UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K 3700 West Juneau Avenue Milwaukee, Wisconsin 53208 (Address of principal executive office) (Zip Code) (650) 447-8424 (Registrant's Telephone Number, including area code) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-41511 ...

Financial Data and Key Metrics Changes - Consolidated revenue in Q4 2025 was down 28%, with HDMC revenue down 10% and HDFS revenue down 59% [23] - Consolidated operating income for Q4 was a loss of $361 million, compared to a loss of $193 million in Q4 2024 [23] - For the full year 2025, consolidated revenue was $4.5 billion, a 14% decrease compared to the previous year, with earnings per share at $2.78, down from $3.44 in 2024 [25][44] Business Line Data and Key Metrics Changes - HDMC retail sales in Q4 increased by 5% in North America but decreased by 10% internationally, leading to a global retail sales decline of 1% [25] - For the full year 2025, North American retail sales were down 13%, while EMEA retail sales were down 11% [26][28] - HDMC revenue for the full year decreased by 13% to $3.6 billion, driven by a 16% decrease in wholesale volumes [32] Market Data and Key Metrics Changes - North American dealer inventory declined by 16% year-over-year, while global dealer inventory was down 17%, exceeding the 10% reduction target [10][30] - In Latin America, Q4 retail sales increased by 10%, with both Brazil and Mexico showing growth [29] - Asia Pacific retail sales were down 15% for the full year, with significant weakness in China [28] Company Strategy and Development Direction - The company is focused on stabilizing the business by restoring dealer confidence and aligning wholesale activity with retail demand [5] - Immediate priorities include improving dealer profitability, reigniting brand momentum, and reducing costs [6] - A strategic plan announcement is expected in May 2026, aiming for sustainable growth [4][21] Management's Comments on Operating Environment and Future Outlook - Management views 2026 as a transition year to reset the business and finalize the new strategy, with expectations of operating margin pressure due to lower production runs [11][48] - The company anticipates a cost of $75 million to $105 million in new or increased tariffs for 2026, compared to $67 million in 2025 [48] - Management is optimistic about the brand's potential and is committed to rebuilding trust and long-term earnings power [21] Other Important Information - The HDFS transaction is expected to transform the financial services model into a capital-light, de-risked business [22] - The company plans to conduct a rigorous review of its cost base and operating expenses, targeting at least $150 million in annual run rate savings starting in 2027 [18][73] - LiveWire is focusing on launching new products and expanding its network while managing costs [42] Q&A Session Summary Question: HDFS operating income expectations - Analyst inquired about the HDFS operating income expectations, which were lower than initially anticipated, and sought clarification on the long-term profitability of the business [52] - Management explained that HDFS is expected to stabilize and potentially triple its income over the next few years, but current volume levels are lower than expected [53][55] Question: Wholesale guidance and inventory levels - Analyst asked about the cadence of wholesale shipments and inventory levels for 2026 [58] - Management indicated that Q1 2026 wholesale shipments would be lower than the previous year, with an expected increase in Q2, while emphasizing the importance of healthy inventory levels [59][63] Question: Retail expectations and LiveWire investment - Analyst questioned the expectations for global retail sales and the willingness to invest in LiveWire despite potential losses [64] - Management expressed optimism about new product launches and the potential for retail sales growth, while confirming continued investment in LiveWire [66][70]

