Revenue Performance - Total revenue for the nine months ended September 30, 2025, was $2.3 billion, a decrease of $297 million or 11% compared to $2.6 billion in the same period of 2024[91]. - Total revenue decreased by $296 million, or 11%, in the 2025 nine-month period compared to the 2024 nine-month period[117]. - Core advertising revenue decreased by $10 million or 3% in the three months ended September 30, 2025, primarily due to a $16 million revenue drop from the 2024 Olympic Games broadcasts[109]. - Core advertising revenue decreased by $50 million, or 5%, primarily due to macro-economic softness, with political advertising revenue decreasing by $217 million, or 88%[117]. - Political advertising revenue saw a significant decline of $165 million, or 95%, in the three months ended September 30, 2025, consistent with it being an "off-year" in the election cycle[109]. Expenses - Broadcasting expenses decreased by $29 million, or 5%, to $542 million in the three months ended September 30, 2025[106]. - Broadcasting expenses decreased by $37 million, or 2%, to $1.7 billion in the 2025 nine-month period[118]. - Corporate and administrative expenses increased by $4 million, or 17%, to $28 million, primarily due to increased professional services related to pending business combination transactions[108]. - Corporate and administrative expenses increased by $5 million to $85 million, with professional services costs rising due to pending business combination transactions[119]. - The company continues to monitor and seek opportunities to reduce operating expenses, which are largely fixed in nature[95]. Cash Flow and Debt - Net cash provided by operating activities was $177 million in the 2025 nine-month period, down from $383 million in the 2024 nine-month period[128]. - Net cash used in investing activities was $34 million in the 2025 nine-month period, compared to net cash provided of $10 million in the 2024 nine-month period[129]. - Interest expense decreased by $10 million to $120 million in the three months ended September 30, 2025, due to a reduction in outstanding debt and lower interest rates[114]. - Interest expense decreased by $8 million, or 2%, to $355 million, with an average outstanding total long-term debt balance of $5.7 billion[125]. - The company anticipates making approximately $453 million in debt interest payments over the twelve months following September 30, 2025[131]. Tax and Income - The effective income tax benefit rate for the three months ended September 30, 2025, was 64%, compared to an income tax expense rate of 25% in the same period of 2024[116]. - The company recognized an income tax benefit of $12 million in the 2025 nine-month period, compared to an income tax expense of $70 million in the 2024 nine-month period[127]. - As of September 30, 2025, the company reported a net income of $290 million[139]. Leverage and Debt Structure - The First Lien Leverage Ratio was 2.72, below the maximum permitted incurrence of 3.5 to 1.00[139]. - The Secured Leverage Ratio was 3.66, under the maximum permitted incurrence of 5.50 to 1.00[139]. - Total outstanding principal secured by a first lien amounted to $2.774 billion[139]. - As of September 30, 2025, long-term debt included $1.25 billion in 2029 Notes and $1.2 billion in 2031 Notes[141]. - The company issued $900 million in 2032 Notes (2L) and $775 million in 2033 Notes (1L) to refinance existing debt and pay transaction expenses[98][100]. Acquisitions and Capital Expenditures - The company entered into agreements for television station acquisitions and divestitures, expecting to enter six new markets[144]. - The total purchase price for acquisitions included $2 million for SGH, $80 million for BCI, and $171 million for AMG[146]. - Capital expenditures for 2025 are expected to be in the range of $37 million to $42 million, including reimbursements of approximately $25 million[146]. - The company has approximately $232 million remaining under its debt repurchase authorization[142]. Impairment and Other Charges - The company recorded a non-cash impairment charge of $28 million related to changes in network affiliation at one station during the 2025 nine-month period[121]. - The Gray Pension Plan purchased a group annuity contract for $18 million and paid out $15 million in lump sum payments[148].

