Winmark(WINA) - 2025 Q4 - Annual Report
2026-02-25 17:50
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) Minnesota 41-1622691 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 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: 000-22012 WINM ...
Avery Dennison(AVY) - 2025 Q4 - Annual Report
2026-02-25 16:32
Financial Performance - In fiscal year 2025, Avery Dennison's total net sales were comprised of approximately 69% from the Materials Group and 31% from the Solutions Group[17]. - Net sales for 2025 reached $8,855.5 million, a 1.1% increase from $8,755.7 million in 2024, and a 5.9% increase from $8,364.3 million in 2023[171]. - Net income for 2025 was $688.0 million, a decrease from $704.9 million in 2024, with net income per share at $8.81[181]. - The effective tax rate for 2025 was 25.6%, down from 26.1% in 2024, attributed to benefits from a foreign restructuring transaction[182]. - Reported net sales change for 2025 was 1%, compared to 5% in 2024, with organic sales change remaining flat at 0% in 2025, reflecting higher volume offset by raw material deflation-related price reductions[156]. - Net cash provided by operating activities in 2025 was $881.4 million, a decrease from $938.8 million in 2024, primarily due to higher incentive compensation and tax payments[168]. - Adjusted free cash flow increased to $707.1 million in 2025, compared to $699.5 million in 2024, driven by lower purchases of property, plant, and equipment[168]. Acquisitions and Investments - The acquisition of W.F. Taylor Holdings, Inc. was completed in 2025 for an aggregate purchase consideration of approximately $390 million[29]. - In 2025, the company acquired Taylor Adhesives for approximately $390 million, with ongoing evaluations for additional acquisition targets[71]. - The aggregate purchase consideration for the 2023 acquisitions was approximately $231 million, funded through cash and commercial paper borrowings[165]. - The company expended approximately $47 million on restructuring actions in 2025, with incremental savings of over $60 million from these actions[79]. - Capital expenditures were approximately $200 million in 2025, including investments in fixed assets and IT infrastructure[81]. - The company paid approximately $401.8 million for acquisitions, net of cash acquired, significantly higher than $3.8 million in 2024 and $224.9 million in 2023[210]. Market and Sales Dynamics - International operations accounted for approximately 69% of total net sales in 2025, with over 200 manufacturing and distribution facilities in more than 50 countries[17]. - Approximately 40% of the company's net sales in 2025 originated in emerging markets, which are critical for long-term growth strategy[59]. - The indirect impact of tariffs resulted in an aggregate low single-digit rate decrease in sales in the overall apparel categories over the second, third, and fourth quarters of 2025[52]. - Sales in the overall apparel categories declined in 2025 as a result of tariff-related uncertainty[64]. - The company anticipates that tariff-related uncertainty will persist, with an indirect impact resulting in a low single-digit rate decrease in sales in overall apparel categories during the latter half of 2025[169]. Sustainability and Corporate Responsibility - The company has made substantial investments in sustainability-driven products, focusing on advancing the circular economy and increasing recyclability of packaging[66]. - Research and development efforts are directed towards sustainability, circular economy, and advanced technologies, with a focus on RFID and digital solutions[28]. - The company achieved a 60% absolute cumulative reduction in GHG emissions from its 2015 baseline, exceeding its 2025 sustainability goal of a 26% reduction[70]. - By 2030, the company aims to reduce Scope 1 and 2 GHG emissions by 70% compared to the 2015 baseline and work with its supply chain to reduce Scope 3 emissions[70]. - The company is facing increasing demands from stakeholders regarding sustainability and governance practices, which