PART I FINANCIAL INFORMATION [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) The company's unaudited condensed consolidated financial statements for the period ended June 30, 2025, show improved net income and increased operating cash flow [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | $420,079 | $394,024 | | Accounts receivable, net | $121,416 | $56,048 | | Inventories | $150,049 | $116,347 | | **Total Assets** | **$2,486,262** | **$2,416,394** | | **Total Current Liabilities** | $103,964 | $62,488 | | Long-term debt, net | $668,439 | $667,774 | | **Total Liabilities** | **$1,307,631** | **$1,259,124** | | **Total Stockholders' Equity** | **$1,178,631** | **$1,157,270** | - The increase in total assets was primarily driven by a significant rise in **accounts receivable** and **inventories**, reflecting seasonal business activity. Total liabilities also increased, mainly due to higher current liabilities including deferred revenue and founders advisory fees payable[13](index=13&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Statement of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $162,639 | $127,276 | $234,669 | $186,320 | | Gross profit | $101,496 | $73,267 | $129,649 | $93,969 | | Operating (loss) income | $(26,226) | $45,018 | $51,581 | $(29,846) | | Net (loss) income | $(32,161) | $21,650 | $24,525 | $(60,908) | | Diluted (Loss) EPS | $(0.22) | $0.14 | $0.16 | $(0.42) | - For the six months ended June 30, 2025, the company reported **net income of $24.5 million**, a significant improvement from a net loss of $60.9 million in the prior-year period. This was driven by a **26% increase in net sales** and a substantial decrease in 'Founders advisory fees' expense, which fell from $68.9 million to $16.3 million[16](index=16&type=chunk) - For the three months ended June 30, 2025, the company posted a **net loss of $32.2 million**, compared to a net income of $21.7 million in the same period of 2024. The loss was primarily due to a large **$96.9 million expense for 'Founders advisory fees - related party'**, which reflects the change in fair value of the liability[16](index=16&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary for the Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $20,894 | $11,418 | | Net cash (used in) provided by investing activities | $(42,803) | $187 | | Net cash used in financing activities | $(40,560) | $(14,784) | | **Net change in cash and cash equivalents** | **$(57,798)** | **$(4,114)** | - **Cash from operations increased to $20.9 million** for the first six months of 2025 from $11.4 million in the prior year, despite a significant increase in accounts receivable, aided by higher net income and deferred revenue[23](index=23&type=chunk) - Investing activities used **$42.8 million**, primarily for property and equipment purchases (**$17.6 million**), intangible asset purchases (**$15.2 million**), and a business acquisition (**$10.0 million**)[23](index=23&type=chunk) - Financing activities used **$40.6 million**, dominated by **$40.4 million in common stock repurchases**[23](index=23&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - The company operates in two segments: Fire Safety and Specialty Products. In 2024, approximately **79% of revenues were from the United States**[26](index=26&type=chunk) - On March 28, 2025, the IMS division acquired assets and data rights for certain product lines for **$10.0 million in cash**[36](index=36&type=chunk) - In May 2025, the company settled trade secret litigation with a subsidiary of Compass Minerals International, Inc. and acquired related assets for **$20.0 million**, with **$15.2 million allocated to technology-related intangible assets**[37](index=37&type=chunk) - As of June 30, 2025, the company had **$675.0 million in Senior Notes due 2029** and no outstanding borrowings under its **$100.0 million Revolving Credit Facility**[43](index=43&type=chunk)[52](index=52&type=chunk)[53](index=53&type=chunk) - On May 7, 2025, the Board re-established the limit for common stock repurchases at **$100.0 million**. As of June 30, 2025, **$78.3 million remained available** under the plan[70](index=70&type=chunk) Segment Net Sales (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Fire Safety | $120,284 | $98,538 | $157,447 | $123,693 | | Specialty Products | $42,355 | $28,738 | $77,222 | $62,627 | | **Total** | **$162,639** | **$127,276** | **$234,669** | **$186,320** | Segment Adjusted EBITDA (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Fire Safety | $77,659 | $55,639 | $87,744 | $55,398 | | Specialty Products | $13,679 | $9,269 | $21,677 | $21,646 | | **Total** | **$91,338** | **$64,908** | **$109,421** | **$77,044** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial results, noting a **26% increase in net sales** for the first six months of 2025, a **$24.5 million net income**, and strong liquidity with **$140.7 million cash** [Results of Operations](index=38&type=section&id=Results%20of%20Operations) Consolidated Results - Three Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | Net sales | $162,639 | $127,276 | $35,363 | 28% | | Gross profit | $101,496 | $73,267 | $28,229 | 39% | | Operating (loss) income | $(26,226) | $45,018 | $(71,244) | (158%) | | Net (loss) income | $(32,161) | $21,650 | $(53,811) | (249%) | - **Q2 2025 net sales increased 28% YoY**, driven by a **$21.7 million increase in the Fire Safety segment** and a **$13.7 million increase in the Specialty Products segment**, including **$9.3 million from recent acquisitions**[112](index=112&type=chunk) - The **Q2 2025 net loss** was driven by a **$96.9 million expense for Founders advisory fees**, reflecting the change in fair value of the liability due to an increase in the company's share price[115](index=115&type=chunk) Consolidated Results - Six Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | Net sales | $234,669 | $186,320 | $48,349 | 26% | | Gross profit | $129,649 | $93,969 | $35,680 | 38% | | Operating income (loss) | $51,581 | $(29,846) | $81,427 | (273%) | | Net income (loss) | $24,525 | $(60,908) | $85,433 | (140%) | - For the first six months of 2025, **net sales grew 26% YoY**. Fire Safety sales increased by **$33.7 million**, while Specialty Products sales rose by **$14.6 million**, including **$16.9 million from acquisitions**[118](index=118&type=chunk) [Business Segments Performance](index=41&type=section&id=Business%20Segments%20Performance) - **Fire Safety Segment Adjusted EBITDA increased by $22.0 million (39.5%) in Q2 2025** and **$32.3 million (58.3%) in the first six months of 2025** compared to the prior year periods, primarily due to higher net sales[124](index=124&type=chunk)[126](index=126&type=chunk) - **Specialty Products Segment Adjusted EBITDA increased by $4.4 million (47.5%) in Q2 2025**, driven by higher sales from acquisitions. For the first six months, it was relatively flat compared to the prior year[125](index=125&type=chunk)[127](index=127&type=chunk) [Liquidity and Capital Resources](index=42&type=section&id=Liquidity%20and%20Capital%20Resources) - The company believes its existing **cash of $140.7 million**, cash from operations, and availability under its **$100.0 million Revolving Credit Facility** will be sufficient to meet its requirements for at least the next 12 months[133](index=133&type=chunk) - As of June 30, 2025, the company had **no outstanding borrowings** under its Revolving Credit Facility[137](index=137&type=chunk) - During the six months ended June 30, 2025, the company repurchased **3,774,675 shares for $40.4 million** under its Share Repurchase Plan[142](index=142&type=chunk)[151](index=151&type=chunk) - In February 2025, the company settled the 2024 Fixed Annual Advisory Amount by issuing **1,837,304 shares of Common Stock** and paying **$6.7 million in cash**[146](index=146&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to market risks from foreign currency exchange rates, interest rates on its variable-rate revolving credit facility, and commodity price fluctuations - Primary market risks include **foreign currency fluctuations**, **interest rate changes on variable-rate debt**, and **commodity price volatility**[154](index=154&type=chunk) - Foreign currency exposure is mainly to the **Euro, Canadian dollar, Norwegian krone, and Australian dollar**[155](index=155&type=chunk) - Interest rate risk is tied to the Revolving Credit Facility, which had **no outstanding balance** as of June 30, 2025[156](index=156&type=chunk) [Item 4. Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting - The company's principal executive and financial officers concluded that **disclosure controls and procedures were effective** as of June 30, 2025[160](index=160&type=chunk) - **No material changes** were made to the internal control over financial reporting during the quarter ended June 30, 2025[161](index=161&type=chunk) PART II OTHER INFORMATION [Item 1. Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings, including AFFF litigation, but does not expect a material adverse effect on its financials - The company is involved in litigation related to **aqueous film forming foam (AFFF)** but does not expect it to have a material adverse effect[162](index=162&type=chunk) [Item 1A. Risk Factors](index=47&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's previously disclosed risk factors were reported since the 2024 Annual Report - **No material changes** to the company's risk factors were reported since the 2024 Annual Report[163](index=163&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company details common stock repurchases for the quarter ended June 30, 2025, with **2,886,221 shares repurchased** and a re-established **$100.0 million repurchase limit** Common Stock Repurchases for the Quarter Ended June 30, 2025 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | April 2025 | 1,071,885 | $9.70 | | May 2025 | 1,443,727 | $11.90 | | June 2025 | 370,609 | $12.28 | | **Total** | **2,886,221** | **N/A** | - On May 7, 2025, the Board re-established the limit for Common Stock repurchases at **$100.0 million**. As of June 30, 2025, approximately **$78.3 million remained available** for repurchase[166](index=166&type=chunk) [Other Items (Items 3, 4, 5, 6)](index=47&type=section&id=Other%20Items) Items 3 and 4 are not applicable, Item 5 notes no Rule 10b5-1 trading plan changes, and Item 6 lists report exhibits - **No defaults on senior securities or mine safety disclosures** were reported[167](index=167&type=chunk) - **No officers or directors adopted or terminated a Rule 10b5-1 trading arrangement** during the quarter[168](index=168&type=chunk)

(Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39351 Nuvation Bio Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 85-0862255 ( State or other jurisdiction o ...

Exhibit 99.1 On a same station basis for the quarter ended June 30, 2025 net revenue decreased $1.5 million or 6.4% to $27.6 million and station operating expense decreased 6.4% to $21.7 million. Net revenue decreased 4.7% to $52.4 million for the six-month period ended June 30, 2025 compared to $55.0 million for the same period last year. Station operating expense decreased 3.4% for the six-month period to $44.2 million compared to the same period last year. For the six-month period, we had an operating lo ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 OR (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) INDIANA 82-5497352 2500 INNOVATION WAY, GREENFIELD, INDIANA 46140 (Address and zip code of principal executive offices) Registrant's telephone number, including area code (877) 352-6261 ☐ TRAN ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________to ________. Commission File Number: 001 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 June 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 ________________ Commission File Number: 001-38371 One Stop Systems, Inc. (Exact Name of Registrant as Specified in its Charter) (State or other ju ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________ Table of Contents 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 June 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 Commission file number 001-40365 _________________________ Privia Health Group, ...

MARCUS & MILLICHAP, INC. REPORTS RESULTS FOR SECOND QUARTER 2025 Revenue growth of 8.8% in the Second Quarter 2025 compared to Second Quarter 2024 Provision for income taxes of $7.3 million primarily related to a change in tax methodology resulted in net loss of $11.0 million CALABASAS, Calif., August 7, 2025 -- (BUSINESS WIRE) -- Marcus & Millichap, Inc. (the "Company", "Marcus & Millichap", or "MMI") (NYSE: MMI), a leading national real estate services firm specializing in commercial real estate investmen ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (State or other jurisdiction of incorporation or organization) 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 June 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 __________ Commission File Number: 001-37388 Talen Energy Corporation (Exact name ...