Financial Performance - Operating revenues for Q3 2025 were $6,570 million, a slight increase from $6,550 million in Q3 2024, while year-to-date revenues rose to $19,459 million from $18,186 million[19]. - Total operating expenses increased to $5,484 million in Q3 2025 from $5,085 million in Q3 2024, with purchased power and fuel costs rising to $3,567 million from $3,119 million[19]. - Operating income for Q3 2025 was $1,086 million, down from $1,467 million in Q3 2024, and year-to-date operating income decreased to $2,488 million from $3,380 million[19]. - Net income attributable to common shareholders for Q3 2025 was $930 million, compared to $1,200 million in Q3 2024, with year-to-date net income at $1,887 million versus $2,897 million[19]. - Earnings per share (EPS) for Q3 2025 were $2.98 (basic) and $2.97 (diluted), down from $3.83 and $3.82 respectively in Q3 2024[19]. - The company reported comprehensive income of $941 million for Q3 2025, compared to $1,223 million in Q3 2024, with year-to-date comprehensive income at $1,933 million versus $2,945 million[19]. Cash Flow and Assets - Cash flows from operating activities provided $3,432 million, a significant improvement from a cash outflow of $1,448 million in the same period last year[21]. - Total assets increased to $56,161 million as of September 30, 2025, up from $52,926 million at the end of 2024, representing a growth of 6.4%[23]. - Cash and cash equivalents at the end of the period were $4,091 million, up from $1,882 million at the end of 2024, marking a 117.5% increase[21]. - The company reported a net cash outflow from investing activities of $2,221 million, a decrease from a cash inflow of $5,056 million in the same period last year[21]. Debt and Liabilities - Current liabilities rose to $7,455 million, compared to $6,846 million at the end of 2024, indicating an increase of 8.9%[26]. - Long-term debt decreased slightly to $7,269 million from $7,384 million at the end of 2024, a reduction of 1.6%[26]. - Total liabilities increased to $41,379 million as of September 30, 2025, up from $39,310 million at December 31, 2024, representing a growth of 5.3%[39]. Investments and Growth Strategy - Significant investments in new technologies and market expansion initiatives are planned to drive future growth and profitability[12]. - The company is focused on expanding its renewable energy portfolio and enhancing operational efficiencies as part of its long-term strategy[12]. - The company anticipates future performance improvements following the proposed transaction with Calpine Corporation, which is expected to enhance its investment-grade credit profile and earnings per share[12]. Acquisitions - The proposed acquisition of Calpine Corporation involves $4.5 billion in cash and 50 million newly issued shares, with an assumption of approximately $12.7 billion in debt[52]. - The acquisition of NRG South Texas LP was completed for $1.66 billion, granting a 44% ownership interest in a dual-unit nuclear plant[56]. - The company’s generating capacity includes over 27 GWs from natural gas, geothermal, battery storage, and solar assets through the Calpine acquisition[52]. Tax and Regulatory Matters - The effective income tax rate for the three months ended September 30, 2025, was 33.4%, compared to 27.3% for the same period in 2024, with total income tax expense of $466 million in 2025 and $449 million in 2024[9]. - The U.S. federal statutory income tax rate remained constant at 21.0% for both 2025 and 2024, with state income taxes contributing an additional 4.2% in 2025 compared to 1.1% in 2024[9]. - The company has received regulatory approvals for the Calpine merger from the PUCT and NYPSC in June 2025 and from the FERC in July 2025[53]. Environmental and Operational Improvements - The company is committed to various environmental and operational improvements as part of the settlement agreement with MDE, which includes funding for water quality projects and fish passage improvements[61]. - The financial impact of the Conowingo Hydroelectric Project settlement is estimated to be between $15 million and $20 million per year over the 50-year renewal term[63]. Shareholder Returns - The company repurchased $400 million of common stock during the nine months ended September 30, 2025, compared to $999 million in the same period last year, a decrease of 59.9%[21]. - The company has a remaining authority of approximately $593 million for share repurchases as of September 30, 2025, from an authorized total of $3 billion[200].