could impact its market valuation[83]. Workforce and Employee Engagement - The global workforce consisted of approximately 35,000 employees, with 83% located outside the U.S. and 67% in emerging markets[31]. - Approximately 98% of employees were paid above the applicable legal minimum wage at year-end 2025[35]. - Avery Dennison's commitment to employee engagement is reflected in annual surveys, which aim to improve workplace culture and retention[37]. - The company faces challenges in recruiting and retaining high-caliber talent, which is critical for its competitive position[95]. Financial Risks and Liabilities - The company had approximately $3.73 billion of debt as of December 31, 2025, which significantly impacts its ability to obtain financing on favorable terms[100]. - Average variable-rate borrowings were approximately $739 million in 2025, making the company sensitive to fluctuations in interest rates[101]. - Changes in foreign currency exchange rates, particularly unfavorable impacts from the Indian rupee and Brazilian real, may result in lower net sales and increased costs[56]. - The company is exposed to risks from geopolitical, social, and economic instability, which could materially adversely affect its business[53]. - The company is subject to ongoing compliance requirements and audits by various tax authorities, which could materially affect its effective tax rate[93]. - Changes in corporate tax policies and enforcement activities could have a material adverse effect on the company's business due to its international operations[92]. Cybersecurity and IT Risks - Cybersecurity risks persist, with potential threats from AI-driven attacks and the need for ongoing monitoring and updates to security measures[86]. - The company has implemented measures to mitigate risks related to information technology disruptions, but vulnerabilities remain due to reliance on third-party vendors[84]. - The company’s cybersecurity risk management program includes a comprehensive incident response plan and is overseen by the Board, with updates provided to the Audit Committee[127]. - Cybersecurity risks, including ransomware attacks, continue to increase, necessitating ongoing improvements in the company's security measures[90]. Legal and Compliance Issues - The company is involved in litigation regarding intellectual property rights, which could result in significant costs and impact its competitive position[109]. - The company has accrued liabilities for environmental clean-up at ten sites designated by U.S. governmental agencies, with potential costs exceeding the accrued amounts due to uncertainties in remediation[115]. - The company is subject to evolving environmental, health, and safety laws, which could significantly increase compliance costs and impact production capabilities[114]. - Export control laws may impact the company's ability to compete in international markets, with potential penalties for non-compliance[116]. Shareholder Returns - The company repurchased 3.2 million shares of its common stock at an aggregate cost of $575.6 million in 2025, with $526.3 million remaining authorized for repurchase[106]. - A quarterly dividend rate increase of approximately 7% was implemented in April 2025, although future increases are not guaranteed[107]. - Dividends paid amounted to $288.4 million in 2025, slightly higher than $277.5 million in 2024[212]. - Share repurchases totaled $572.3 million in 2025, compared to $247.5 million in 2024[212].
Range Resources(RRC) - 2025 Q4 - Annual Results
2026-02-25 16:00
Exhibit 99.1 NEWS RELEASE Range Announces Fourth Quarter 2025 Results and 2026 Guidance FORT WORTH, TEXAS, February 24, 2026…RANGE RESOURCES CORPORATION (NYSE: RRC) today announced its fourth quarter 2025 financial results and plans for 2026. Full-Year 2025 Highlights – Return of Capital Highlights and 2026 Guidance – • Approximately $500 million of maintenance drilling and completion capital • $120 - $140 million for growth capital • $10 - $20 million for maintenance land • $5 - $15 million for targeted ac ...
