CONMED (CNMD) - 2025 Q2 - Quarterly Report

FORM 10-Q This report details CONMED Corporation's financial status and operational highlights for the period ended June 30, 2025 - CONMED Corporation filed its Quarterly Report on Form 10-Q for the period ended June 30, 2025[2] Trading Information | Metric | Value | | :--- | :--- | | Trading Symbol | CNMD | | Exchange | NYSE | | Filer Status | Large accelerated filer | | Common Stock Outstanding (July 28, 2025) | 30,954,963 shares | PART I FINANCIAL INFORMATION This section details CONMED Corporation's unaudited consolidated condensed financial statements and management's discussion and analysis Item 1. Financial Statements (unaudited) This section presents CONMED Corporation's unaudited consolidated condensed financial statements, including statements of comprehensive income, balance sheets, shareholders' equity, and cash flows for the periods ended June 30, 2025, and 2024, along with detailed notes explaining accounting policies, revenue recognition, fair value measurements, debt, and other financial details Consolidated Condensed Statements of Comprehensive Income This statement presents CONMED's comprehensive income, detailing key financial performance metrics for the three and six months ended June 30 Three Months Ended June 30 (in thousands, except per share amounts) | Metric | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net sales | $342,345 | $332,097 | +3.1% | | Gross profit | $188,320 | $183,729 | +2.5% | | Income from operations | $38,161 | $47,107 | -19.0% | | Net income | $21,421 | $29,976 | -28.5% | | Diluted EPS | $0.69 | $0.96 | -28.1% | Six Months Ended June 30 (in thousands, except per share amounts) | Metric | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net sales | $663,600 | $644,371 | +3.0% | | Gross profit | $366,071 | $355,694 | +2.9% | | Income from operations | $54,119 | $82,121 | -34.1% | | Net income | $27,457 | $49,685 | -44.8% | | Diluted EPS | $0.88 | $1.59 | -44.7% | Consolidated Condensed Balance Sheets This statement outlines CONMED's financial position, detailing assets, liabilities, and shareholders' equity at June 30, 2025, and December 31, 2024 As of June 30, 2025 vs. December 31, 2024 (in thousands) | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total current assets | $657,780 | $640,007 | +2.8% | | Total assets | $2,328,458 | $2,306,247 | +1.0% | | Total current liabilities | $294,838 | $278,130 | +6.0% | | Total liabilities | $1,325,588 | $1,343,566 | -1.3% | | Total shareholders' equity | $1,002,870 | $962,681 | +4.2% | Consolidated Condensed Statements of Shareholders' Equity This statement details changes in CONMED's shareholders' equity, driven by net income, stock-based compensation, and foreign currency translation adjustments - Total shareholders' equity increased from $962,681 thousand at December 31, 2024, to $1,002,870 thousand at June 30, 2025[14] - Key drivers for the increase include stock-based compensation ($13,863 thousand for Q2 2025), net income ($21,421 thousand for Q2 2025), and foreign currency translation adjustments ($10,986 thousand for Q2 2025), partially offset by dividends paid ($6,189 thousand for Q2 2025)[14] Consolidated Condensed Statements of Cash Flows This statement presents CONMED's cash flows, categorizing them into operating, investing, and financing activities for the six months ended June 30 Six Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net cash provided by operating activities | $70,668 | $72,427 | -2.4% | | Net cash used in investing activities | $(8,658) | $(5,625) | +53.9% (increased outflow) | | Net cash used in financing activities | $(54,925) | $(61,099) | -10.2% (decreased outflow) | | Net increase in cash and cash equivalents | $9,476 | $4,573 | +107.2% | | Cash and cash equivalents at end of period | $33,935 | $28,869 | +17.5% | Notes to Consolidated Condensed Financial Statements These notes provide essential context and detailed breakdowns for the unaudited consolidated condensed financial statements, covering the company's operations, accounting policies, revenue segmentation, comprehensive income components, fair value measurements, inventory, earnings per share, goodwill and intangible assets, long-term debt, guarantees, pension plans, business segments, and legal proceedings Note 1 - Operations This note describes CONMED Corporation's core business as a medical technology company, providing devices and equipment for surgical procedures - CONMED Corporation is a medical technology company providing devices and equipment for surgical procedures[20] - Products are used by surgeons and healthcare professionals in orthopedics, general surgery, gynecology, thoracic surgery, and gastroenterology[20] Note 2 - Interim