Market Risk and Financial Reporting - As of September 30, 2025, there has been no material change in the market risk disclosures compared to the previous annual report [158]. - The CEO and CFO concluded that the Disclosure Controls were effective at a reasonable assurance level as of September 30, 2025 [161]. - No changes in internal controls over financial reporting materially affected the company during the three months ended September 30, 2025 [162]. - The company faces significant risks from international operations, including currency exchange rate fluctuations, particularly with the Euro [167]. - Continued fluctuation of foreign currencies relative to the US Dollar could materially affect future revenues, particularly as most foreign revenues are denominated in Euros [180]. Legal and Regulatory Risks - The Italian parliament agreed to a 75% reduction in payment obligations related to alleged overpayments for medical devices, resulting in a payment of approximately €0.1 million [168]. - The company is engaged in various legal actions, but does not believe there are pending matters that could materially affect its financial condition [164]. - The transition to the European Union's Medical Device Regulation (MDR) has faced difficulties, potentially delaying the commercialization of products in the European Economic Area [209]. - The FDA's proposed reclassification of the CryoValve SG pulmonary heart valve to Class III could make its processing commercially infeasible, with a 30-month timeline to submit a PMA application [211]. - Increased environmental regulations regarding EtO sterilization processes could adversely affect the company's ability to commercialize products [220]. - The company faces potential fines and penalties for promoting products for unapproved uses, which could impact financial performance [223]. - Changes in U.S. policy, including tariffs and trade regulations, could negatively impact supply chain costs and revenue streams [226]. - The new administration's policies may impact federal spending and workforce, affecting regulatory reviews and approvals critical to operations [227]. - Changes in healthcare laws and regulations, including the Affordable Care Act, could impact costs, reimbursement, and regulatory environment, potentially delaying clinical trials and product launches [228]. - The company faces risks related to product liability claims, with existing insurance coverage potentially being insufficient to cover liabilities [229]. - Compliance with data privacy and security laws is increasingly complex, with potential penalties for noncompliance that could adversely affect business operations [232]. - Recent healthcare and tax legislation, including the "One Big Beautiful Bill Act," may have a material adverse effect on the company's financial condition and operations [233]. Operational and Supply Chain Risks - The company is significantly dependent on revenues from tissue preservation services, which face risks related to supply and regulatory changes [172]. - The company relies on approximately 60 organ and tissue procurement organizations (OPOs) and tissue banks for tissue donations, which are critical for its preservation services business [191]. - The company is dependent on single or sole-source suppliers for many materials and components, which limits its ability to negotiate favorable terms and increases operational risks [188]. - The company is susceptible to disruptions in the global supply chain due to geopolitical and labor issues, which may impact operations [187]. - The company experienced a write-off of $0.4 million in 2023 due to the abandonment of its CardioGenesis cardiac laser therapy assets [189]. - The company faced negative impacts on business operations and sales during the COVID-19 pandemic, affecting procedure volumes and outstanding receivables [183]. Strategic and Competitive Risks - The company operates in a highly competitive market with significant competition from established medical device companies [170]. - The company continues to evaluate expansion through acquisitions and licensing, which may carry significant risks and affect market value [196]. - The company has three internal manufacturing facilities located in Austin, Texas; Hechingen, Germany; and Kennesaw, Georgia, with reliance on contract manufacturers for certain products [193]. - The company’s ability to attract and retain a specialized workforce is critical, with significant competition for qualified personnel in its primary facilities [195]. - The company’s technologies and products are subject to intellectual property risks, including potential disputes that could be costly [182]. - The company’s financial results may be adversely affected by acquisition-related adjustments, including potential impairments and increased costs [197]. Cybersecurity and Insurance Risks - The company experienced a cybersecurity incident in Q4 2024 that disrupted operations and impacted revenue, manufacturing, and order processing [204]. - The company has limited cyber-insurance coverage, which may not cover all financial losses associated with security breaches [206]. - Claims-made insurance policies are in place to mitigate financial exposure, but significant claims could increase insurance rates or jeopardize coverage [230]. Financial Position and Stockholder Considerations - The company has significant indebtedness, which could limit operational flexibility and the ability to raise additional capital [235]. - The company has pledged substantially all US assets as collateral under existing credit agreements, raising concerns about asset sufficiency in case of default [236]. - Stockholder activism could disrupt business operations and management focus, potentially leading to fluctuations in stock price [239]. - The company does not anticipate paying dividends on common stock for the foreseeable future, limiting returns for stockholders to share price appreciation [240].

