10-K 0001193125-26-048139 (2026-02-12) vs 10-K 0000950170-25-019801 (2025-02-13)
| Section | Compared text | Words now | Changed |
| Risk Factors | Item 1A | 14,528 |
17.1% |
| MD&A | Item 7 | 8,357 |
32.8% |
| Legal Proceedings | Item 3, via Note 16 – Commitments, Contingencies and Guarantees | 739 |
18.9% |
| Accounting Policies | Item 8, Note 1 – Significant Accounting Policies | 3,075 |
6.2% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 226 words changed in this paragraph; it is 65% similar to last year's version.
The labor market in the United States is very competitive. Our future performance depends in significant part upon the continued service of our executive officers and other key personnel, including at our plants. Competition for qualified plant personnel remain remains intense. In 2024, we announced changes to our executive leadership team, including that our Chief Financial Officer will assume the role of our new Chief Executive Officer and that we will be appointing a new Chief Financial Officer and President of the U.S. business. The inability to identify and hire qualified candidates for those roles or the unexpected loss of the services of one or more executive officers, the failure to effectively manage executive succession planning, or the loss of other key employees could have a material adverse effect on our business, prospects, financial condition and results of operations. This effect could be exacerbated if any officers or other key employees left as a group or at the same time. Our success also depends, in part, on our continuing ability to attract, retain and develop a diverse and highly qualified workforce. Competition for such talent remains, and there can be no assurance that we can retain our key employees or attract, assimilate and retain other highly qualified personnel in the future, and the U.S. labor market has experienced wage inflation, sustained labor shortages, and a shift towards remote work. Factors that may affect our ability to attract and retain sufficient numbers of key employees include employee morale, our reputation, competition from other employers and the availability of qualified personnel in a tightening labor market. We experienced an increase in labor Our retention rates remain robust. Currently, global voluntary turnover in 2022 (21.5%) but saw this ease in 2023 (17.6%) and in 2024 (15%). We may continue to experience increased personnel turnover in the future for 2025 was at 6.9%, compared to 2024, either 7.7% in 2024. Overall turnover for 2025 is 24.9%, up from 14.3% in 2024. This includes one-time involuntary actions within Waterpik and supply chain, the closure of the New Zealand site as a result well as the divestiture of our business operations or other broad-based economic or cultural factors. VMS business. Due to these large reductions in our workforce, we finished 2025 above the industry average of 18.7%. The overall turnover rate, excluding VMS, would have been 16.8% and below industry average. Global plant voluntary turnover for 2025 was at 6.9%, down from 7.9% in 2024. The total plant turnover was 33%, which is higher than the industry standard for plants at 29.5%. International turnover for 2025 was down to 14.9%, compared to 15.5% in 2024.
Source: Item 1A, 10-K 0001193125-26-048139 vs Item 1A, 10-K 0000950170-25-019801
MD&A 150 words changed in this paragraph; it is 34% similar to last year's version.
We intend to continue to aggressively pursue several key strategic initiatives: maintain competitive marketing and trade spending, tightly control our cost structure, expand our online market share by continuing to invest in e-commerce (global on-line sales were 21.4% of consumer sales in 2024), expand our presence and product offerings to consumers outside of the United States, continue to develop and launch new and differentiated products, pursue strategic acquisitions, continue to grow our product sales globally and maintain an offering of premium and value brand products to appeal to a wide range of consumers. Our global product portfolio consists of both premium (64% of total worldwide consumer revenue in 2024) and value (36% of total worldwide consumer revenue in 2024) brands, which we believe enables us to succeed in a range of economic environments. We intend to continue to develop a portfolio of appealing new products to build loyalty among cost-conscious consumers. We derive a substantial percentage of our revenues from sales of liquid laundry detergent. We continue to evaluate and vigorously address pressures on this business through, among other things, new product introductions and increased marketing and trade spending.
Source: Item 7, 10-K 0001193125-26-048139 vs Item 7, 10-K 0000950170-25-019801
Accounting Policies 64 words changed in this paragraph; it is 65% similar to last year's version.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosure which includes amendments that further expand income tax disclosures, by requiring the disaggregation of information in the rate reconciliation table, and income taxes paid by jurisdiction. The amendments are effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and are to be applied either prospectively or retrospectively. 2024. The Company is currently evaluating has elected to adopt ASU 2023-09 prospectively beginning in fiscal year 2025. As a result, the impact of adoption on rate reconciliation disclosure for fiscal years 2023 and 2024 will remain unchanged, and the Company’s related disclosures. expanded disaggregation requirements are reflected in these financial statements. Refer to footnote 12.