Financial Data and Key Metrics Changes - Consolidated revenue in Q4 2025 was down 28%, with HDMC revenue down 10% and HDFS revenue down 59% [25] - Consolidated operating income for Q4 was a loss of $361 million, compared to a loss of $193 million in Q4 2024 [25] - For the full year 2025, consolidated revenue was $4.5 billion, a 14% decrease compared to the previous year, and earnings per share was $2.78, down from $3.44 in 2024 [27] Business Line Data and Key Metrics Changes - HDMC retail sales in Q4 increased by 5% in North America, while international retail sales decreased by 10%, leading to a global retail sales decline of 1% [27] - For the full year 2025, North American retail sales were down 13%, while EMEA retail sales were down 11% [28][29] - HDFS revenue for Q4 was $106 million, down from $257 million in the prior year, primarily due to lower retail and wholesale finance receivables [39] Market Data and Key Metrics Changes - North American dealer inventory declined by 16% relative to year-end 2024 levels, while global dealer inventory was down 17%, exceeding the 10% reduction target [11][31] - In Latin America, Q4 retail sales increased by 10%, with both Brazil and Mexico showing growth [30] - Asia Pacific retail sales declined by 1% in Q4, with significant weakness in China [29] Company Strategy and Development Direction - The company is focused on stabilizing the business by restoring dealer confidence and aligning wholesale activity with retail demand [6][12] - Immediate priorities include improving dealer profitability, reigniting brand momentum, and reducing costs [7] - A strategic plan is expected to be announced in May 2026, with a focus on sustainable growth and optimizing inventory management [4][23] Management's Comments on Operating Environment and Future Outlook - Management acknowledged that 2025 was a challenging year, with macro-driven pressures and internal challenges [4] - The company expects margins to be under pressure in the near term due to production levels running below wholesale [13] - 2026 is viewed as a transition year to reset the business and finalize the new strategy, with expectations for improved dealer health and financial results [12][16] Other Important Information - The HDFS transaction is expected to transform the business into a capital-light model, with a significant reduction in debt and improved financial flexibility [24][38] - The company plans to conduct a rigorous review of its cost base and operating expenses, targeting at least $150 million in annual run rate savings starting in 2027 [20][21] Q&A Session Questions and Answers Question: Inquiry about HDFS operating income expectations - Management indicated that HDFS operating income is expected to be between $45 million and $60 million for 2026, with a long-term view of tripling that income over the next few years [55][56] Question: Wholesale guidance and inventory levels - Management noted that Q1 2026 wholesale shipments are expected to be down slightly compared to the previous year, with a gradual increase anticipated in Q2 [60][62] Question: Retail sales expectations and LiveWire investment - Management expressed optimism about retail sales growth in 2026, driven by new model introductions and a focus on supporting dealers [70][72]

LiveWire Group (NYSE:LVWR) Q4 2025 Earnings call February 10, 2026 09:00 AM ET Speaker6Thank you for standing by, and welcome to the Harley-Davidson 2025 fourth quarter investor and analyst conference call. Please be advised that today's conference is being recorded. I would now like to hand the conference over to Shawn Collins. Thank you. Please go ahead.Speaker8Thank you. Good morning. This is Shawn Collins, the Director of Investor Relations at Harley-Davidson. You can access the slides supporting today' ...

FOR IMMEDIATE RELEASE LIVEWIRE GROUP, INC. REPORTS 2025 FOURTH QUARTER AND FULL YEAR FINANCIAL RESULTS 2025 Highlights and Financial Results Fourth Quarter 2025 Summary of Results | $ in millions* | | 4th quarter | | | Full Year | | | --- | --- | --- | --- | --- | --- | --- | | | 2025 | 2024 | Change | 2025 | 2024 | Change | | Consolidated Revenue Units | 9,367 | 8,586 | 9% | 22,286 | 19,161 | 16% | | Consolidated Revenue | $11.4 | $10.8 | 6% | $25.7 | $26.6 | (4%) | | Consolidated Operating Loss | ($17.7) ...

Core Viewpoint - LiveWire Group, Inc. is set to release its fourth quarter and year-end financial results on February 10, 2026, before market hours, with an audio webcast scheduled for the same day [1]. Company Background - LiveWire is primarily owned by Harley-Davidson, Inc. and focuses exclusively on the electric motorcycle sector [3].