Investment Strategy - Main Street Capital Corporation focuses on providing customized long-term debt and equity capital solutions to lower middle market companies, with LMM investments typically ranging from $5 million to $125 million [397]. - The company’s LMM investment strategy targets companies with annual revenues between $10 million and $150 million and EBITDA between $3 million and $20 million [406]. - Private Loan investments generally range in size from $10 million to $100 million, targeting companies with annual revenues between $25 million and $500 million [406]. - The company has generally stopped making new Middle Market investments and expects the size of its Middle Market investment portfolio to continue to decline [398]. - The level of new portfolio investment activity will fluctuate based on economic fundamentals and the ability to identify new investment opportunities [415]. - The company’s legacy portfolio includes investments in larger Middle Market companies, which are expected to decline as existing investments are repaid or sold [410]. - Main Street Capital Corporation has a comprehensive suite of financing options, allowing it to offer a "one-stop" financing solution to LMM portfolio companies [407]. Financial Performance - Total investment income for Q3 2025 was $139.8 million, a 2% increase from $136.8 million in Q3 2024 [453]. - Interest income decreased by 7% to $103.3 million in Q3 2025, primarily due to lower interest rates and an increase in non-accrual investments [455]. - Dividend income increased by 35% to $31.3 million in Q3 2025, driven by higher dividends from LMM portfolio companies [455]. - Fee income rose by 74% to $5.3 million in Q3 2025, attributed to increased investment activity and refinancing [455]. - Net investment income before taxes for Q3 2025 was $89.5 million, a 2% increase from $87.6 million in Q3 2024 [450]. - Net realized loss for Q3 2025 was $19.1 million, compared to a gain of $26.4 million in Q3 2024 [450]. - Net unrealized appreciation for Q3 2025 was $63.0 million, significantly higher than $21.7 million in Q3 2024 [450]. - For the three months ended September 30, 2025, net investment income increased by 3% to $86.5 million, or $0.97 per share, compared to $84.4 million, or $0.96 per share, in the same period of 2024 [459]. - Distributable net investment income for the three months ended September 30, 2025, rose by 3% to $92.7 million, or $1.03 per share, compared to $89.8 million, or $1.03 per share, in the corresponding period of 2024 [460]. - Total investment income for the nine months ended September 30, 2025, was $420.9 million, a 5% increase from $400.6 million in the corresponding period of 2024 [475]. - Net investment income rose by 2% to $260.6 million, or $2.92 per share, despite an increase in weighted-average shares outstanding [479]. - Distributable net investment income increased by 3% to $278.0 million, or $3.12 per share, reflecting the overall growth in net investment income [480]. - The net increase in net assets resulting from operations was $362.3 million, or $4.06 per share, compared to $333.8 million, or $3.87 per share, in the prior year [490]. Expenses and Fees - The ratio of total operating expenses, excluding interest expense, as a percentage of quarterly average total assets was 1.3% for the trailing twelve months ended September 30, 2025 and 2024 [417]. - The ratio of total operating expenses, including interest expense, as a percentage of quarterly average total assets was 3.8% for the trailing twelve months ended September 30, 2025 [417]. - Total expenses for the three months ended September 30, 2025, were $5.7 million, compared to $5.3 million in the same period of 2024 [421]. - Total expenses for Q3 2025 were $50.3 million, a 2% increase from $49.2 million in Q3 2024 [456]. - Total expenses increased by 9% to $148.2 million, driven by higher cash compensation, general and administrative expenses, and interest expenses [477]. - Share-based compensation expense increased by 12% to $5.433 million for the three months ended September 30, 2025, compared to $4.868 million in the same period of 2024 [457]. - The External Investment Manager earns a 1.5% annual base management fee on MSC Income's average total assets starting January 29, 2025, down from 1.75% [418]. - For the three months ended September 30, 2025, the External Investment Manager earned $5.6 million in base management fees, a decrease of 8.2% from $6.1 million in the same period of 2024 [420]. - The total contribution of the External Investment Manager to net investment income for the three months ended September 30, 2025, was $8.8 million, up 11.4% from $7.9 million in 2024 [423]. Portfolio Valuation - As of September 30, 2025, the fair value of the LMM portfolio was $2,782.2 million, an increase from $2,502.9 million as of December 31, 2024 [426]. - The weighted-average annual effective yield for the LMM portfolio as of September 30, 2025, was 12.7%, slightly down from 12.8% as of December 31, 2024 [426]. - The average EBITDA for the Private Loan portfolio as of September 30, 2025, was $34.3 million, compared to $30.5 million as of December 31, 2024 [426]. - As of September 30, 2025, Other Portfolio investments totaled $122.8 million in fair value, representing 2.4% of the total Investment Portfolio [432]. - The investment in the External Investment Manager had a fair value of $266.4 million as of September 30, 2025, up from $246.0 million as of December 31, 2024 [435]. - Investments on non-accrual status comprised 1.2% of the total Investment Portfolio at fair value as of September 30, 2025 [447]. - The company anticipates potential negative impacts on portfolio company performance due to broader economic conditions [448]. - The total net unrealized appreciation for the three months ended September 30, 2025, was $63.0 million, with $50.8 million related to LMM portfolio investments [464]. - The company experienced a net unrealized appreciation of $107.2 million for the nine months ended September 30, 2025, compared to $85.4 million in the same period of 2024 [471]. Cash and Debt Management - As of September 30, 2025, the company had $30.6 million in cash and cash equivalents and $1.530 billion of unused capacity under its Credit Facilities [494]. - The company amended its Corporate Facility in April 2025, decreasing the interest rate and increasing revolving commitments to $1.145 billion [496]. - The