Financial Information This note clarifies the preparation of unaudited interim financial statements in accordance with GAAP, emphasizing the forward-looking nature of estimates - The unaudited consolidated condensed financial statements are prepared in accordance with GAAP for interim financial information and Form 10-Q instructions[21] - Results for the period ended June 30, 2025, are not necessarily indicative of the results expected for the full year ending December 31, 2025[21] - Management makes estimates and judgments, and actual results could differ materially under different assumptions or conditions[23] Note 3 - New Accounting Pronouncements This note outlines new accounting pronouncements, ASU 2024-03 and ASU 2023-09, detailing their effective dates and expected impact on financial disclosures - ASU 2024-03 (Reporting Comprehensive Income - Expense Disaggregation Disclosures) requires disaggregation of certain expense captions in footnotes, effective for annual periods after December 15, 2026, and interim periods after December 15, 2027. Expected to impact disclosures only[24] - ASU 2023-09 (Income Taxes - Improvements to Income Tax Disclosures) requires disaggregated information about effective tax rate reconciliation and income taxes paid, effective for annual periods after December 15, 2024. Expected to impact disclosures only[25] Note 4 - Revenues This note provides a detailed breakdown of CONMED's revenues, segmented by total sales, primary geographic markets, and timing of recognition Total Sales from Contracts with Customers (in thousands) | Period | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Three Months Ended June 30 | $342,345 | $332,097 | +3.1% | | Six Months Ended June 30 | $663,600 | $644,371 | +3.0% | Revenue by Primary Geographic Markets (Six Months Ended June 30, 2025, in thousands) | Geographic Market | Orthopedic Surgery | General Surgery | Total | | :--- | :--- | :--- | :--- | | United States | $104,702 | $269,672 | $374,374 | | Europe, Middle East & Africa | $70,795 | $60,658 | $131,453 | | Asia Pacific | $60,860 | $34,934 | $95,794 | | Americas (excluding the United States) | $42,667 | $19,312 | $61,979 | | Total | $279,024 | $384,576 | $663,600 | Revenue by Timing of Recognition (Six Months Ended June 30, 2025, in thousands) | Timing of Revenue Recognition | Orthopedic Surgery | General Surgery | Total | | :--- | :--- | :--- | :--- | | Goods transferred at a point in time | $256,930 | $379,582 | $636,512 | | Services transferred over time | $22,094 | $4,994 | $27,088 | | Total | $279,024 | $384,576 | $663,600 | - Contract liability balance related to extended warranties increased to $20,391 thousand at June 30, 2025, from $18,424 thousand at December 31, 2024[26] Note 5 - Comprehensive Income This note details CONMED's comprehensive income, including accumulated other comprehensive loss and its key components for the periods ended June 30 Comprehensive Income (in thousands) | Period | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Three Months Ended June 30 | $25,835 | $25,343 | +1.9% | | Six Months Ended June 30 | $33,336 | $45,421 | -26.6% | - Accumulated other comprehensive loss decreased to $(52,978) thousand at June 30, 2025, from $(58,857) thousand at December 31, 2024[27] - Key components of other comprehensive income (loss) for the six months ended June 30, 2025, include a cash flow hedging loss of $(10,508) thousand, pension liability gain of $536 thousand, and foreign currency translation adjustment gain of $15,851 thousand[27] Note 6 - Fair Value Measurement This note describes CONMED's fair value measurements, including derivative instruments and contingent consideration from acquisitions - The company uses derivative instruments, specifically forward contracts, to manage exposures to interest rates, foreign exchange rates, and commodity prices[28] Notional Contract Amounts for Forward Contracts Outstanding (in thousands) | Designation | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash flow hedge | $228,427 | $224,177 | | Non-designated | $57,223 | $38,892 | - Fair value of contingent consideration from In2Bones and Biorez acquisitions is measured using Level 3 inputs, with liabilities of $5,003 thousand for In2Bones and $55,283 thousand for Biorez as of June 30, 2025[41] Note 7 - Inventories This note provides a breakdown of CONMED's inventories, categorized into raw materials, work-in-process, and finished goods Inventories (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw materials | $110,140 | $114,728 | | Work-in-process | $33,279 | $31,300 | | Finished goods | $218,833 | $200,691 | | Total | $362,252 | $346,719 | Note 8 - Earnings Per Share This note presents CONMED's diluted earnings per share and details