Financial Performance - For Q3 2025, the company's net loss was $19,395 thousand, a decrease from $22,694 thousand in Q3 2024, reflecting a reduction of 14.5%[106] - Revenue for the Electric Motorcycles segment decreased by $239 thousand, or 19.8%, to $970 thousand for the three months ended September 30, 2025, compared to $1,209 thousand for the same period in 2024[126] - Revenue for the nine months ended September 30, 2025 increased by $1,097 thousand, or 10.0%, to $12,086 thousand from $10,989 thousand for the same period in 2024[145] - Net loss for the nine months ended September 30, 2025 was $57,492 thousand, a 19.2% improvement from a net loss of $71,143 thousand for the same period in 2024[134] - Interest income for Q3 2025 was $165 thousand, a significant decrease of 86.8% from $1,252 thousand in Q3 2024[122] - Interest income for the nine months ended September 30, 2025 was $1,002 thousand, down from $4,864 thousand in the same period in 2024, primarily due to a decrease in money market fund balances[136] Segment Performance - The Electric Motorcycles segment reported an operating loss of $18,399 thousand for Q3 2025, down from $25,015 thousand in Q3 2024, representing a 26.4% improvement[107] - The STACYC segment's operating loss was $413 thousand in Q3 2025, compared to $1,510 thousand in Q3 2024, marking a 72.6% reduction[108] - Revenue for the STACYC segment increased by $1,495 thousand, or 46.2%, to $4,731 thousand for the three months ended September 30, 2025, driven by higher volumes from new products and markets[131] - Operating loss for the Electric Motorcycles segment for the nine months ended September 30, 2025 was $55,755 thousand, a 31.0% improvement from a loss of $80,818 thousand in the same period in 2024[135] - Gross profit for the STACYC segment increased by $1,016 thousand, or 28.1%, to $4,632 thousand for the nine months ended September 30, 2025[144] Sales and Market Activity - Wholesale Motorcycle Unit Sales increased to 180 units in Q3 2025 from 77 units in Q3 2024, a growth of 134.4%[114] - Total Electric Balance Bike and Electric Bike Unit Sales reached 5,805 units in Q3 2025, up from 3,442 units in Q3 2024, an increase of 68.7%[114] - Unit sales of electric motorcycles increased by 85.9%, from 99 units in Q3 2024 to 184 units in Q3 2025, but were offset by new incentives that reduced revenue by $1,086 thousand[126] - The company had a total of 91 Electric Motorcycles Retail Partners as of September 30, 2025, up from 89 as of December 31, 2024[117] - The company initiated the "Twist & Go Promotion" for S2 electric motorcycles, resulting in increased sales volumes during Q3 2025[105] Cost Management - Cost of goods sold for the Electric Motorcycles segment increased by $1,903 thousand, or 51.4%, to $5,604 thousand for the three months ended September 30, 2025[127] - Selling, administrative, and engineering expenses decreased by $8,758 thousand, or 38.9%, to $13,765 thousand for the three months ended September 30, 2025, primarily due to cost reduction activities[128] - Selling, administrative, and engineering expenses for the nine months ended September 30, 2025 decreased by $23,170 thousand, or 33.2%, to $46,603 thousand compared to $69,773 thousand in the same period in 2024[142] - Selling, administrative, and engineering expenses decreased by $1,291 thousand, or 16.3%, to $6,619 thousand for the nine months ended September 30, 2025[147] Cash Flow and Liquidity - Net cash used by operating activities decreased by $26,342 thousand to $45,648 thousand for the nine months ended September 30, 2025 compared to $71,990 thousand for the same period in 2024[159] - Net cash used by investing activities decreased by $3,883 thousand to $2,778 thousand for the nine months ended September 30, 2025 compared to $6,661 thousand for the same period in 2024[160] - As of September 30, 2025, LiveWire's cash and cash equivalents were $16,324 thousand, down from $64,437 thousand as of December 31, 2024[149] - The overall decrease in cash during the nine months ended September 30, 2025 was primarily due to cash used for operating activities[158] - LiveWire does not expect to generate positive cash flow from operations over the next twelve months[150] - The Company entered into an Amended and Restated Delayed Draw Term Loan Agreement providing access of up to $75.0 million to be drawn by December 15, 2025[153] - The company manages its liquidity risk by effectively managing working capital, capital expenditures, and cash flows[167] Risks and Challenges - The company is exposed to inflationary factors that may adversely affect operating results, particularly in logistics, manufacturing, and raw materials[169] - Potential disruptions in supply or shortages of materials, such as lithium-ion battery cells and semiconductor chips, could negatively impact operations[170] - The company expects its exposure to currency rate risk to increase as it expands its international operations[171] - The company sells electric balance bikes, electric bikes, and electric motorcycles internationally, with most sales currently in the U.S. market[171] Future Plans - The company plans to produce two new 125 cc-equivalent mini-motos in spring 2026 to enhance product offerings and market access[109] - The Company estimates capital expenditures to be between $4 million and $5 million in 2025[161]