company has a total future cash payment commitment of $2.441 billion related to various debt instruments and obligations over the next five years [516]. - The company has $350.0 million of outstanding SBIC debentures guaranteed by the SBA, with a weighted-average annual fixed interest rate of 3.3% [503]. - As of September 30, 2025, 64% of the debt investment portfolio (at cost) bore interest at floating rates, with 96% subject to contractual minimum interest rates [524]. - 90% of the company's debt obligations bore interest at fixed rates as of September 30, 2025 [524]. - The company issued $300.0 million in 3.00% unsecured notes due July 14, 2026, and an additional $200.0 million in October 2021, totaling $500.0 million outstanding as of September 30, 2025 [499]. - In June 2024, the company issued $300.0 million in 6.50% unsecured notes due June 4, 2027, and an additional $100.0 million in September 2024, with a total outstanding amount of $400.0 million [500]. - The company issued $350.0 million in 5.40% unsecured notes due August 15, 2028, with the full amount outstanding as of September 30, 2025 [501]. Dividends - The company declared a supplemental dividend of $0.30 per share in November 2025, in addition to regular monthly dividends of $0.255 per share for October, November, and December 2025, totaling $1.065 per share for the fourth quarter [520]. - Regular monthly dividends of $0.26 per share were declared for January, February, and March 2026, representing a 4.0% increase from the first quarter of 2025 [521]. Interest Rate Sensitivity - A hypothetical 200 basis point decrease in interest rates would result in a decrease of $42,668,000 in net investment income [527]. - A hypothetical 200 basis point increase in interest rates would lead to an increase of $40,819,000 in net investment income [527]. - The company has not entered into any interest rate hedging arrangements as of September 30, 2025 [524]. - The analysis of interest rate changes does not account for future changes in the credit market or economic developments that could affect net investment income [528]. - The majority of investments reset quarterly, while Credit Facilities and related debt obligations reset monthly [528]. - The company operates as a "limited derivatives user" under Rule 18f-4 under the 1940 Act [524]. - Changes in floating benchmark index interest rates will affect the incentive fees earned by the External Investment Manager [524]. - The company expects that changes in interest rates will impact its cost of capital, net investment income, and the value of its investments [523].

Financial Performance - Trinseo reported a net loss of $109.7 million for Q3 2025, compared to a net loss of $87.3 million in Q3 2024, reflecting a 15% year-over-year decline [149][161]. - Adjusted EBITDA for Q3 2025 was $30.4 million, down from $80.6 million in Q3 2024, impacted by low demand and pricing pressures [149][161]. - Net sales decreased by 14% year-over-year to $743.2 million in Q3 2025, driven by a 7% decline in sales volumes and a 9% decrease in pricing [161][163]. - The gross profit for Q3 2025 was $37.4 million, down from $80.6 million in Q3 2024, indicating a significant margin compression [161][165]. - Adjusted EBITDA for the nine months ended September 30, 2025 was $136.8 million, a decrease from $177.9 million in the same period of 2024 [211]. - Free Cash Flow for the nine months ended September 30, 2025 was $(160.0) million, compared to $(141.4) million in 2024 [225]. Cost Management - The cost of sales decreased by 10% to $705.8 million in Q3 2025, primarily due to lower pricing and volumes [161][164]. - Selling, general and administrative expenses (SG&A) decreased by 35% to $63.2 million in Q3 2025, largely due to restructuring cost reductions [161][166]. - The company recognized $13.8 million for accelerated amortization of capitalized software assets related to its ERP system transition during the three months ended September 30, 2025 [212]. Restructuring and Strategic Initiatives - The company approved a restructuring plan to close MMA production operations in Italy, expecting pre-tax charges of $80.0 million to $100.0 million [151]. - Trinseo suspended its quarterly dividend of $0.01 per share, aiming to save approximately $1.5 million annually [152]. - The company aims to enhance free cash flow through disciplined working capital management and restructuring initiatives [182]. Debt and Liquidity - The company executed a Transaction Support Agreement to refinance near-term maturities and extend debt maturity to 2028 [152][153]. - As of September 30, 2025, the company had liquidity of $346.4 million, consisting of $102.2 million in cash and cash equivalents and $244.2 million available for borrowing [229]. - The Company redeemed $446.5 million of its 2029 Senior Notes and issued $379.5 million of 7.625% 2029 Refinance Senior Notes maturing on May 3, 2029 [234]. - The Company deferred $46.3 million of interest payable during the nine months ended September 30, 2025, capitalizing it as long-term debt [239]. - The Company has near-term access to sufficient liquidity to manage through ongoing macroeconomic challenges for at least the next twelve months [249]. Segment Performance - Engineered Materials segment net sales decreased by 7% to $273.5 million for the three months ended September 30, 2025, with Adjusted EBITDA increasing by 1% to $33.8 million [187]. - Latex Binders segment net sales decreased by 18% to $198.3 million for the three months ended September 30, 2025, with Adjusted EBITDA declining by 34% to $16.9 million [193]. - Polymer Solutions segment net sales decreased by 18% to $271.4 million for the three months ended September 30, 2025, with Adjusted EBITDA down by 82% to $4.1 million [199]. - Americas Styrenics segment reported Adjusted EBITDA of $(2.4) million for the three months ended September 30, 2025, a decrease of 160% due to costs from an unplanned outage [205]. Future Outlook - Fourth quarter Adjusted EBITDA is expected to be comparable to the third quarter of 2025, with free cash flow anticipated to improve due to working capital release [182]. - The Company expects to continue operating at a net loss for the near future despite strategic initiatives aimed at achieving sustainable profitability [248]. - The ability to meet liquidity requirements longer term depends on recovery in the Company's end markets and achieving planned Adjusted EBITDA [250].