Willis Towers Watson(WTW) - 2025 Q4 - Annual Report
2026-02-25 15:30
Financial Performance - The Health, Wealth & Career segment generated 55% of total revenue in 2025, down from 60% in 2023, while the Risk & Broking segment increased to 45% from 40% in the same period[32] - The company aims to grow revenue, improve margins, and increase free cash flow, EBITDA, and earnings through a focused investment framework and capital allocation strategy[29] - The company anticipates growth in free cash flow generation, adjusted net income, adjusted operating margin, and adjusted earnings per share[14] Client Base and Market Presence - The company serves approximately 93% of the FTSE 100, 89% of the Fortune 1000, and 92% of the Fortune Global 500 companies, indicating a strong client base[20] - No individual client represented more than 10% of the company's consolidated revenue for the years ended December 31, 2025, 2024, and 2023[20] - The company places insurance with approximately 2,500 insurance carriers, with no significant concentration of total premiums from any single carrier in 2025, 2024, or 2023[20] Business Segments and Services - The Health & Benefits business provides services across more than 160 countries, addressing clients' needs in health, wellbeing, and other group benefit programs[36] - A significant portion of revenue in the Health & Benefits business comes from recurring work, with contracts being annual or multi-year[38] - The Retirement business provides actuarial support and administrative services for pension plans, with high client retention rates due to multi-year contracts driven by regulatory needs[42] - The Investments business manages over $34 billion in premiums annually, offering tailored solutions to clients including pension plans and private wealth investors[56] - A significant portion of revenue in Benefits Delivery & Outsourcing is recurring, driven by long-term service contracts typically ranging from three to five years[54] - The Corporate Risk & Broking segment delivers integrated global solutions, leveraging data and analytics across various geographical areas[56] Strategic Initiatives and Growth - The company is focused on strategic investments in corporate risk and broking, health and benefits, and wealth, while divesting non-strategic businesses[34] - The company has recently acquired Newfront Insurance Holdings, Inc. and plans to acquire Cushon, indicating a strategy of growth through acquisitions[14] - The company’s strategy includes optimizing its portfolio through both inorganic and organic investments in high-growth areas[34] - The company emphasizes a unified approach to advisory, broking, and solutions as a path to growth in attractive markets[28] Workforce and Employee Engagement - The company employs approximately 46,900 colleagues as of December 31, 2025, with a voluntary turnover rate of 9.8%[72] - Hiring campaigns focused on mid-senior level positions resulted in over 6,700 hires, a 4% decrease from 2024[73] - The company expanded total rewards programs in 2025, including the employee share purchase plan, to enhance colleague experience[76] - The flexible work approach includes office-based, hybrid, and remote solutions, aimed at attracting and retaining top talent[77] - The company emphasizes a strong colleague experience, fostering an inclusive environment and supporting professional development[69] Competitive Landscape - The company faces competition from major firms such as Aon plc, Marsh & McLennan, and Cognizant Technology Solutions, as well as numerous regional and local firms[79] - Competitive pressures have increased due to a reduction in demand for certain insurance products, with clients opting for self-insurance mechanisms rather than purchasing additional insurance[80] - The company identifies Mercer HR Consulting and Aon plc as its largest competitors in the pension consulting industry, highlighting the competitive landscape in HR consulting[84] - The insurance consulting and software industry is highly competitive, with major competitors including Milliman and the big four accounting firms[85] Regulatory Compliance - Regulatory compliance is critical, with the company subject to various laws including the E.U. General Data Protection Regulations and the U.S. Health Insurance Portability and Accountability Act[90] - The company’s ability to provide services is contingent upon compliance with state-specific regulations in the U.S., which can vary significantly[91] - The Financial Conduct Authority in the U.K. oversees the company's operations, emphasizing the importance of regulatory compliance in maintaining market integrity[96] - The company is adapting to new regulations post-Brexit, which have implications for its operations in the U.K. and E.U.[99] - The evolving market landscape necessitates continuous adaptation to regulatory changes, particularly in data privacy and cybersecurity[105] - Regulatory compliance failures can result in disciplinary action, fines, reputational damage, and financial harm to the company[104] - Changes in legislation and regulation, including data privacy and cybersecurity laws, may adversely affect the company's business[105] - The company is subject to regulatory requirements in multiple jurisdictions, including the U.S. and U.K., but does not view these as adversely affecting its competitive position[103] Leadership and Management - The company’s executive team includes experienced leaders such as Kristy D. Banas, Chief Human Resources Officer, and Lucy Clarke, President of Risk & Broking, indicating strong leadership in navigating competitive challenges[106][107] - The company has a strong leadership team with extensive experience in the industry, including the CEO and CFO[13]