Financial Data and Key Metrics Changes - Consolidated revenue in Q3 increased by 17%, driven by a 23% increase in HDMC revenue, amounting to an additional $198 million compared to the prior year [23] - Consolidated operating income for Q3 was $475 million, primarily influenced by the HDFS transaction, with an operating income margin of 35.4%, significantly up from 9.2% in the same quarter last year [24] - Earnings per share for Q3 was reported at $3.1, with a decline in global retail by 6% [25] Business Line Data and Key Metrics Changes - HDMC revenue rose by 23% in Q3, with motorcycle shipments up 33% to 36,500 units, while HDFS revenue decreased by 3% and LiveWire revenue increased by 16% [24][25] - LiveWire reported a consolidated operating loss of $18 million, but improved its operating loss by 30% or $8 million compared to the previous year [41] Market Data and Key Metrics Changes - Global retail was down 6%, with North America down 5% and international markets down 9%, reflecting soft demand due to high interest rates and inflation concerns [25] - In North America, the Softail family saw a growth of 9%, while Adventure Touring bikes increased by 4% [25][26] - In Latin America, retail was up 16%, marking the first quarter of growth for the region since 2024 [29] Company Strategy and Development Direction - The company is focusing on improving dealer health and profitability, with immediate actions to enhance motorcycle inventory management and introduce market-responsive promotions [6][7] - The strategic partnership with KKR and PIMCO aims to transform HDFS into a capital-light model, unlocking $1.2 billion to $1.25 billion in discretionary cash through 2026 [21][22] - Future product offerings will balance aspiration with accessibility to attract new riders, with a focus on affordability and speed to market [14][15] Management's Comments on Operating Environment and Future Outlook - Management expressed disappointment in the Motor Company's results but highlighted the positive impact of the HDFS transaction [10] - The current macro environment is challenging, with high interest rates affecting consumer confidence, but there is optimism about improving dealer engagement and sales performance [25][46] - The company plans to provide more details on its strategy and expectations in the spring of next year [45] Other Important Information - Global dealer motorcycle inventories decreased by 13% compared to the end of 2024, with a commitment to further reduce inventory levels [30] - The company has returned $1.7 billion to shareholders through share repurchases and dividends since the start of 2022 [43] Q&A Session Summary Question: How does the company plan to address demographic headwinds? - Management acknowledged the need to attract younger riders and plans to enhance the brand's image and product offerings to make them more appealing to younger demographics [50][54] Question: Can you elaborate on market-responsive customer promotions? - Management indicated that high dealer inventory levels necessitate immediate promotional actions, including local marketing initiatives and lower APR financing options to drive sales [56][60] Question: What is the expected impact of the HDFS transaction on future operating income? - Management confirmed that the transaction is expected to provide significant operating income benefits, with $275 million to $300 million anticipated in the second half of the year [65][68] Question: What are the shipment expectations for 2026? - Management indicated that while they are not providing specific guidance for 2026, they expect to continue reducing dealer inventory and improving sales performance [71][75] Question: How is the company addressing the current retail environment? - Management noted that they are seeing sequential improvements in dealer traffic and are focused on enhancing marketing strategies to drive sales [86]