Revenue Performance - Tool rental revenues accounted for 82% of total revenues for both the three and nine months ended September 30, 2025, while product sales contributed 18%[187] - Total revenue for the three months ended September 30, 2025, was $38.8 million, a decrease of $1.3 million or 3% compared to the same period in 2024[197] - Eastern Hemisphere revenue increased by $1.8 million or 41% to $6.2 million for the three months ended September 30, 2025, driven by recent acquisitions[200] - Western Hemisphere revenue for the nine months ended September 30, 2025, was $113.7 million, an increase of $1.1 million or 1% compared to the same period in 2024[205] - Eastern Hemisphere revenue for the nine months ended September 30, 2025, was $17.4 million, a significant increase of $7.5 million or 76% compared to the same period in 2024[206] Income and Expenses - Net income for the three months ended September 30, 2025, was a loss of $0.9 million, a decrease of $1.8 million or 204% compared to a profit of $0.9 million in 2024[197] - Depreciation and amortization expense increased by $0.6 million or 10% to $6.8 million for the three months ended September 30, 2025, due to increased asset balances from acquisitions[201] - Interest expense for the three months ended September 30, 2025, was $1.3 million, an increase of $0.3 million or 29% compared to the same period in 2024[203] - Corporate and other expenses decreased by $1.1 million or 10% to $10.6 million for the nine months ended September 30, 2025, due to reallocation of expenses[207] - Depreciation and amortization expenses increased by $3.2 million, or 18%, to $20.4 million for the nine months ended September 30, 2025, compared to the same period in 2024[208] - Interest expense, net rose by $2.0 million, or 96%, to $3.9 million for the nine months ended September 30, 2025, primarily due to interest on a term loan and credit facility[209] - Other operating and non-operating expenses decreased by $0.8 million, or 15%, to $4.4 million for the nine months ended September 30, 2025, mainly due to lower transaction fees[210] - Adjusted EBITDA for the nine months ended September 30, 2025, was $29.2 million, a decrease from $30.9 million in the same period of 2024[215] Cash Flow and Financial Position - Cash provided by operating activities was $14.6 million for the nine months ended September 30, 2025, compared to $9.7 million in 2024[222] - Net cash used in investing activities was $12.7 million for the nine months ended September 30, 2025, including $5.6 million for the acquisition of Titan[223] - Net cash used in financing activities was $3.7 million for the nine months ended September 30, 2025, resulting from net debt decreases and treasury stock purchases[225] - As of September 30, 2025, the company had $4.4 million in cash and cash equivalents, sufficient for at least the next 12 months[216] - The company expects federal net operating loss carryforwards to significantly reduce cash tax payments over the next several years[220] Cybersecurity Measures - The company has not entered into any hedging arrangements to manage foreign currency risk, which may affect future results[232] - The company has implemented a suite of controls including technology hardware and software solutions to address cybersecurity risks[237] - Regular testing of system resiliency includes penetration and disaster recovery testing[237] - The company conducts regular training sessions on cybersecurity risks and mitigation strategies[237] - An incident response plan and team have been established to manage cybersecurity incidents[237] - There is no assurance that current efforts will fully mitigate cybersecurity risks[237] - Mitigation efforts do not guarantee that no cybersecurity incidents will occur[237]

FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Registrant's telephone number, including area code: (832) 742-8500 Securities registered pursuant to Section 12(b) of the Act: Commission File ...