Source: Item 8, Note 1 – Significant Accounting Policies, 10-K 0001193125-26-048139 vs Item 8, Note 1 – Significant Accounting Policies, 10-K 0000950170-25-019801
Legal Proceedings 47 words changed in this paragraph; it is 73% similar to last year's version.
In connection with the December 24, 2021 TheraBreath Acquisition, acquisition of the THERABREATH® brand (the "TheraBreath Acquisition"), the Company deferred payment of a $14.0 portion of the purchase price related to certain indemnity obligations provided by the seller. The deferred amount is payable in installments between two and four years from the closing, with the first installment payment of $2.0 paid in January 2024, an additional $2.0 paid in January 2025, and the remaining $10.0, to the extent not used or withheld in satisfaction of such indemnity obligations, to be $5.9 paid in the first quarter and fourth quarter of 2025. The Company paid a final amount of $5.0 in January 2026.
Source: Item 3, via Note 16 – Commitments, Contingencies and Guarantees, 10-K 0001193125-26-048139 vs Item 3, via Note 15 – Commitments, Contingencies and Guarantees, 10-K 0000950170-25-019801
Every change, by type
Sentences and paragraphs of CHD's Risk Factors and MD&A, 10-K 2026-02-12 against 10-K 2025-02-13.
Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
•We may be unable to successfully identify, finance, complete and integrate future strategic acquisitions, or successfully complete or realize the anticipated benefits of strategic divestitures.
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedRisk Factors
Adverse economic conditions continue to impact a portion of our businesses and potential recessionary economic conditions may impact consumer demand for certain of our products and put downward pressure on product prices, and we will continue to evaluate our business portfolio.
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedRisk Factors
•Investments in our facilities and operations, including investments in new facilities, equipment, technologies and digital transformation, may result in periods of decreased production or increased costs and such investments may not achieve the intended financial benefits.
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedRisk Factors
We incur significant costs on an ongoing basis to upgrade and maintain various facilities, equipment, or technologies, including data management, improved equipment, and artificial intelligence to upgrade our operations and increase productivity. Additionally, we have in the past, and may in the future, incur increased costs or periods of decreased production relating to upgrading facilities, equipment and technologies, transferring production among our facilities, utilizing third-party contract manufacturers, closing existing facilities, expanding existing facilities, and opening new facilities. If the cost of our investments is higher than anticipated, the investments are not sufficient to meet our business needs, we are unable to fully utilize new or upgraded facilities, or we are unable to complete our improvement and expansion projects in a timely manner or in accordance with our specifications, we may be delayed in realizing the intended benefits or our financial performance could be negatively affected.
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AddedRisk Factors
As of January 1, 2026, comprehensive privacy laws are in effect in 20 states, complicating our privacy compliance obligations through the introduction of increasingly disparate requirements across the various U.S. jurisdictions in which we operate. Additionally, certain other states have enacted specific health data privacy laws and other states are considering similar legislation. This imposes significant compliance costs and exposes us to substantial risks, particularly with respect to health data and other sensitive data. While Congress is considering legislation that may preempt some or all of such U.S. state privacy laws, such legislation may also provide a more expansive private right of action for privacy claims than exists under current state laws.
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AddedRisk Factors
We are currently subject to numerous and evolving federal, state, local and foreign laws and regulations that protect the privacy and security of personal information, such as the California Consumer Privacy Act ( the "CCPA") as amended, other comprehensive US state privacy laws, the California Online Privacy Protection Act, the Personal information Protection and Electronic Documents Act, the Controlling the Assault of Non-Solicited Pornography and Marketing (CAN-SPAM) Act, the Telephone Consumer Protection Act of 1991, the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and Section 5 of the Federal Trade Commission Act. Moreover, our use or sharing of certain data may subject us to the Video Privacy Protection Act (“VPPA“), and the California Invasion of Privacy Act (“CIPA”). Private plaintiffs and class action lawyers are increasingly bringing claims alleging violations of VPPA and CIPA, and courts have made inconsistent decisions regarding such claims. Such claims could thus lead to significant statutory damages or pressure to settle.