the exclusion of anti-dilutive shares from its calculation Diluted Earnings Per Share | Period | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Three Months Ended June 30 | $0.69 | $0.96 | -28.1% | | Six Months Ended June 30 | $0.88 | $1.59 | -44.7% | - Approximately 4.1 million shares for the three months ended June 30, 2025, and 3.9 million shares for the six months ended June 30, 2025, were excluded from diluted EPS calculation due to their anti-dilutive effect[44] Note 9 - Goodwill and Other Intangible Assets This note details CONMED's goodwill and other intangible assets, including changes in goodwill, amortization expense, and future amortization estimates Goodwill (in thousands) | Date | Amount | | :--- | :--- | | Balance as of December 31, 2024 | $805,358 | | Foreign currency translation | $1,568 | | Balance as of June 30, 2025 | $806,926 | - Amortization expense related to intangible assets was $8.7 million for the three months ended June 30, 2025, and $17.3 million for the six months ended June 30, 2025[47] Estimated Intangible Asset Amortization Expense Remaining (in thousands) | Year | Amortization included in expense | Amortization recorded as a reduction of revenue | Total | | :--- | :--- | :--- | :--- | | Remaining, 2025 | $15,020 | $3,000 | $18,020 | | 2026 | $29,315 | $6,000 | $35,315 | | 2027 | $30,780 | $6,000 | $36,780 | Note 10 - Long-Term Debt This note outlines CONMED's long-term debt, including total debt, details of the senior credit agreement, and outstanding convertible notes Long-Term Debt (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total debt | $881,825 | $905,781 | | Less: Current portion | $714 | $715 | | Total long-term debt | $881,111 | $905,066 | - On June 10, 2025, the company entered into an eighth amended and restated senior credit agreement, including a $100.0 million term loan facility and a $650.0 million revolving credit facility. The company was in full compliance with covenants as of June 30, 2025[50][52] - Outstanding borrowings include $85.0 million on the term loan facility and $4.0 million on the revolving credit facility as of June 30, 2025. Available borrowings on the revolving credit facility were $644.4 million[51] - The $800.0 million 2.250% Convertible Notes due 2027 had an estimated fair value of approximately $758.8 million as of June 30, 2025[53][54] Note 11 - Guarantees This note details CONMED's guarantees, including standard warranty liability and costs associated with extended warranty repairs Standard Warranty Liability (in thousands) | Period | 2025 | 2024 | | :--- | :--- | :--- | | Balance as of January 1 | $1,445 | $1,802 | | Provision for warranties | $290 | $109 | | Claims made | $(366) | $(363) | | Balance as of June 30 | $1,369 | $1,548 | - Costs associated with extended warranty repairs amounted to $2.2 million for the six months ended June 30, 2025, a decrease from $2.6 million in the prior year[59] Note 12 - Pension Plan This note outlines CONMED's pension plan, detailing net periodic pension cost and the expectation of no contributions during 2025 Net Periodic Pension Cost (in thousands) | Period | 2025 | 2024 | | :--- | :--- | :--- | | Three Months Ended June 30 | $309 | $340 | | Six Months Ended June 30 | $618 | $681 | - The company does not expect to make any pension contributions during 2025[60] Note 13 - Business Segment This note describes CONMED's single operating segment, detailing its product lines in orthopedic and general surgery, and consolidated net sales - The company operates as a single operating segment, focused on the global development, manufacturing, and sale of surgical devices and related equipment[62] - Product lines include orthopedic surgery (sports medicine, lower extremities, powered surgical instruments, imaging systems) and general surgery (endo-mechanical instrumentation, insufflation, smoke evacuation, cardiac monitoring, electrosurgical generators)[63] Consolidated Net Sales by Product Line (Six Months Ended June 30, in thousands) | Product Line | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Orthopedic surgery | $279,024 | $274,449 | +1.7% | | General surgery | $384,576 | $369,922 | +4.0% | | Consolidated net sales | $663,600 | $644,371 | +3.0% | Note 14 - Legal Proceedings This note details CONMED's legal proceedings, including government inquiries, royalty payment issues, the Italian medical device tax, and expected financial impact - The company is subject to various government inquiries and potential enforcement actions related to interactions with healthcare providers and anti-bribery laws (e.g., FCPA)[64][65] - In December 2023, the company voluntarily informed the U.S. Department of Justice of potential issues with certain royalty payments related