Linde plc(LIN) - 2025 Q4 - Annual Report
2026-02-25 15:13
Financial Performance - Linde's sales for 2025 reached $33,986 million, showing an increase from $33,005 million in 2024 and $32,854 million in 2023[18]. - Reported operating profit for 2025 was $8,923 million, up 3% from $8,635 million in 2024, while adjusted operating profit increased 4% to $10,137 million from $9,720 million[130]. - Net income for Linde plc in 2025 was $6,898 million, a 5% increase from $6,565 million in 2024, with diluted earnings per share rising to $14.61 from $13.62[130]. - Cash flow from operations reached $10,350 million, an increase of $927 million compared to 2024, primarily due to higher net income and lower working capital requirements[130]. - Total sales increased by $981 million, or 3%, to $33,986 million in 2025 compared to 2024[181]. - Operating profit rose by $288 million, or 3.3%, to $8,923 million in 2025, driven by higher pricing and productivity initiatives[181]. - Adjusted EBITDA for 2025 was $13,351 million, a 4% increase from $12,819 million in 2024, with an adjusted EBITDA margin of 39.3%[133]. - Reported net income for Linde plc rose by $333 million, or 5%, while adjusted net income increased by $297 million, or 4%[153]. Sales and Market Presence - Approximately 64% of Linde's 2025 sales were generated outside the United States, indicating a strong international presence[30]. - Linde's industrial gas operations generated 90% of sales from the Americas, EMEA, and APAC segments, highlighting the company's strong market presence in these regions[122]. - Sales in the Americas segment increased by $766 million, or 5%, with higher pricing contributing 3% and volumes contributing 1%[183]. - EMEA segment sales grew by $197 million, or 2%, with currency translation increasing sales by 3%[187]. - APAC segment sales remained flat at $6,661 million, with acquisitions contributing 2% and volumes decreasing by 1%[190]. - Engineering segment sales decreased by $72 million, or 3%, primarily due to project timing, despite a 3% increase from currency translation[194]. Operational Efficiency and Costs - Energy costs represent the largest expense in Linde's production and distribution processes, with strategies in place to mitigate price fluctuations[34]. - Cost of sales, excluding depreciation and amortization, was $17,389 million, representing 51.2% of sales, a decrease from 51.9% in 2024 due to higher pricing and productivity gains[133]. - Selling, general and administrative expenses increased by 3% to $3,433 million, maintaining 10.1% of sales, influenced by acquisitions and cost inflation[138]. - The company is actively involved in developing proprietary technologies for gas production and distribution, enhancing operational efficiencies for customers[19]. Research and Development - Linde's research and development efforts are directed towards gas processing, clean energy technologies, and new industrial gas applications[32]. - The company is a leader in low-carbon hydrogen production, utilizing technologies such as steam methane reformation and electrolysis[21]. - Linde's research and development efforts focus on new technologies for industrial gases, which are crucial for maintaining competitive advantage[69]. Workforce and Employment - Linde's workforce consisted of 65,177 employees as of December 31, 2025, with approximately 28% being women[43]. - The number of employees decreased by 112 to 65,177 in 2025, mainly due to ongoing cost reduction programs[155]. Financial Position and Debt - Total net debt outstanding at December 31, 2025, was $21,933 million, an increase of $5,160 million from $16,773 million at the end of 2024[215]. - Linde's global effective borrowing rate was approximately 2.3% for 2025[215]. - The company maintains a $5 billion and a $1.5 billion unsecured and undrawn revolving credit agreement with no associated financial covenants[216]. Risks and Challenges - Linde's international operations are subject to risks including currency exchange rate fluctuations, which could adversely affect financial results[63]. - The company faces legal and compliance risks due to anti-corruption, trade, and economic sanctions laws, which could lead to significant penalties and affect its reputation[80]. - Catastrophic events, such as natural disasters and health epidemics, could disrupt Linde's operations and adversely affect financial results[66]. - Linde is exposed to risks from changes in regulations related to environmental protection and climate change, which may adversely impact its market behavior and operations[79]. - Integration challenges from acquisitions may divert management focus and lead to difficulties in achieving targeted synergies and retaining key employees[81]. - The company has significant pension obligations that may impact future results of operations and required pension contributions[70]. Capital Expenditures and Investments - Capital expenditures totaled $5,261 million, up from $4,497 million in 2024[203]. - Approximately 60% of capital expenditures were allocated to the Americas segment, with 21% in the APAC segment[208]. - Acquisitions in 2025 totaled $412 million, an increase of $95 million from 2024, mainly in the EMEA and APAC segments[209].
