes significant operating and financial restrictions, which could limit its ability to respond to market changes or pursue growth opportunities[193](index=193&type=chunk)[195](index=195&type=chunk) - Cybersecurity attacks or security breaches pose a significant risk, potentially leading to the loss or misappropriation of personal and proprietary information, which could result in litigation, regulatory penalties, and reputational damage[259](index=259&type=chunk)[262](index=262&type=chunk) - Due to American Express's "control" under the BHC Act, the company is subject to Federal Reserve supervision, which could adversely affect its growth, operations, and ability to make acquisitions[286](index=286&type=chunk) - A material weakness in internal control over financial reporting was identified for the year ended December 31, 2023, which could harm the company and cause investors to lose confidence in its financial statements[307](index=307&type=chunk) [Unresolved Staff Comments](index=59&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that it has no unresolved staff comments from the SEC - None [Cybersecurity](index=59&type=section&id=Item%201C.%20Cybersecurity) The company employs a risk-based cybersecurity program aligned with NIST principles, overseen by the Board's Risk Management and Compliance Committee - The company's cybersecurity approach is risk-based and aligned with National Institute of Standards and Technology (NIST) principles, integrated into its overall risk management system[317](index=317&type=chunk)[318](index=318&type=chunk) - Governance is provided by the Board of Directors, directly and through its Risk Management and Compliance Committee, which receives regular reports on cybersecurity risks and mitigation efforts[323](index=323&type=chunk) - The Chief Information Security Officer (CISO), with over 25 years of experience, leads the assessment and management of cybersecurity risks and presents to the Risk Management and Compliance Committee on a bi-annual basis[324](index=324&type=chunk)[325](index=325&type=chunk) [Properties](index=60&type=section&id=Item%202.%20Properties) The company leases its corporate headquarters in London, UK, and other global offices, owning no real property - The company leases its corporate headquarters in London, United Kingdom, under a lease that expires on April 1, 2025[326](index=326&type=chunk) - The company does not own any real property and believes its current leased facilities are adequate for its ongoing needs[326](index=326&type=chunk) [Legal Proceedings](index=60&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently subject to any material legal proceedings or aware of any threatened material legal proceedings - The company is not currently subject to any material legal proceedings[327](index=327&type=chunk) [Mine Safety Disclosures](index=60&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - None PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=61&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's Class A common stock trades on the NYSE under 'GBTG,' with no cash dividends anticipated - The company's Common Stock is listed on the New York Stock Exchange under the symbol **'GBTG'**[331](index=331&type=chunk) - The company has never declared or paid cash dividends and does not anticipate paying any in the foreseeable future, intending to retain earnings for business expansion[332](index=332&type=chunk) [Reserved](index=62&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved and contains no information [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=63&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) GBTG's 2023 revenue grew **24%** to **$2.29 billion**, with TTV up **23%** and Adjusted EBITDA increasing to **$380 million** - **Key Operating and Financial Metrics (2023 vs. 2022)** | Metric (in millions) | 2023 | 2022 | Change (%) | | :--- | :--- | :--- | :--- | | TTV | $28,192 | $22,968 | 23% | | Revenue | $2,290 | $1,851 | 24% | | Net loss | $(136) | $(229) | 41% | | Adjusted EBITDA | $380 | $103 | 269% | | Net cash from operating activities | $162 | $(394) | n/m | | Free Cash Flow | $49 | $(488) | n/m | - The company's financial results for 2023 show a strong recovery compared to 2022, which was still partially impacted by the Omicron variant of COVID-19 in the first quarter[342](index=342&type=chunk) [Results of Operations](index=68&type=section&id=Item%207.%20MD%26A-Results%20of%20Operations) - **Revenue Breakdown (2023 vs. 2022)** | Revenue Type (in millions) | 2023 | 2022 | Change (%) | | :--- | :--- | :--- | :--- | | Travel Revenue | $1,827 | $1,444 | 26% | | Products & Professional Services Revenue | $463 | $407 | 14% | | **Total Revenue** | **$2,290** | **$1,851** | **24%** | - Total operating expenses increased by **12%** to **$2.30 billion** in 2023, a slower rate than the **24% revenue growth**, indicating operating leverage, with cost of revenue rising **15%** aligned with **19%** transaction volume growth[361](index=361&type=chunk)[367](index=367&type=chunk) - Interest expense increased **43%** to **$141 million** in 2023, primarily due to a higher amount of outstanding term loan debt and higher interest rates[380](index=380&type=chunk) [Liquidity and Capital Resources](index=70&type=section&id=Item%207.%20MD%26A-Liquidity%20and%20Capital%20Resources) - **Cash and Liquidity Position (as of Dec 31, 2023)** | Item (in millions) | Value | | :--- | :--- | | Cash and cash equivalents | $476 | | Undrawn Revolving Credit Facility | $43 | - Net cash from operating activities improved by **$556 million**, from a use of **$394 million in 2022** to a source of **$162 million in 2023**, driven by reduced net losses and favorable working capital changes[388](index=388&type=chunk)[390](index=390&type=chunk) - Net Debt decreased from **$919 million at year-end 2022** to **$886 million at year-end 2023**, as an increase in cash balance more than offset additional borrowings[401](index=401&type=chunk) - The company's long-term debt rating was upgraded to **'B+' with a 'Stable' outlook by S&P**, reflecting market share gains and strong operating performance[405](index=405&type=chunk) [Critical Accounting Policies and Estimates](index=74&type=section&id=Item%207.