to surgeons involved in design teams and is cooperating with the review[71] - The Italian Constitutional Court ruled the medical device tax constitutional on July 22, 2024, granting a 52% discount for 2015-2018 amounts. The company awaits conversion of Decree-Law No. 95 into law before adjusting its recorded reserve[69][70] - The company does not expect the resolution of any pending claims, investigations, or reports of alleged misconduct to have a material adverse effect on its financial condition, results of operations, or cash flows[73] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on CONMED's financial performance and condition for the three and six months ended June 30, 2025, discussing net sales, cost of sales, operating expenses, interest, taxes, and liquidity. It highlights the impact of macroeconomic factors, supply chain challenges, and strategic initiatives Forward-Looking Statements This section identifies forward-looking statements, outlines associated risks and uncertainties, and cautions readers against undue reliance on these projections - The report contains forward-looking statements identified by words such as 'anticipates,' 'expects,' 'estimates,' 'intends,' and 'believes'[75] - These statements involve known and unknown risks and uncertainties, including general economic conditions, regulatory changes, supply chain challenges, competition, and litigation[76][78] - Readers are cautioned not to place undue reliance on these statements, which speak only as of the report date[77] Overview This overview describes CONMED's medical technology business, its product lines' contribution to net sales, and the recurring revenue from single-use products - CONMED is a medical technology company providing devices and equipment for surgical procedures in orthopedics and general surgery[80][81] Product Lines as a Percentage of Consolidated Net Sales | Product Line | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :--- | :--- | :--- | | Orthopedic surgery | 41 % | 42 % | | General surgery | 59 % | 58 % | | Consolidated net sales | 100 % | 100 % | - Approximately 87% of revenues are derived from the sale of single-use products, providing a recurring revenue stream. International sales approximated 44% of consolidated net sales for both the six months ended June 30, 2025, and 2024[81] Business Environment This section discusses the business environment, highlighting inflationary pressures, supply chain challenges, and the engagement of consultants for operational improvements - The company is experiencing higher manufacturing and operating costs due to inflationary pressures and ongoing supply chain challenges, which are expected to continue through 2025[82] - A consulting firm has been engaged to evaluate and propose improvements in supply chain and manufacturing operations[82] - The company has not been materially impacted by the conflicts in Ukraine and the Middle East, with business limited to third-party distributors in these regions[83] Critical Accounting Policies This section outlines CONMED's critical accounting policies, emphasizing management's estimates and assumptions for goodwill, intangible assets, and contingent consideration - Preparation of financial statements requires management to make estimates and assumptions affecting reported amounts of assets, liabilities, revenues, and expenses[84] - Critical accounting policies include those related to goodwill and intangible assets, contingent consideration, and the pension benefit obligation[85] Consolidated Results of Operations This section presents key financial metrics as a percentage of net sales, providing an overview of CONMED's consolidated results of operations Key Financial Metrics as a Percentage of Net Sales | 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 | | :--- | :--- | :--- | :--- | :--- | | Gross profit | 55.0 % | 55.3 % | 55.2 % | 55.2 % | | Selling and administrative expense | 39.7 % | 36.9 % | 42.9 % | 38.2 % | | Income from operations | 11.1 % | 14.2 % | 8.2 % | 12.7 % | | Net income | 6.3 % | 9.0 % | 4.1 % | 7.7 % | Net Sales This section analyzes CONMED's net sales, highlighting growth drivers, constant currency performance, and trends in single-use versus capital products - Net sales increased 3.1% for the three months ended June 30, 2025, and 3.0% for the six months ended June 30, 2025, driven by growth in single-use products, partially offset by lower capital sales[87] Net Sales Growth (Constant Currency) | Product Line | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :--- | :--- | :--- | | Orthopedic surgery | +0.8 % | +2.3 % | | General surgery | +4.4 % | +4.1 % | | Total Net Sales | +2.9 % | +3.3 % | - Single-use products sales increased 6.4% (constant currency) for