Hovnanian Enterprises(HOV) - 2026 Q1 - Quarterly Results
2026-02-25 15:09
Financial Performance - Total revenues for the first quarter of fiscal 2026 were $632.0 million, down from $673.6 million in the same quarter last year[3]. - Net income for the first quarter was $20.9 million, or $2.62 per diluted share, compared to $28.2 million, or $3.58 per diluted share, in the prior year[3]. - Total revenues for the three months ended January 31, 2026, were $631.952 million, a decrease of 6.2% from $673.623 million in the same period of 2025[23]. - Net income available to common stockholders for the three months ended January 31, 2026, was $18.190 million, down 28.8% from $25.522 million in the prior year[23]. - Adjusted EBITDA for the first quarter was $63.1 million, exceeding the high end of the guidance range provided[3]. - Adjusted EBITDA for the three months ended January 31, 2026, was $63.081 million, a decrease of 12.4% from $72.074 million in the prior year[27]. - The company incurred interest expense of $28.749 million for the three months ended January 31, 2026, compared to $28.873 million in the same period of 2025[30]. - Income before income taxes excluding land-related charges for the three months ended January 31, 2026, was $31.061 million, down from $40.903 million in the prior year[24]. Homebuilding Operations - Domestic consolidated contracts increased by 3.1% to 1,242 homes, valued at $664.8 million, compared to 1,205 homes valued at $643.3 million in the prior year[4]. - Homebuilding gross margin percentage was 10.1% for the first quarter of fiscal 2026, down from 15.2% in the same quarter last year[3]. - Home deliveries decreased by 12.4% to 1,099 homes in the three months ended January 31, 2026, compared to 1,254 homes in the same period of 2025[40]. - Contracts signed during the three months ended January 31, 2026, totaled 1,365 homes, a decrease of 2.5% from 1,400 homes in the same period of 2025[40]. - The backlog of homes as of January 31, 2026, was valued at $964.122 million, an increase of 3.5% from $931.921 million in the prior year[40]. - The dollar value of consolidated domestic contract backlog decreased by 16.0% to $782.7 million compared to $931.9 million a year ago[4]. - The gross domestic contract cancellation rate for consolidated contracts improved to 14% from 16% in the prior year[4]. Liquidity and Assets - Total liquidity as of January 31, 2026, was $471.4 million, significantly above the target range of $170 million to $245 million[10]. - Total assets reached $2,734,676,000 as of January 31, 2026, up from $2,633,913,000 as of October 31, 2025[37]. - Total inventories as of January 31, 2026, amounted to $1,647,970,000, showing a slight increase from $1,637,470,000 as of October 31, 2025[37]. - Cash and cash equivalents increased to $339,910,000 as of January 31, 2026, compared to $272,772,000 as of October 31, 2025[37]. - Total liabilities decreased slightly to $1,897,042,000 as of January 31, 2026, from $1,802,978,000 as of October 31, 2025[37]. - The company’s retained earnings increased to $145,516,000 as of January 31, 2026, from $127,326,000 as of October 31, 