Financial Data and Key Metrics Changes - Consolidated revenue in Q3 2025 increased by 17%, driven by a 23% increase in HDMC revenue, which was up $198 million compared to the prior year [16][22] - Consolidated operating income for Q3 was $475 million, primarily influenced by the HDFS transaction, while HDMC operating income decreased by 2% year-over-year [16][17] - Earnings per share for Q3 was $3.10, with a consolidated operating income margin of 35.4%, significantly up from 9.2% in the same quarter last year [17][23] Business Line Data and Key Metrics Changes - HDMC revenue rose by 23% in Q3, with motorcycle shipments up 33% to 36,500 units, while HDFS revenue decreased by 3% [16][22] - LiveWire revenue increased by 16%, but the segment reported an operating loss of $18 million [16][30] - HDFS's operating income surged by 472% year-over-year, primarily due to the HDFS transaction, with a significant benefit from the reversal of the allowance for credit losses [27][29] Market Data and Key Metrics Changes - Global retail sales were down 6%, with North America down 5% and international markets down 9%, reflecting soft demand amid high interest rates and inflation concerns [17][18] - In North America, the Softail family saw a 9% increase in sales, while Adventure Touring bikes were up 4% [18][20] - Latin America experienced a 16% increase in retail sales, marking the first quarter of growth since Q3 2024 [19][20] Company Strategy and Development Direction - The company is focused on improving dealer health and profitability, with immediate actions including better inventory management and market-responsive promotions [5][6] - There is a commitment to enhancing the product portfolio to balance aspiration with accessibility, particularly in light of the current interest rate environment [9][10] - The HDFS transaction aims to transform the business into a capital-light model, unlocking $1.2-$1.25 billion in discretionary cash through Q1 2026 [14][15] Management's Comments on Operating Environment and Future Outlook - Management expressed disappointment with the motor company's results but highlighted the positive impact of the HDFS transaction [6][16] - The CEO emphasized the need to attract younger riders and make the brand more accessible and fun [40][42] - The company plans to continue focusing on cost and capital efficiency while enhancing the dealer network's health [9][10][37] Other Important Information - The company has committed to returning capital to shareholders, having repurchased 6.8 million shares for $187 million year-to-date [32][33] - The global tariff environment remains uncertain, with an estimated full-year impact from tariffs expected to be between $55-$75 million [26][27] Q&A Session Summary Question: How does the company plan to address demographic headwinds? - The CEO noted the need to make the brand more fun and accessible, with plans to introduce lighter and more affordable bikes to attract younger riders [40][42] Question: Can you elaborate on market-responsive promotions? - Management indicated that high dealer inventory levels necessitate promotional activities to drive sales, particularly for touring models [43][44] Question: What is the expected impact of the HDFS transaction on future earnings? - The company confirmed that the transaction is expected to provide a $275-$300 million operating income benefit in the second half of the year [50][54] Question: What are the shipment expectations for 2026? - Management indicated that while they are not providing specific guidance for 2026, they expect to continue reducing dealer inventory and improving sales dynamics [56][61] Question: How is the company addressing inventory levels? - The company has seen a significant reduction in dealer inventory, with expectations to continue this trend into the next year [57][63]

Financial Performance - Consolidated revenue for Q3 2025 was $5.7 million, a 28% increase from $4.4 million in Q3 2024[5] - Consolidated operating loss decreased by 29% to $18.8 million in Q3 2025 from $26.5 million in Q3 2024[5] - Net loss for Q3 2025 was $19.4 million, down 15% from $22.7 million in the same quarter last year[5] - Net loss for the nine months ended September 30, 2025, was $57,492 million, an improvement from a net loss of $71,143 million in the same period of 2024, representing a reduction of about 19%[24] - The company reported a net cash used by operating activities of $45,648 million for the nine months ended September 30, 2025, compared to $71,990 million in the same period of 2024, a decrease of approximately 37%[24] - The company experienced a net cash decrease of $48,113 million in the nine months ended September 30, 2025, compared to a net decrease of $79,462 million in the same period of 2024, an improvement of about 39%[24] Revenue Breakdown - STACYC revenue grew by 46% to $4.7 million in Q3 2025, with unit sales increasing by 69% to 5,805 units[9] - Electric motorcycle unit sales surged by 86% to 184 units in Q3 2025, although revenue decreased by 20% to $1.0 million due to increased incentives[11] Cash and Assets - Year-to-date net cash used decreased by 39% to $48.1 million compared to $79.5 million in the same period of 2024[5] - Cash and cash equivalents decreased from $64,437 million at the beginning of the period to $16,324 million at the end, a decline of approximately 75%[24] - Total assets decreased from $147,960 million in December 2024 to $89,220 million in September 2025, a decline of approximately 40%[22] Liabilities and Expenditures - Total current liabilities decreased from $29,854 million in December 2024 to $24,057 million in September 2025, a reduction of about 19%[22] - Accounts payable increased from $1,738 million in December 2024 to $2,539 million in September 2025, an increase of approximately 46%[22] - Capital expenditures for the nine months ended September 30, 2025, were $2,778 million, down from $6,661 million in the same period of 2024, a decrease of about 58%[24] Inventory and Capital - Inventory write-downs decreased from $4,294 million in 2024 to $2,163 million in 2025, a reduction of approximately 50%[24] - The company’s additional paid-in-capital increased from $344,409 million in December 2024 to $349,366 million in September 2025, an increase of about 1.4%[22] Future Outlook - Future operating loss guidance for 2025 has been updated to a range of $72-$77 million, up from the previous $59-$69 million[13] - The company launched an At-The-Market offering to raise up to $50 million in additional capital through share issuance[7] - New products, S4 Honcho™ Trail and S4 Honcho™ Street, are set to begin production in Spring 2026[3] - The company is extending temporary pricing incentives on S2 models through December 15, 2025, due to positive consumer response[13]