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AddedRisk Factors
The CCPA contains significant obligations and requirements that have resulted in a greater compliance burden with respect to our operations and data usage of California residents, which will continue to increase our costs. The CCPA covers businesses that obtain or access personal information of California consumers, grants consumers enhanced privacy rights and control over their personal information and imposes significant requirements on covered companies with respect to consumer data privacy rights. The CCPA provides consumers with the right to opt out of the sale and “sharing” of their personal information. In November 2020, California voters adopted the CPRA that amends the CCPA, including creating a new agency to implement and enforce the law and enhancing and strengthening regulatory requirements and individual protections under the CCPA. As of January 2026, 19 other states have enacted, and more are considering, similar privacy, data protection and information security laws, which may subject us to additional requirements and restrictions that could have an impact on our business, further complicating our privacy compliance obligations through the introduction of increasingly disparate requirements across the various U.S. jurisdictions in which we operate. Additionally, several states have enacted health-specific privacy laws or strengthened protections of health- and location-related data, and other states are considering similar legislation. Our website ecommerce and customer relations businesses that store, process or transmit payment cardholder data are subject to be Payment Card Industry (PCI) compliance requirements as mandated by the credit card companies (Visa, Mastercard, and American Express) and the Payment Card Institute Data Security Standard (PCI-DSS). Moreover, the increasing use of ad-blocking technologies, browser and device privacy settings, and consumer opt-out choices may reduce advertising effectiveness and negatively impact our revenue.
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AddedRisk Factors
In addition to state-specific data breach notification laws (which exist in all US states and territories), evolving federal cybersecurity laws may require us to provide notifications about cybersecurity incidents in limited timeframes and before investigations are complete. Our businesses’ failure to comply with these laws and regulations could expose us to breach of contract claims, substantial fines, penalties and other liabilities and expenses, costs for remediation and harm to our reputation.
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AddedRisk Factors
notably to information, access, rectification, erasure of the personal data and the right to object to the processing. Despite Brexit, the UK also has data protection laws equivalent to the GDPR. Uncertainty about compliance with these data protection laws remains, with the possibility that data protection authorities located in different EU Member States may interpret GDPR differently, or requirements of national laws may vary between the EU Member States, or guidance on GDPR and compliance practices may be often updated or otherwise revised. Any of these events will increase the complexity and costs of processing personal data in the European Economic Area, UK or Switzerland or concerning individuals located in these jurisdictions.
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AddedRisk Factors
It is also important to note that many countries are following the EU in producing a broad omnibus law in relation to privacy protection and enhanced cybersecurity requirements. In Asia, privacy and cybersecurity requirements are becoming more prescriptive and may include localization, mandatory breach notification obligations, security baseline requirements and cross-border transfer constraints. As a result of the various privacy, cybersecurity, and data protection regimes that apply to our operations globally, we may need to adapt our technologies or practices, incur material compliance and operational costs, restrict certain features or data uses in some jurisdictions, implement region-specific solutions, renegotiate vendor and customer terms, and/or change our business operations.
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedRisk Factors
We rely extensively on information technology systems, some of which are managed by third-party service providers, to conduct our business. These systems include, but are not limited to, programs and processes relating to internal communications and communications
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedRisk Factors
regulations, increased enforcement activity, and changes in interpretation of laws, could increase our cost of compliance and operation, limit our ability to grow our business or otherwise harm our business.
Read it in 10-K 2026-02-12 at sec.gov ↗
RemovedRisk Factors
service levels or real or perceived product quality or appearance issues. As our business is based primarily upon individual sales orders rather than long-term contracts and most customer agreements include customer termination rights after short notice, many of our customers could reduce their purchasing levels or cease buying products from us at any time and for any reason.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedRisk Factors
•We have pursued and may continue to pursue strategic acquisitions and divestitures.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedRisk Factors
Adverse economic conditions continue to impact a portion of our businesses. We believe that inflation and recessionary concerns are continuing to drive a decline in consumer spending for our most discretionary brands, Waterpik and Flawless, as consumers reduce spending in these categories and shift to lower cost alternatives. Most notably, a growing number of water flosser consumers are continuing to switch to competitors' value-branded products. Moreover, in our vitamin business, we are experiencing significant product competition coming from new category entrants, including private label that resulted in increased shelf space and/ or display for certain of our competitors. Overall, we have continued to experience increased online sales. Potential recessionary economic conditions may impact consumer demand for certain of our products and put downward pressure on product prices.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedRisk Factors
Numerous local, municipal, state, federal and international law and regulations address privacy and security including the California Online Privacy Protection Act, the Personal information Protection and Electronic Documents Act, the Controlling the Assault of Non-Solicited Pornography and Marketing (CAN-SPAM) Act, the Telephone Consumer Protection Act of 1991, the Health Insurance Portability and Accountability Act of 1996 (HIPAA), Section 5© of the Federal Trade Commission Act, and, the California Consumer Privacy Act (“CCPA”). These privacy and security laws and regulations change frequently, and new legislation continues to be introduced, with over a dozen U.S. states having adopted comprehensive privacy laws. For example, the CCPA requires new disclosures to California consumers, gives California consumers new rights with respect to their data, and permits California consumers to opt-out of certain sales of personal information. The CCPA provides for fines of up to $7,500 per violation. Our website ecommerce and customer relations businesses that store, process or transmit payment cardholder data are subject to be Payment Card Industry (PCI) compliance requirements as mandated by the credit card companies (Visa, Mastercard, and American Express) and the Payment Card Institute Data Security Standard (PCI-DSS).