2025[37]. - The total stockholders' equity for Hovnanian Enterprises, Inc. was $835,739,000 as of January 31, 2026, compared to $830,935,000 as of October 31, 2025[37]. Segment Performance - In the Northeast segment, home contracts decreased by 38.5% to 72 homes, while deliveries fell by 34.9% to 71 homes, with a backlog of 232 homes valued at $170.4 million, down 17.7%[46]. - The Southeast segment saw a 50.7% drop in home contracts to 33 homes and a 64.6% decline in deliveries to 28 homes, with a backlog of 83 homes valued at $61.4 million, down 21.7%[46]. - In the West segment, home contracts increased by 63.6% to 18 homes, and deliveries surged by 111.1% to 19 homes, with a backlog of 15 homes valued at $7.6 million, down 6.0%[46]. - Overall, unconsolidated joint ventures reported a 36.9% decrease in home contracts to 123 homes and a 40.1% decline in deliveries to 118 homes, with a backlog of 330 homes valued at $239.4 million, down 18.1%[46]. - The KSA joint venture experienced an 88.4% drop in home contracts to 23 homes and an 88.7% decline in revenue to $5.7 million, with no backlog reported[46]. Cost and Expenses - The cost of sales for homebuilding, excluding interest, was $509.631 million for the three months ended January 31, 2026, down from $533.290 million in the same period of 2025[39]. - Selling, general and administrative expenses decreased to $50.281 million in the three months ended January 31, 2026, from $54.253 million in the prior year[39]. - The company reported a homebuilding gross margin of $58.420 million for the three months ended January 31, 2026, down from $98.391 million in the same period of 2025[25]. - Land and lot sales gross margin for the three months ended January 31, 2026, was $23.470 million, significantly up from $1.663 million in the prior year[25]. - The company’s interest incurred to adjusted EBITDA ratio for the three months ended January 31, 2026, was 2.18, compared to 2.41 in the same period of 2025[27].
Hovnanian Enterprises Inc(HOVNP) - 2026 Q1 - Quarterly Results
2026-02-25 15:09
Exhibit 99.1 HOVNANIAN ENTERPRISES, INC. News Release Contact: Brad G. O'Connor Jeffrey T. O'Keefe Chief Financial Officer Vice President, Investor Relations 732-747-7800 732-747-7800 HOVNANIAN ENTERPRISES REPORTS FISCAL 2026 FIRST QUARTER RESULTS Met or Exceeded All Guidance Metrics Provided 5% Year-Over-Year Increase in Domestic Consolidated Communities $471 Million of Total Liquidity Domestic Contracts, Including Unconsolidated Joint Ventures, Increased 11% Year-Over-Year for January and 13% for February ...
Chatham Lodging Trust(CLDT) - 2025 Q4 - Annual Results
2026-02-25 14:35
For Immediate Release Exhibit 99.1 Contact: Dennis Craven (Company) Chris Daly (Media) Chief Operating Officer DG Public Relations (561) 227-1386 (703) 864-5553 Chatham Lodging Announces Fourth Quarter 2025 Results WEST PALM BEACH, Fla., February 25, 2026—Chatham Lodging Trust (NYSE: CLDT), a lodging real estate investment trust (REIT) that invests in upscale, extended-stay hotels and premium-branded, select-service hotels, today announced results for the fourth quarter ended December 31, 2025. Fourth Quart ...