the three months and 5.9% (constant currency) for the six months ended June 30, 2025. Capital products sales decreased 15.6% (constant currency) for the three months and 10.4% (constant currency) for the six months ended June 30, 2025[87] Cost of Sales This section analyzes CONMED's cost of sales, detailing increases and the impact of consulting costs on gross profit margins for the periods ended June 30 - Cost of sales increased to $154.0 million for the three months ended June 30, 2025, and to $297.5 million for the six months ended June 30, 2025[88] - Gross profit margins decreased 30 basis points to 55.0% for the three months ended June 30, 2025, primarily due to $5.1 million in consulting costs for supply chain and manufacturing operations improvements[88][89] - Gross profit margins remained stable at 55.2% for the six months ended June 30, 2025, compared to the prior year[88] Selling and Administrative Expense This section details increases in CONMED's selling and administrative expense, both in absolute terms and as a percentage of net sales for the periods ended June 30 - Selling and administrative expense increased to $136.0 million for the three months ended June 30, 2025, and to $284.9 million for the six months ended June 30, 2025[90] - As a percentage of net sales, it increased 280 basis points to 39.7% for the three months and 470 basis points to 42.9% for the six months ended June 30, 2025[90] Research and Development Expense This section analyzes CONMED's research and development expense, detailing its absolute value and percentage of net sales, influenced by project timing - Research and development expense was $14.1 million for the three months ended June 30, 2025 (flat YoY), and decreased to $27.1 million for the six months ended June 30, 2025 (from $27.7 million in 2024)[92] - As a percentage of net sales, R&D expense decreased to 4.1% for both the three and six months ended June 30, 2025, mainly due to the timing of research and development projects[92] Interest Expense This section details the decrease in CONMED's interest expense, driven by lower weighted average borrowings and interest rates for the periods ended June 30 - Interest expense decreased to $7.8 million for the three months ended June 30, 2025, and to $16.1 million for the six months ended June 30, 2025[93] - The weighted average interest rates on borrowings decreased to 2.80% for the three months and 2.85% for the six months ended June 30, 2025[93] - The decrease in interest expense was driven by lower weighted average borrowings outstanding and lower weighted average interest rates during 2025[93] Other Expense This section details other expenses, primarily related to costs associated with the eighth amended and restated senior credit agreement - Other expense of $0.4 million for the three and six months ended June 30, 2025, was related to costs associated with the eighth amended and restated senior credit agreement, including a loss on early extinguishment and third-party fees[94] Provision for Income Taxes This section analyzes CONMED's provision for income taxes, detailing the increase in effective tax rate and the impact of non-deductible expenses - The effective tax rate increased to 28.4% for the three months ended June 30, 2025 (from 20.1% in 2024), and to 27.0% for the six months ended June 30, 2025 (from 21.1% in 2024)[96] - Higher rates were primarily due to year-to-date expenses related to cash and stock-based compensation for the former CEO ($12.2 million), consulting fees for operational optimization ($2.9 million), and fair value adjustments to contingent consideration ($2.1 million income in H1 2025 vs. $15.2 million income in H1 2024), which are not deductible for federal tax[97][98] - The company is evaluating the impact of the recently signed 'One Big Beautiful Bill Act' (OBBBA) on its effective tax rate and cash tax position[99] Non-GAAP Financial Measures This section defines 'constant currency' as a non-GAAP measure for comparability, emphasizing it should not be considered in isolation from GAAP metrics - Net sales on a 'constant currency' basis is a non-GAAP measure used to better measure the comparability of results between periods by removing the impact of foreign currency exchange rate changes[100] - This non-GAAP financial measure should not be considered in isolation or as a substitute for reported net sales growth, the most directly comparable GAAP financial measure[101] Liquidity and Capital Resources This section assesses CONMED's liquidity and capital resources, detailing cash flow activities, working capital, and capital expenditures - Liquidity needs primarily arise from capital investments, working capital requirements, and payments on indebtedness[102] - Net