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedRisk Factors
Our revolving credit facility uses Secured Overnight Financing Rate (“SOFR”) based rates following the phase out of LIBOR. Given the inherent differences between LIBOR and SOFR or any other alternative benchmark rate that may be established, there are additional uncertainties regarding a transition from LIBOR, including but not limited to the impact this transition may have on the cost of our variable
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RemovedRisk Factors
rate debt and certain derivative financial instruments. Since the initial publication of SOFR in 2018, changes in SOFR have, on occasion, been more volatile than changes in other benchmark or market rates, such as United States dollar LIBOR.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedRisk Factors
experience, the indirect impacts of the conflict in Ukraine and increased hostilities and political volatility in the Middle East, including increases in the cost of raw and packaging materials and commodities (including the price of oil), supply chain and logistics challenges and foreign currency volatility, and it is not possible to predict the broader or longer-term consequences of this conflict or the sanctions imposed to date. Increasing natural disasters in connection with climate change could also be a direct threat to our third-party vendors, service providers or other stakeholders, including disruptions of supply chains or information technology or other necessary services for our Company.
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RewordedRisk Factors
Stockholder activists may also seek to involve themselves in the governance, strategic direction and operations of our business, or in our ESG and sustainability management and disclosure, through stockholder proposals or otherwise disrupting our business and diverting the attention of our management and employees, and any perceived uncertainties as to our future direction resulting from such a situation could result in the loss of potential business opportunities, the perception that we need a change in the direction of our business, or the perception that we are unstable or lack continuity, which may be exploited by our competitors, cause concern to our current or potential customers, and may make it more difficult for us to attract and retain qualified personnel and business partners.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedRisk Factors
Increased regulation of data collection, use, and retention practices, including self-regulation and industry standards, changes in existing laws and regulations, including reporting requirements, enactment of new laws and regulations, increased enforcement activity, and changes in interpretation of laws, could increase our cost of compliance and operation, limit our ability to grow our business or otherwise harm our business.
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RewordedRisk Factors
We could lose revenue if our consumers change brands, major retailers delist our products or our retail customers move business from us because we have not effectively responded to regulatory requirements, complied with their ESG requirements or met their expectations related to our sustainability efforts, including with respect to DEI, climate change, plastic usage, or ingredients.
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RewordedRisk Factors
These The scope, duration and magnitude of these additional tariffs, as well as a government’s adoption of “buy national” policies or retaliation by another government against such tariffs or policies, as well as the potential impact of changed purchasing decisions of consumers and retailers in these or other countries in response to these policies, have introduced significant uncertainty into the market and may affect the prices of and demand for our products, which could have a material and adverse effect on our business, financial condition and results of operations. products.
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RewordedRisk Factors
This has resulted in new regulatory requirements such as various state-level Extended Producer Responsibility programs, California’s recently enacted climate reporting legislation, the European Union’s (“EU”) Corporate Sustainability Reporting Directive (“CSRD”) and customer and consumer standards. standards, as well as regulatory actions and executive orders issued by the current U.S. presidential administration that have targeted these areas.
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RewordedRisk Factors
The inability to identify and hire qualified candidates for those roles or the unexpected loss of the services of one or more executive officers, the failure to effectively manage executive succession planning, or the loss of other key employees could have a material adverse effect on our business, prospects, financial condition and results of operations.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedRisk Factors
Most notably, We believe that inflation drove a decline in consumer spending for our Waterpik brand, as a growing number of water flosser consumers are continuing to switch switched to competitors' value-branded products.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedRisk Factors
Johnson & Son, Inc., Nestle Purina PetCare Company and Nestle Health Science, Nestlé S.A., Haleon plc, Henkel, Reckitt Benckiser Group plc, LifeStyles Healthcare, Kenvue Inc., Pfizer Inc., Bayer AG, NBTY, Inc., Koninklijke Philips N.V., Unilever PLC, Sanofi, Pharmavite LLC, Edgewell Personal Care, Panoxyl, Starface Starface, GOJO Industries, Inc., and Peach & Lily.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedRisk Factors
If we are not successful in continuing to adapt to changing consumer preferences and market dynamics or expanding sales through e-commerce retailers or alternative retail channels, consumers may reduce their purchasing of the Company’s products which would negatively impact our business, financial condition and results of operations and cash flows may be negatively impacted. flows.