Alkermes(ALKS) - 2025 Q4 - Annual Report
2026-02-25 14:31
Research and Development - The company focuses significant resources on R&D programs aimed at developing novel therapeutics in areas of high unmet medical need[95]. - The company has a proprietary portfolio of patent rights and exclusive licenses, with plans to file additional patent applications for new or improved products and processes[115]. - The company relies on trade secrets and know-how, which are not patent-protected, to maintain its competitive position[130]. Sales and Distribution - The sales force for VIVITROL in the U.S. consisted of approximately 105 individuals as of December 31, 2025, with major sales to McKesson Corporation (38%), Cardinal Health (15%), and Cencora (18%)[99]. - The sales force for ARISTADA, ARISTADA INITIO, and LYBALVI in the U.S. consisted of approximately 435 individuals as of December 31, 2025, with sales distribution to McKesson Corporation (48%), Cardinal Health (22%), and Cencora (24%) for ARISTADA and ARISTADA INITIO[100]. - The sales force for LUMRYZ became part of the company in February 2026, consisting of approximately 60 individuals, distributed through a closed network of three commercial specialty pharmacies[101]. Competition - The company faces intense competition from various biopharmaceutical companies and research institutions, which may have greater financial and operational resources[104]. - VIVITROL competes with generic acamprosate calcium and disulfiram, as well as other marketed drugs for alcohol dependence[110]. - In the treatment of schizophrenia, ARISTADA competes with several other injectable products, including INVEGA and RISPERDAL CONSTA[106]. Intellectual Property - ARISTADA and ARISTADA INITIO have multiple U.S. patents expiring between 2030 and 2039, ensuring a strong intellectual property position for these products[117]. - VIVITROL has one unexpired U.S. patent that will expire in 2029, with a settlement allowing Teva to market a generic version starting January 15, 2027[118][119]. - INVEGA SUSTENNA/XEPLION and related products have patents expiring as late as 2041, indicating a long-term competitive advantage in the market[120]. - VUMERITY is protected by U.S. patents expiring in 2033, covering both compositions and treatment methods[121]. - LYBALVI has a robust patent portfolio with multiple patents expiring between 2030 and 2041, enhancing its market position[122]. - LUMRYZ has numerous patents with expiration dates from 2037 to 2042, along with FDA ODE for narcolepsy indications through 2030 and 2031[124]. - Alixorexton is protected by U.S. patents extending to 2041, providing a competitive edge in its therapeutic area[125]. - The company has exclusive rights through licensing agreements for various patents, which may involve annual royalties and minimum fees[126]. - The company faces potential patent infringement risks from third parties, which could lead to costly legal defenses[127][128]. Regulatory Compliance - The regulatory process for new pharmaceutical products in the U.S. requires preclinical studies and clinical trials, which must be submitted to the FDA for approval[133]. - Clinical trials are conducted in three phases, with Phase 1 focusing on safety and tolerability, Phase 2 assessing efficacy, and Phase 3 providing definitive evidence of safety and efficacy[139]. - The FDA has a standard review process of 10 months for New Drug Applications (NDA) and may grant priority review for significant improvements in treatment[138]. - The company must comply with Good Manufacturing Practices (GMP) and Good Clinical Practices (GCP) to ensure product quality and trial integrity[150][151]. - The Hatch-Waxman Act allows for an abbreviated FDA review process for generic drugs and provides marketing exclusivity for new chemical entities[152]. - The FDA may require a Risk Evaluation and Mitigation Strategy (REMS) to ensure that the benefits of a new product outweigh its risks[140]. - Non-compliance with FDA regulations can lead to civil or criminal penalties, impacting the company's ability to market its products[142]. - The company’s products are also subject to regulatory processes in jurisdictions outside the U.S., such as the European Medicines Agency (EMA) approval[148]. - The DEA regulates controlled substances, which may delay the commercial launch of products even after FDA approval[145]. Financial and Pricing Regulations - The Medicaid rebate program mandates a rebate of at least 23.1% of the average manufacturer price (AMP) for each unit reimbursed by state Medicaid programs[161]. - Under the Inflation Reduction Act, drug manufacturers must provide a 10% discount during the initial coverage phase and a 20% discount during the catastrophic coverage phase for Medicare Part D beneficiaries starting in 2025[164]. - The Orphan Drug Act allows for seven years of exclusivity for drugs approved for rare diseases affecting fewer than 200,000 individuals in the U.S.