working capital position was $362.9 million at June 30, 2025[103] Cash Flows (Six Months Ended June 30, in thousands) | Category | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net cash provided by operating activities | $70,668 | $72,427 | -2.4% | | Net cash used in investing activities | $(8,658) | $(5,625) | +53.9% (increased outflow) | | Net cash used in financing activities | $(54,925) | $(61,099) | -10.2% (decreased outflow) | - Capital expenditures increased to $9.5 million for the six months ended June 30, 2025, from $5.6 million in the prior year[104] Other Liquidity Matters This section addresses other liquidity matters, including the adequacy of cash flows and borrowing capacity, and the status of the share repurchase program - Management believes cash flow from operations, cash and cash equivalents on hand, and available borrowing capacity ($644.4 million on the revolving credit facility) will be adequate to meet anticipated operating working capital requirements, debt service, capital expenditures, and dividend payments[106][108] - The company has $37.4 million remaining available under its $200.0 million share repurchase program; no shares were purchased in 2025[111] - The company is monitoring spending and expenses due to the macroeconomic environment, inflationary pressures, and ongoing supply chain challenges[107] New Accounting Pronouncements (MD&A) This section refers to Note 3 of the consolidated condensed financial statements for a discussion of new accounting pronouncements - Refers to Note 3 to the consolidated condensed financial statements for a discussion of new accounting pronouncements[112] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section states that there have been no significant changes in the company's primary market risk exposures or their management during the six months ended June 30, 2025, referring to the Annual Report on Form 10-K for further details - No significant changes in primary market risk exposures or their management occurred during the six months ended June 30, 2025[114] - Reference is made to Item 7A of the Annual Report on Form 10-K for the year ended December 31, 2024, for a detailed description of market risk disclosures[114] Item 4. Controls and Procedures Management, including the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures, concluding they were effective as of June 30, 2025. No material changes to internal control over financial reporting occurred during the quarter - Management, with the participation of the CEO and CFO, concluded that disclosure controls and procedures were effective as of June 30, 2025[115] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025[115] PART II OTHER INFORMATION This section provides additional information, including details on legal proceedings, other corporate disclosures, and a list of all exhibits filed with the Form 10-Q Item 1. Legal Proceedings This section refers to Note 14 of the Consolidated Condensed Financial Statements and Item 3 of the Annual Report on Form 10-K for details on legal matters, indicating no new material legal proceedings beyond what is already disclosed - Reference is made to Note 14 of the Notes to Consolidated Condensed Financial Statements for a description of certain legal matters[117] - Further details on legal proceedings are available in Item 3 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024[117] Item 5. Other Information Richard Glaze, Chief Information Officer, adopted a trading plan for 375 restricted stock units on May 23, 2025, intended to satisfy Rule 105b-1(c) and terminating on December 1, 2025 - Richard Glaze, Chief Information Officer, adopted a trading plan on May 23, 2025, for 375 restricted stock units[118] - The Glaze Plan is intended to satisfy the affirmative defense of Rule 105b-1(c) under the Securities Exchange Act of 1934 and terminates on December 1, 2025[118] Item 6. Exhibits This section lists all exhibits filed with the Form 10-Q, including the Eighth Amended and Restated Credit Agreement, certifications from the CEO and CFO, and XBRL documents - Exhibit 10.1: Eighth Amended and Restated Credit Agreement, dated June 10, 2025[122] - Exhibits 31.1, 31.2, and 32.1: Certifications of Patrick J. Beyer (CEO) and Todd W. Garner (CFO) pursuant to the Sarbanes-Oxley Act of 2002[122] - Exhibits 101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, and 104: XBRL Instance Document and Taxonomy Extension Documents[122] SIGNATURES This section contains the official signatures, confirming the filing of the report by the Executive Vice President, Finance & Chief Financial Officer - The report was signed by Todd W. Garner, Executive Vice President, Finance & Chief Financial Officer, on July 31, 2025[125]