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RewordedRisk Factors
For example, some of our major customers have requested that we respond to various questionnaires, including the Carbon Disclosure Project ("CDP") Climate Change, Water integrated corporate questionnaires, and Forests Questionnaires, and then use our responses and CDP scores regarding climate change, water and forests to evaluate us.
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RewordedRisk Factors
Volatility, and increases in the costs of raw materials without offsetting price increases, disruptions in production or transportation, or increases in the costs of energy, labor, shipping and other necessary services, or other inflationary pressures, including market conditions, inflation, banking failures, supplier capacity restraints, geopolitical developments (including the ongoing conflicts in Ukraine and the Middle East and political upheaval in the Middle East and Europe), the impact of the new presidential administration in the U.S., potential tariffs on imported materials or the impact of tariffs on products or materials exported outside of the U.S., new regulations or economic policies, federal government spending disputes and government shutdowns, port congestions, strikes or delays, transport capacity restraints, or other disruptions, could significantly affect our profit margins if we are unable to pass along any higher costs in the form of price increases or otherwise achieve cost efficiencies, such as in manufacturing and distribution.
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RewordedRisk Factors
Walmart is our largest customer, accounting for approximately 23% of net sales in each of 2025, 2024, 23% of net sales in 2023, and 24% of net sales in 2022. 2023.
Read it in 10-K 2026-02-12 at sec.gov ↗
AddedMD&A
We have experienced increased commodity cost volatility and economic uncertainty primarily due to changes in U.S. trade policies including ongoing reviews and modifications to tariffs and other U.S. trade measures. We continue to evaluate these evolving developments and have taken actions to mitigate their impact on our business, including taking strategic actions for certain business lines (see Strategic Business Decisions below), shifting production and relocating manufacturing operations, finding alternative sources of supply, most notably ceasing the import of substantially all Waterpik flossers and other products from China into the U.S., potentially increasing prices, adjusting inventories, lobbying and seeking exemptions with respect to tariffs. While the tariffs remain fluid, we are focused on managing these challenges. We believe our existing tariff cost exposure will be mitigated through the above-mentioned actions, future additional supply chain efforts and surgical pricing.
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AddedMD&A
On May 1, 2025, we announced that we would exit the Flawless, Spinbrush and Waterpik showerhead businesses. We exited these businesses by the end of 2025. These businesses generated approximately $118.0 of annual Net Sales in 2025. We recorded a pre-tax charge of $45.6 (post-tax of $34.5) in 2025 as a direct result of these actions, of which $25.0 was recorded in Cost of sales and $20.6 was recorded in SG&A. The charge was primarily recorded in the second quarter to the Consumer Domestic segment and was comprised of non-cash charges related to impairments of intangible and fixed assets, as well as charges related to inventory valuation. A reduction to the second quarter charge was recorded in the fourth quarter related to final costs to exit the Spinbrush business.
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AddedMD&A
On December 9, 2025, the Company announced a definitive agreement to sell the VitaFusion and L’il Critters brands to Piping Rock Health Products, Inc. This agreement includes the VitaFusion and L’il Critters brands, relevant trademarks and licenses, and the Company's former manufacturing and distribution facilities in Vancouver and Ridgefield, Washington. The transaction closed on December 31, 2025.
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AddedMD&A
The VMS brands represented less than 5% of our 2025 net sales. As a result of this transaction, we incurred a one-time, pre-tax charge of $58.5 (post-tax of $45.6) in the fourth quarter of 2025 which is included in in Other income (expense), net in the Consolidated Statements of Income.
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AddedMD&A
The decision to reposition our portfolio with these business exits enables us to devote greater focus to our portfolio’s faster growing value and premium product lines.
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AddedMD&A
In May 2025, the Company entered into an accelerated share repurchase ("ASR") contract with a commercial bank to purchase Common Stock. The Company paid $300.0 to the bank, inclusive of fees, and received 2.8 million shares in May 2025 and 0.3 million shares in August 2025 at an average total share price of $95.71. The Company purchased all 3.1 million shares under the evergreen share repurchase program and used cash on hand to fund the purchase price.
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AddedMD&A
In August and September 2025, the Company executed open market purchases of 3.2 million shares for $300.0, inclusive of fees, of which $170.0 was purchased under the evergreen share repurchase program and $130.0 was purchased under the 2021 Share Repurchase Program (as defined below). The shares were purchased at an average share price of $92.81 and the Company used cash on hand to fund the open market purchases.