PART I—FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for the three and six months ended June 30, 2025, including balance sheets, income statements, and cash flow statements, along with detailed notes on accounting policies, acquisitions, debt, and contingencies, highlighting increases in total assets, revenues, and net income driven by acquisitions and organic growth [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights | Balance Sheet Highlights | June 30, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$20,435,226** | **$17,957,031** | | Cash and cash equivalents | $2,192,849 | $1,553,642 | | Goodwill | $6,334,018 | $5,984,667 | | **Total Liabilities** | **$16,468,047** | **$14,811,042** | | Total current liabilities | $9,639,769 | $8,707,881 | | Notes payable and other obligations | $5,869,083 | $5,226,106 | | **Total Equity** | **$3,967,179** | **$3,145,989** | [Unaudited Consolidated Statements of Income](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Income) Unaudited Consolidated Statements of Income Highlights (In Thousands, Except Per Share) | Income Statement Highlights | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | **Revenues, net** | **$1,102,030** | **$975,710** | **$2,107,697** | **$1,910,961** | | Operating income | $479,390 | $433,339 | $906,514 | $830,677 | | **Net income attributable to Corpay** | **$284,168** | **$251,625** | **$527,401** | **$481,394** | | Diluted earnings per share | $3.98 | $3.52 | $7.38 | $6.64 | [Unaudited Statements of Cash Flows](index=7&type=section&id=Unaudited%20Statements%20of%20Cash%20Flows) Unaudited Statements of Cash Flow Highlights (In Thousands) | Cash Flow Highlights | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $1,066,096 | $891,105 | | Net cash used in investing activities | ($222,640) | ($146,613) | | Net cash provided by (used in) financing activities | $78,355 | ($239,238) | | **Net increase in cash and cash equivalents and restricted cash** | **$1,075,013** | **$405,761** | [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) - In February 2025, the Company acquired 100% of Gringo, a Brazil-based vehicle compliance payment company, for approximately **$153.7 million**, net of cash acquired, included in the Vehicle Payments segment[50](index=50&type=chunk) - In April 2025, the Company expanded its strategic partnership with Mastercard, which includes a **$300 million** investment by Mastercard for a **2.8% interest** in Corpay's Cross-Border business[53](index=53&type=chunk) - The Company is party to an **$8.25 billion** Credit Agreement, with total debt under the Credit Agreement and Securitization Facility approximately **$8.1 billion** as of June 30, 2025[66](index=66&type=chunk)[67](index=67&type=chunk) - Subsequent to the quarter end, in July 2025, the Company announced its intention to acquire Alpha Group International plc for an enterprise value of approximately **$2.2 billion** and to divest a legacy fuel card portfolio for approximately **$60 million**[100](index=100&type=chunk)[104](index=104&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, highlighting a **12.9% increase** in net revenues for Q2 2025, driven by **11% organic growth** and contributions from recent acquisitions, with the Corporate Payments segment being a key growth driver with a **35.9% revenue increase**, covering segment performance, macroeconomic impacts, liquidity, capital resources, and recent strategic activities [Results of Operations](index=35&type=section&id=Results%20of%20Operations) Q2 2025 vs Q2 2024 Financial Highlights | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | **Total Revenues, net** | **$1,102.0 M** | **$975.7 M** | **12.9%** | | Operating Income | $479.4 M | $433.3 M | 10.6% | | Net Income Attributable to Corpay | $284.2 M | $251.6 M | 12.9% | - Q2 2025 consolidated revenue growth was driven by **11% organic growth** and **5% from acquisitions**, partially offset by a negative macroeconomic impact of approximately **$19 million** due to unfavorable FX, fuel price spreads, and fuel prices[142](index=142&type=chunk)[143](index=143&type=chunk) Segment Revenue (Q2 2025 vs Q2 2024) | Segment Revenue (Q2 2025 vs Q2 2024) | Revenue (M) | % Change | | :--- | :--- | :--- | | Vehicle Payments | $525.5 | 3.0% | | Corporate Payments | $391.9 | 35.9% | | Lodging Payments | $119.8 | (2.1)% | - For the six months ended June 30, 2025, consolidated revenues increased **10.3%** to **$2.11 billion**, while the negative impact from the macroeconomic environment was estimated at approximately **$70 million**[164](index=164&type=chunk)[165](index=165&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) - As of June 30, 2025, the company had