%20MD%26A-Critical%20Accounting%20Policies%20and%20Estimates) - Key critical accounting estimates include revenue recognition for supplier incentives, goodwill impairment testing, pension obligations, and the valuation of earnout derivative liabilities[413](index=413&type=chunk)[414](index=414&type=chunk) - Goodwill is tested for impairment annually on December 31; for 2023, a quantitative test indicated that the fair value of each reporting unit exceeded its carrying value, resulting in no impairment[417](index=417&type=chunk)[419](index=419&type=chunk)[420](index=420&type=chunk) - The fair value of earnout share liabilities, remeasured each period, is determined using a Monte Carlo valuation method, a Level 3 input requiring significant assumptions about stock-price volatility and other factors[428](index=428&type=chunk)[429](index=429&type=chunk) [Quantitative and Qualitative Disclosure About Market Risk](index=77&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) The company is exposed to interest rate and foreign currency risks, mitigating interest rate risk with **$900 million** in swaps - The company is exposed to interest rate risk on its variable-rate senior secured term loans; a hypothetical **100 basis point** change in interest rates would impact annualized interest expense by approximately **$5 million**, after considering interest rate swaps[437](index=437&type=chunk)[438](index=438&type=chunk) - To manage interest rate risk, the company has entered into interest rate swap agreements covering a total notional amount of **$900 million** of its debt, effectively fixing the benchmark rate on a portion of its term loans[276](index=276&type=chunk)[438](index=438&type=chunk)[439](index=439&type=chunk) - The company is exposed to foreign currency exchange rate risk as its revenues and expenses are denominated in various currencies, primarily U.S. dollars, British pounds, and Euros, but does not currently engage in foreign currency hedging[440](index=440&type=chunk)[441](index=441&type=chunk) [Financial Statements and Supplementary Data](index=79&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates by reference the company's audited consolidated financial statements and supplementary data, included in Item 15 - The financial statements required by this item are included in Item 15 of this Annual Report, beginning on page F-1[443](index=443&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=79&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None [Controls and Procedures](index=79&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective due to a material weakness related to Egencia's outsourced processes, leading to an adverse auditor opinion - Management concluded that as of December 31, 2023, the company's disclosure controls and procedures were not effective[446](index=446&type=chunk) - A material weakness in internal control over financial reporting was identified related to the Egencia business, stemming from a lack of oversight of outsourced revenue and procurement processes still performed by Expedia under a transition services agreement[448](index=448&type=chunk)[450](index=450&type=chunk)[451](index=451&type=chunk) - The company's independent registered public accounting firm, KPMG LLP, issued an adverse opinion on the effectiveness of the company's internal control over financial reporting as of December 31, 2023[448](index=448&type=chunk)[492](index=492&type=chunk) - Remediation efforts are underway to integrate Egencia's key applications and processes into the company's legacy control environment, expected to be completed in 2024[452](index=452&type=chunk) [Other Information](index=80&type=section&id=Item%209B.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during Q4 2023 - No directors or officers adopted or terminated any Rule 10b5-1 trading arrangements during the fourth quarter of 2023[455](index=455&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspection](index=80&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspection) This item is not applicable to the company - Not Applicable PART III [Directors, Executive Officers and Corporate Governance](index=81&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information regarding directors, executive officers, and corporate governance is incorporated by reference from the 2024 proxy statement - Information required by this item is incorporated by reference from the registrant's definitive proxy statement for the 2024 annual meeting of shareholders[458](index=458&type=chunk) [Executive Compensation](index=81&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive and director compensation is incorporated by reference from the 2024 proxy statement - Information required by this item is incorporated by reference from the registrant's definitive proxy statement for the 2024 annual meeting of shareholders[459](index=459&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=81&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information regarding security ownership and equity compensation plans is incorporated by reference from the 2024 proxy statement - Information required by this item is incorporated by reference from the registrant's definitive proxy statement for the 2024 annual meeting of shareholders[460](index=460&type=chunk)[461](index=461&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=81&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information regarding related party transactions and director independence is incorporated by reference from the 2024 proxy statement - Information required by this item is incorporated by reference from the registrant's definitive proxy statement for the 2024 annual meeting of shareholders[462](index=462&type=chunk) [Principal Accountant Fees and Services](index=81&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information regarding principal accountant fees and services is incorporated by reference from the 2024 proxy statement - Information required by this item is incorporated by reference from the registrant's definitive proxy statement for the 2024 annual meeting of shareholders[463](index=463&type=chunk) PART IV [Exhibit and Financial Statement Schedules](index=82&type=section&id=Item%2015.%20Exhibit%20and%20Financial%20Statement%20Schedules) This section lists the financial statements, schedules, and exhibits filed as part of the Form 10-K, including key corporate and financing agreements - This section contains the index to the consolidated financial statements, which begin on page F-1[466](index=466&type=chunk)[482](index=482&type=chunk) - A list of all exhibits filed with or incorporated by reference into the annual report is provided, including key corporate and financing agreements[467](index=467&type=chunk)[468](index=468&type=chunk)[469](index=469&type=chunk) [Form 10-K Summary](index=87&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company has not provided a summary for its Form 10-K - None