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AddedMD&A
In November and December 2025, the Company executed open market purchases of 3.6 million shares for $300.0, inclusive of fees, of which all 3.6 million shares were purchased under the 2021 Share Repurchase Program. The shares were purchased at an average share price of $83.59 and the Company used cash on hand to fund the open market purchases.
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AddedMD&A
On July 4, 2025, President Trump signed into law the legislation formally titled "An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” and commonly referred to as the One Big Beautiful Bill Act (“OBBBA”). The legislation includes several provisions that may impact the timing and magnitude of certain tax deductions. Key provisions include the permanent extension of several key elements of the 2017 Tax Cuts and Jobs Act, including 100% bonus depreciation and an immediate tax deduction for domestic research costs. The tax provisions in OBBBA did not have a material impact on our financial position and results of operations, and had a minimal benefit to operating cash flows.
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AddedMD&A
On July 16, 2025, we completed the acquisition of Touchland Holding Corp ("Touchland"), the developer of TOUCHLAND® hand sanitizer products (the "Touchland Acquisition"). We paid $656.0, net of cash acquired, at closing and entered an agreement to pay an additional amount based on 2025 net sales thresholds which will result in a cash payment of $159.0 to be paid in the first half of 2026. In addition, the Company granted rights to Touchland’s founder to receive shares of our Common Stock valued at $50.0, with 50% of such shares vesting at each of the first and second year anniversaries of the closing. The value of Common Stock received by Touchland's founder will be recognized as a compensation expense ratably over the two-year vesting period if the individual continues to be employed by the Company. Payment of a $5.0 portion of the purchase price was deferred related to certain indemnification obligations provided by Touchland’s equityholders, which amount, to the extent not used in satisfaction of such indemnity obligations, is payable three years from the closing. The Touchland Acquisition was financed with cash on hand and is managed in the Consumer Domestic and Consumer International segments. Touchland’s annual net sales for the year ended December 31, 2024 were approximately $115.0 million.
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AddedMD&A
•Operating margin increased 410 basis points to 17.4% in 2025 from 13.3% in 2024.
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AddedMD&A
o2025 results include non-cash charges associated with exiting the Flawless, Spinbrush, and Waterpik showerheads businesses of $45.6. In connection with the Touchland Acquisition, the Company recorded earnout costs of $19.0 and restricted stock amortization expense of $11.5 within SG&A expenses. We recorded an additional $5.8 of restricted stock amortization associated with the Hero Acquisition and system integration costs of $8.2 in SG&A Expenses.
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RemovedMD&A
In October 2021, members of the Organisation for Economic Co-operation and Development (“OECD”) agreed to a global minimum tax rate of 15%. In December 2021, OECD published its model rules on the agreed minimum tax known as the Global Anti-Base Erosion (“GloBE”) or Pillar Two rules. The Pillar Two rules are designed to be implemented into the domestic law of each jurisdiction to ensure large multinational enterprise groups are subject to a minimum effective tax rate of 15% in each jurisdiction where they operate. In December 2022, the European Union (“EU”) Member States formally adopted the EU’s Pillar Two Directive. January 1, 2024 marked the official effective date of the 15% global corporate minimum tax imposed by the EU's Pillar Two Directive. We are monitoring developments and evaluating the impacts of the Pillar Two rules on our tax rate. Based on current legislation and available guidance, we do not anticipate a material impact to the Company.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
On June 3, 2024, we acquired substantially all of the issued and outstanding shares of capital stock of Graphico, Inc. ("Graphico"), a Japan-based distributor focused on consumer goods primarily in the Japanese market (the “Graphico Acquisition”). We paid $19.9, net of cash acquired, at closing. We acquired the remaining minority shares for approximately $2.0 in July 2024. The Graphico Acquisition was financed with cash on hand, is expected to contribute to greater expansion of our business in the Asia-Pacific (APAC) region, and is managed in the Consumer International segment.
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RemovedMD&A
During the second quarter of 2024, we sold our Passport food safety business, Passport Food Safety Solutions, Inc., with assets of $7.0, inclusive of intangible assets of $2.7 and corresponding goodwill of $1.0, for cash proceeds of $6.6 and $0.5 held in escrow for a gain of $0.1. Net sales for the years ended December 31, 2024 and 2023 were $6.4 and $13.0, respectively.