approximately **$3.5 billion** in total liquidity, comprising **$1.4 billion** available under its Credit Facility and **$2.2 billion** in unrestricted cash[184](index=184&type=chunk) - Net cash from operating activities increased to **$1.07 billion** for the first six months of 2025, up from **$891.1 million** in the prior-year period, primarily due to changes in working capital[188](index=188&type=chunk) - The company's stock repurchase program has **$1.2 billion** of remaining authorization available as of June 30, 2025[207](index=207&type=chunk) [Acquisitions, Investments and Dispositions](index=33&type=section&id=Acquisitions%2C%20Investments%20and%20Dispositions) - In July 2025, the company announced a cash offer to acquire Alpha Group International plc for an enterprise value of approximately **$2.2 billion**, expected to close in Q4 2025[136](index=136&type=chunk) - In May 2025, Corpay and TPG formed a partnership to acquire AvidXchange, with Corpay expecting to invest approximately **$550 million** for a **34% equity stake**[137](index=137&type=chunk)[136](index=136&type=chunk) - In February 2025, the company acquired Gringo, a Brazilian vehicle compliance payment company, for approximately **$153.7 million**[137](index=137&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company states that there have been no material changes to its market risk profile from the information disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 - There have been no material changes to the company's market risk since the end of fiscal year 2024[235](index=235&type=chunk) [Item 4. Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that as of June 30, 2025, the company's disclosure controls and procedures were not effective due to a previously identified material weakness in internal control related to ineffective information technology general controls (ITGCs) in user access management, with remediation efforts currently in progress - Management concluded that disclosure controls and procedures were not effective as of June 30, 2025[236](index=236&type=chunk) - The ineffectiveness is due to a material weakness in internal control related to IT general controls (ITGCs) for user access management over certain IT systems[237](index=237&type=chunk) - Remediation actions are being implemented, including enhancing IT compliance oversight, developing training programs, and improving documentation and testing of ITGCs[241](index=241&type=chunk) PART II—OTHER INFORMATION [Item 1. Legal Proceedings](index=53&type=section&id=Item%201.%20Legal%20Proceedings) This section details the company's legal matters, including the dismissal of consolidated shareholder derivative lawsuits on April 1, 2025, with no appeal, and the ongoing Federal Trade Commission (FTC) lawsuit concerning advertising and marketing practices, for which the company is currently unable to estimate the potential financial impact - The consolidated shareholder derivative lawsuits against the company and certain directors and officers were dismissed by the court on April 1, 2025, and the plaintiffs did not appeal[247](index=247&type=chunk) - The lawsuit filed by the Federal Trade Commission (FTC) in 2019 regarding advertising and marketing practices is ongoing, with an appeal argued in the Eleventh Circuit on January 21, 2025[248](index=248&type=chunk)[249](index=249&type=chunk) - The company is unable to predict the ultimate outcome or reasonably estimate a range of possible losses resulting from the FTC litigation[251](index=251&type=chunk) [Item 1A. Risk Factors](index=54&type=section&id=Item%201A.%20Risk%20Factors) The company reports no material changes to its risk factors from those previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 - There have been no material changes in the company's risk factors from those disclosed in the 2024 Annual Report on Form 10-K[252](index=252&type=chunk) [Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchase of Equity Securities](index=54&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%20and%20Issuer%20Purchase%20of%20Equity%20Securities) This section details the company's stock repurchase activities, noting that the Board-approved program authorizes up to **$9.1 billion** in repurchases through February 4, 2026, with **$1.2 billion** remaining under this authorization as of June 30, 2025 - The company's stock repurchase program has a total authorization of **$9.1 billion** and an expiration date of February 4, 2026[253](index=253&type=chunk) - As of June 30, 2025, the company has repurchased an aggregate of **$7.9 billion** in shares, with **$1.2 billion** remaining available for future repurchases under the program[253](index=253&type=chunk)