Financial Performance - Consolidated net sales for Q3 2025 increased by $46.7 million or 8% to $634.9 million, with VOXX contributing $84.9 million in revenue [102] - Core Gentex automotive net sales (excluding VOXX) decreased by 6% to $558.0 million in Q3 2025, compared to $596.5 million in Q3 2024 [103] - Net income attributable to Gentex for Q3 2025 was $101.0 million, down 18% from $122.5 million in Q3 2024 [113] - Consolidated net sales for the nine months ended September 30, 2025, increased by $118.2 million or 7% to $1.8 billion, with VOXX contributing $163.8 million [115] - Net income attributable to Gentex for the nine months ended September 30, 2025, decreased by $24.9 million or 8% to $291.9 million [126] - Earnings per diluted share attributable to Gentex for the nine months ended September 30, 2025, was $1.31, compared to $1.38 for the same period in 2024 [127] - For the third quarter of 2025, the Company reported net sales of $655.2 million, an 8% increase compared to $608.5 million in the third quarter of 2024 [145] - Adjusted Net Income Attributable to Gentex Corporation for the nine months ended September 30, 2025, was $302.1 million, compared to $316.8 million for the same period in 2024 [134] Operating Expenses - Total operating expenses increased by 31% to $102.8 million in Q3 2025, primarily due to the VOXX acquisition [107] - Core Gentex operating expenses (excluding VOXX) were $238.6 million for the nine months ended September 30, 2025, compared to $224.9 million in the same period of 2024 [121] - Operating expenses (excluding severance) are projected to be $380 – $390 million, up from the previous estimate of $370 - $390 million [168] Margins and Guidance - Gross margin for core Gentex (excluding VOXX) improved to 34.9% in Q3 2025, a 140 basis-point increase from Q3 2024 [106] - Gross margin guidance is set at 33.5% – 34%, slightly improved from the previous range of 33% - 34% [168] Cash Flow and Capital Expenditures - Cash flow from operating activities for the nine months ended September 30, 2025, increased by $117.8 million to $461.6 million, compared to $343.8 million during the same period last year [138] - Capital expenditures for the nine months ended September 30, 2025, were approximately $103.4 million, compared to approximately $103.0 million for the same period last year [139] Inventory and Share Repurchase - Inventories as of September 30, 2025, were $499.2 million, an increase from $436.5 million as of December 31, 2024, primarily due to the acquisition of VOXX [137] - The Company repurchased 9,805,995 shares during the nine months ended September 30, 2025, with 39,643,403 shares remaining available for repurchase under the plan [144] Market and Production Outlook - The Company expects global light vehicle production for Q4 2025 to decline approximately 4% compared to Q4 2024, with full-year 2025 production expected to be down 1% year-over-year [164] - Light vehicle production in North America is forecasted to decrease by 4% in Q4 2024 compared to Q4 2025, with total production expected to be 19.85 million units [165] - The company anticipates ongoing volatility in customer orders and vehicle production volumes due to various geopolitical and economic factors [167] Challenges and Economic Conditions - The Company has been impacted by pricing pressure from automotive customers and competitors, along with increases in tariffs, raw material costs, labor costs, and logistics costs [160] - The Company continues to face challenges from uncertain economic conditions, including inflation and parts shortages, which may reduce demand for its products [161] - The company faces increased input costs due to existing and potential future tariffs, impacting its competitive position [177] New Products and Innovations - The Company continues to develop its camera monitoring system (CMS), which uses three cameras to provide a comprehensive view of the vehicle's surroundings, enhancing safety and functionality [149] - The Company has announced a partnership with TransCore for a vehicle-integrated tolling solution, currently shipping on 11 Audi platforms and expanding to Mercedes EQS model [151] - The Company recorded its first official sales of medical devices from shipments of the e-Sight Go product in 2024, following the acquisition of technology assets from eSight [155] - The Company acquired GalvanEyes, LLC in 2024, gaining access to EyeLock iris biometric technology for applications in automotive, aerospace, and medical markets [156] - The Company is working on an intelligent medical lighting system co-developed with Mayo Clinic, aimed at optimizing illumination for surgical environments [154] Capacity and Production Capabilities - The Company estimates its current building capacity to manufacture approximately 42 - 45 million interior mirror units annually and approximately 19 - 22 million exterior mirror units annually [142] - During the nine months ended September 30, 2025, the Company had 42 net new nameplate launches of interior and exterior auto-dimming mirrors and electronic features [146] Revenue Guidance - Consolidated revenue guidance for 2025 is adjusted to $2.50 – $2.60 billion, up from the previous range of $2.44 – $2.61 billion [168] - Gentex's primary markets revenue is expected to be $2.14 – $2.15 billion, an increase from the previous estimate of $2.10 – $2.20 billion [168] - The revenue estimate for the Gentex China market is revised to $134 – $145 million, compared to the previous range of $100 – $125 million [168] - The company will withhold revenue guidance for calendar year 2026 due to current geopolitical and tariff uncertainties [170]