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RemovedMD&A
During the second quarter of 2024, we received a favorable tariff ruling from the U.S. government associated with certain products imported from China, which resulted in $40.1 of cash refunds (pre tax) in the year ended December 31, 2024. The refunds resulted in a $31.6 reduction of Cost of goods sold and an increase in Interest income of $4.8 in the year ended December 31, 2024.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
We believe we are well positioned to meet the ongoing challenges described above due to our strong financial condition, experience operating in challenging environments and continued focus on key strategic initiatives. Our focus is to maintain competitive marketing and
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
Our global WATERPIK business has continued to experience a significant decline in customer demand for many of its products, primarily due to lower consumer spending for discretionary products resulting in part from inflation and a growing number of water flosser consumers switching to more value-branded products. As a result, the WATERPIK business has experienced declining sales and profits resulting in a reduction in expected future cash flows which have eroded a substantial portion of the excess between the fair and carrying value of the trade name. This indefinite-lived intangible asset may be susceptible to impairment and a continued decline in fair value could trigger a future impairment charge of the WATERPIK trade name. While management can and has implemented strategies to address the risk, significant changes in operating plans or adverse changes in the future could reduce the underlying cash flows used to estimate fair values and could result in a decline in fair value that could trigger future impairment charges of these assets. The carrying value of the WATERPIK trade name is $644.7 and fair value represented 135% of the carrying value as of October 1, 2024. The fair value represented 109% of the carrying value as of October 1, 2023. The increase in fair value is mainly attributable to a favorable tariff ruling on certain Waterpik products imported from China.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
In the fourth quarter of 2022, we determined that a review of our ability to recover the carrying values of the global FINISHING TOUCH FLAWLESS intangible assets was necessary based on the discontinuance of certain products at a major retailer. The FINISHING TOUCH FLAWLESS assets consist of the definite-lived trade name, customer relationships and technology assets recorded at acquisition. We evaluated our ability to recover the carrying values of the intangible assets by comparing the carrying amount to the future undiscounted cash flows and determined that the cash flows would not be sufficient to recover the carrying value of the assets. After determining the estimated fair value of the assets, which included a reduction in cash flows due to the loss of distribution mentioned above along with an expected continued decline in discretionary consumption and higher interest rates, a non-cash impairment charge of $411.0 was recorded in the fourth quarter of 2022. The remaining net book value of the trade name as of December 31, 2024 is $15.4 and will be amortized over a remaining useful life of one year.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
authority could require the use of cash and result in an increase in our annual effective tax rate. Conversely, favorable resolution of an issue with a taxing authority would be recognized as a reduction to our annual effective tax rate.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
(1)The volume change reflects increased product unit sales in all three segments.
Read it in 10-K 2025-02-13 at sec.gov ↗
RemovedMD&A
Corporate includes administrative costs of the production, planning and logistics functions which are reported as Cost of Sales in our Consolidated Statements of Income but are allocated to the operating segments in SG&A expenses to determine segment income from operations. Such amounts were $67.9, $60.4 and $34.3 for 2024, 2023 and 2022, respectively. The increase in 2023 compared to 2022 is primarily due to higher incentive compensation costs.
Read it in 10-K 2025-02-13 at sec.gov ↗
RewordedMD&A
Twelve Months Ended December 31, 2024 2025 Prior Year December 31, 2023 2024 Net Sales $6,203.2 1.6% $6,107.1 4.1% $5,867.9 Gross Profit $2,774.8 -0.5% $2,790.1 7.8% $2,588.5 Gross Margin 45.7% 160 44.7% -100 basis points 44.1% 45.7% Marketing Expenses $708.9 1.5% $698.1 8.9% $641.3 Percent of Net Sales 11.4% 50 0 basis points 10.9% 11.4% Selling, General & Administrative Expenses $988.3 6.5% $927.8 4.3% $889.8 Percent of Net Sales 15.2% 0 15.9% 70 basis points 15.2% VMS Trade name and other asset impairments $0.0 100.0% $357.1 100.0% $0 Percent of Net Sales 5.8% 580 0.0% -580 basis points 0.0% 5.8% Income from Operations $1,077.6 33.5% $807.1 -23.7% $1,057.4 Operating Margin 13.3% -470 17.4% 410 basis points 18.0% 13.3% Net income per share - Diluted $3.02 27.4% $2.37 -22.3% $3.05
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