[156]. - The average sales price (ASP) methodology is used for Medicare Part B reimbursement, with manufacturers required to report ASP quarterly to the Centers for Medicare & Medicaid Services (CMS)[162]. - The 340B program requires manufacturers to charge covered entities no more than the 340B ceiling price, which is calculated based on AMP and rebate amounts[165]. - The Inflation Reduction Act, effective in 2022, imposes new financial liabilities on drugs in Medicare Part D starting in 2025 and allows price negotiations beginning in 2026[170]. - The U.S. federal government is pursuing initiatives to tie drug prices to those in other developed countries through a "Most-Favored-Nation" pricing framework, with proposed models set to begin in 2026 and 2027[171]. Employee and Corporate Governance - As of February 20, 2026, the company had approximately 2,050 full-time employees, with a voluntary attrition rate of 7.0% in 2025, below industry benchmarks[181]. - The company is committed to equitable pay and offers comprehensive total rewards packages, including bonuses tied to performance and equity opportunities for certain employees[183]. - The company has established five employee resource groups (ERGs) to promote diversity and inclusion within the workplace[184]. - The company conducts annual employee engagement surveys to assess satisfaction and inform human capital management strategies[185]. - The company maintains extensive corporate environmental, health, safety, and security policies, focusing on employee health and safety in 2025[188]. Data Protection and Compliance - The General Data Protection Regulation (GDPR) imposes significant obligations on the company regarding the processing of personal data, including health data, applicable to its operations in the EU[177]. - The company is subject to various financial disclosures and regulations as a publicly-listed entity in the U.S., including oversight by the SEC and compliance with the Irish Companies Act 2014[178]. - The company may face penalties of up to €20,000,000 or 4% of total worldwide annual turnover for non-compliance with GDPR and other data protection laws[329]. - The company is subject to various privacy and security laws, which could increase compliance costs and potential liabilities[326]. Market and Economic Factors - The market price of the company's ordinary shares fluctuated between $26.13 and $36.00 per share during the year ended December 31, 2025, indicating significant volatility[317]. - The company derives all revenues from XEPLION, TREVICTA, and BYANNLI sales in non-U.S. dollar currencies, exposing it to currency exchange rate risks[315]. - The company has experienced significant volatility in its stock price based on business performance, including commercial sales and financial guidance[318]. - The company has engaged in extensive dialogue with activist shareholders, resulting in contested elections and potential disruptions to operations[321]. - Changes in global trade policies, including tariffs, could adversely affect the company's business and financial condition[331]. - The company continues to monitor the long-term impacts of the COVID-19 pandemic on its operations and financial condition[333]. Internal Controls and Reporting - A material weakness in internal control over financial reporting could lead to significant errors in financial statements and negatively impact the trading price of ordinary shares[334]. - The company is required to report annually on its internal control over financial reporting under the Sarbanes-Oxley Act, and any deficiencies could lead to sanctions or investigations[336]. Social Media and Technology Risks - The increasing use of social media platforms and AI tools presents new risks and challenges for the company[338]. - Social media is utilized for corporate communications, employee engagement, and product information dissemination[338]. - The company faces potential regulatory actions or legal claims due to possible violations related to social media and AI usage[338]. - Misuse of social media or AI could lead to liability, loss of trade secrets, and reputational harm[338]. - Negative posts or comments on social media could damage the company's reputation and brand image[338].
TJX(TJX) - 2026 Q4 - Annual Results
2026-02-25 14:11
Global Communications Wednesday, February 25, 2026 Exhibit 99.1 CONTACT: (508) 390-2323 Debra McConnell FOR IMMEDIATE RELEASE THE TJX COMPANIES, INC. REPORTS Q4 AND FULL YEAR FY26 RESULTS; Q4 COMP SALES GROWTH, PRETAX PROFIT MARGIN, AND DILUTED EPS ALL WELL ABOVE PLAN; EXPECTS TO INCREASE DIVIDEND BY 13% AND BUY BACK $2.50 TO $2.75 BILLION OF STOCK IN FY27 Q4 and full year FY26 adjusted results throughout this press release exclude a net benefit from a litigation settlement related to credit card interchang ...