Revenue Performance - Total revenue for the three months ended September 30, 2025, was $773 million, a decrease of 16% compared to $917 million in the same period of 2024[290]. - Media revenue decreased by 21% to $667 million for the three months ended September 30, 2025, down from $845 million in 2024[292]. - Political advertising revenue plummeted by 96% to $6 million for the three months ended September 30, 2025, compared to $138 million in 2024, due to the off-year election cycle[296]. - Core advertising revenue decreased by $14 million, or 5%, for the three months ended September 30, 2025, compared to the same period in 2024[295]. - Distribution revenue fell by $13 million, or 3%, for the three months ended September 30, 2025, impacted by mid-teen percentage subscriber decreases[294]. - Total media revenue for Q3 2025 was $667 million, a decrease of 21% from $845 million in Q3 2024[329]. Operating Income and Loss - Operating income for the three months ended September 30, 2025, was $58 million, a significant decline from $179 million in 2024[290]. - Operating income for Q3 2025 was $49 million, down 73% from $182 million in Q3 2024[329]. - Net loss attributable to Sinclair for the three months ended September 30, 2025, was $1 million, compared to net income of $94 million in 2024[290]. - Net loss attributable to SBG for Q3 2025 was $30 million, compared to a net income of $80 million in Q3 2024[329]. Expenses - Sinclair's media programming and production expenses decreased by $6 million for the three months ended September 30, 2025, primarily due to reductions in litigation and consulting expenses[300]. - Media selling, general and administrative expenses decreased by $23 million (approximately 10%) for the three months ended September 30, 2025, compared to the same period in 2024[301]. - Media programming and production expenses increased by $5 million (17%) for the three months ended September 30, 2025, primarily due to higher tournament production costs[311]. - Corporate general and administrative expenses decreased by $12 million (8%) for the nine months ended September 30, 2025, compared to the same period in 2024[321]. - Corporate general and administrative expenses decreased by 13% to $21 million in Q3 2025 from $24 million in Q3 2024[333]. Cash Flows - Net cash flows used in operating activities for Q3 2025 were $(36) million, compared to $210 million in Q3 2024[345]. - Net cash flows used in operating activities for Sinclair decreased to $(22) million in Q3 2025 from $226 million in Q3 2024[351]. - For the nine months ended September 30, 2025, net cash flows from operating activities increased to $91 million compared to $(86) million in the same period of 2024[351]. - Net cash flows used in investing activities increased to $(21) million in Q3 2025 compared to $(2) million in Q3 2024, primarily due to a decrease in distributions and proceeds from investments[353]. - Net cash flows used in investing activities for the nine months ended September 30, 2025, increased to $(55) million from $(20) million in the same period of 2024[351]. - Sinclair's financing activities saw an increase in net cash flows used to $(205) million for the nine months ended September 30, 2025, compared to $(11) million in the same period of 2024[351]. Debt and Interest - Interest expense increased by $7 million (approximately 11%) for the three months ended September 30, 2025, primarily due to recent transactions[304]. - Gain on extinguishment of debt recognized for the nine months ended September 30, 2025, amounted to $4 million from repurchasing $81 million of Senior Notes[305]. - The repurchase of the 5.125% Senior Notes due 2027 contributed to increased financing activities outflows in the nine months ended September 30, 2025[354]. Tax Rate - Effective tax rate for the three months ended September 30, 2025, was a benefit of 188.6%, compared to a provision of 23.0% in the same period of 2024[323]. - The effective tax rate for Q3 2025 was a benefit of 18.2%, compared to a provision of 22.8% in Q3 2024[335]. Dividends and Awards - Sinclair declared a quarterly dividend of $0.25 per share in August 2025[291]. - Sinclair declared a quarterly dividend of $0.25 per share in both August and November 2025, subject to the Board's discretion[350]. - Sinclair's newsrooms won a total of 227 journalism awards in 2025, including 25 RTDNA regional Edward R. Murrow Awards[285]. Contracts and Agreements - Sinclair entered into agreements increasing estimated contractual amounts owed for tennis programming rights by $165 million, extending into 2032[343]. - During the nine months ended September 30, 2025, SBG repurchased $81 million of 5.125% Senior Notes due 2027 for $77 million[342].

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 D ...