We intend to continue to aggressively pursue several key strategic initiatives: maintain competitive marketing and trade spending, tightly control our cost structure, expand our online market share by continuing to invest in e-commerce (global on-line sales were 21.4% of consumer sales in 2024), expand our presence and product offerings to consumers outside of the United States, continue to develop and launch new and differentiated products, pursue strategic acquisitions, continue to grow our product sales globally and maintain an offering of premium and value brand products to appeal to a wide range of consumers.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
Excluding the impact of foreign exchange rates and the Touchland and Graphico acquisition, acquisitions, the increase in net sales for the year ended December 31, 2024, 2025, was driven by OXICLEAN® stain removers, THERABREATH® mouth wash, ULTRAMAX® antiperspirant deodorant, and VITAFUSION® and L’IL CRITTERS® gummy vitamins in GMG, HERO® acne treatment products in Europe, HERO® acne treatment products in Canada, GMG, Germany, UK, France, Australia, and Mexico, THERABREATH® mouth wash in Mexico. GMG, Canada, Mexico, and Australia, FEMFRESH in GMG, and ARM & HAMMER® Baking Soda in GMG.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
The increase in income from operations for 2024 2025 is due to favorable price/mix of $9.1, higher sales volumes of $3.4, $6.5, and lower SG&A costs of $9.1 primarily from product line exits, and lower marketing expenses of $1.4, $3.5, partially offset by the gross margin impact of product line exits of $7.1, and unfavorable manufacturing costs of $0.4. $6.2, lower sales volumes of $1.5, and higher marketing expenses of $0.8.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
Excluding the non-cash impairment charges, Consumer International income from operations increased $8.6 $7.2 and was driven by favorable price/mix of $36.2, higher sales volumes of $27.1, $19.1, favorable price/mix of $17.0, and lower manufacturing and commodity costs of $6.3, partially offset by higher SG&A expenses of $16.8, higher marketing expenses of $29.2, higher SG&A expenses of $21.2 from growth investments, $15.6, and unfavorable foreign exchange rates of $3.4 and higher manufacturing and commodity costs of $0.6. $2.8.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
Marketing expenses as a percentage of net sales increased 50 bps to 11.4% in 2024 as was flat compared to 2023 due to 90 2024, as 20 bps on higher expense primarily from increased marketing spend as we invest in our brands to drive market share growth and support new product introductions, products was offset by 40 20 bps of leverage on higher net sales.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
The increase in net sales for 2024 includes 2025 reflects the impact of the Touchland® Acquisition and growth from THERABREATH® mouth wash, HERO® acne treatment products, ARM & HAMMER® liquid detergent, ARM & HAMMER® cat litter, detergent sheets, and ARM & HAMMER® baking soda, scent boosters, partially offset by declines in VITAFUSION® and L’IL CRITTERS® gummy vitamins, OXICLEAN® stain removers, WATERPIK® Oral Care and FINISHING TOUCH FLAWLESS® hair removal products, and WATERPIK® Shower Heads. products.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
The 2025 gains are primarily due to favorable volumes, and pricing/product mix across all three segments, including include the benefit of recent acquisitions in Consumer Domestic and Consumer International, partially offset by the exit of product lines in SPD all three segments, a decline in vitamin sales in Consumer Domestic and unfavorable foreign currency exchange rates in Consumer International.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
Our net cash provided by operating activities in 2024 2025 increased by $125.6 $59.2 to $1,156.2 $1,215.4 as compared to $1,030.6 $1,156.2 in 2023 primarily 2024 due to an increase in cash earnings (net income adjusted for non-cash items). items) including a benefit related to the OBBBA, and a decrease in working capital.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
A group of four customers accounted for approximately 42% 44%, 43% and 44% of consolidated net sales in 2022, 2025, 2024 and 2023, respectively, of which a single customer (Walmart Inc. and its affiliates) accounted for approximately 23%, 23%, and 23% in 2025, 2024 and 24% in 2024, 2023 and 2022, 2023, respectively.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
Net Cash Used in Investing Activities – Net cash used in investing activities during 2024 2025 was $183.3, $616.9, primarily reflecting property, plant and equipment additions of $179.8 $122.4 and $19.9 $656.0 for the Graphico Touchland Acquisition, partially offset by $14.0 $160.3 of proceeds from the sale of assets (including the ArmaKleen joint venture). VMS Divestiture.
Read it in 10-K 2026-02-12 at sec.gov ↗
RewordedMD&A
As of December 31, 2024 2025 December 31, 2023 2024 Change Days of sales outstanding in accounts receivable ("DSO") 35 34 29 5 1 Days of inventory outstanding ("DIO") 62 67 70 (3) (5) Days of accounts payable outstanding ("DPO") 77 73 72 (1) (4) Cash conversion cycle 20 28 27 1 (8)
Read it in 10-K 2026-02-12 at sec.gov ↗