10-K 0001628280-25-055615 (2025-12-05) vs 10-K 0000711404-24-000074 (2024-12-06)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 16,728 |
9.1% |
| MD&A | Item 7 | 3,438 |
17.1% |
| Legal Proceedings | Item 3, via Note 11 – Contingencies | 107 |
not compared |
| Accounting Policies | Item 8, Note 1 – Organization and Significant Accounting Policies | 4,642 |
7.6% |
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 198 words changed in this paragraph; it is 53% similar to last year's version.
Following the end of the “Brexit” transitional period, from January 1, 2021, the MHRA became the UK’s independent regulatory agency for medical devices. Post-Brexit, amendments have been made to the existing UK medical devices legislation which require medical devices to be registered with the MHRA before being placed on the Great Britain market. Manufacturers based outside of the UK need to appoint a UK Responsible Person to register devices with the MHRA. On January 9, 2024, the MHRA published a roadmap setting out its plans and timelines for towards the reform of the regulatory framework for medical devices in the UK. Regulations implementing core elements of the new framework are intended to be in place by 2025. Pending such reform of the UK regulatory framework, the government has confirmed that general medical devices compliant with the EU MDD with a valid declaration and CE marking can be placed on the Great Britain market up until the sooner of expiry of certificate or June 30, 2028. Medical devices, including custom-made devices, compliant with the EU MDR can be placed on the Great Britain market up until June 30, 2030. The rules for placing medical devices on the market in Northern Ireland, which is part of the UK, differ from those in Great Britain (England, Scotland and Wales) and continue to be based on EU law. These developments, or However, consultations are underway which propose substantial reforms to the perception that any related developments could occur, have had Great Britain regulatory regime for medical devices and may continue IVDs, including with respect to have a material adverse effect on global economic conditions market access and financial markets, and our business may be impacted conformity assessment procedures. Any divergent requirements between the UK and the demand for EU may increase the cost and complexity of running our products could be depressed. business.
Source: Item 1A, 10-K 0001628280-25-055615 vs Item 1A, 10-K 0000711404-24-000074
Accounting Policies 123 words changed in this paragraph; it is 35% similar to last year's version.
In November 2023, The Company adopted the FASB issued ASU Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, Disclosures in the fiscal year 2025, which enhances the disclosures required for operating segments in our annual and interim consolidated financial statements. The ASU is effective standard was applied retrospectively to all periods presented in the financial statements. As this accounting standard only impacts disclosures, it did not have a material impact on the Company’s Consolidated Financial Statements. See Note 12. Business Segment Information for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, which means it will be effective from our fiscal year ended October 31, 2025, and interim periods within fiscal years beginning from November 01, 2025, and will be applied retrospectively. Early adoption is permitted. We are currently evaluating the impact of adopting this ASU on our consolidated financial statements and required disclosures.
Source: Item 8, Note 1 – Organization and Significant Accounting Policies, 10-K 0001628280-25-055615 vs Item 8, Note 1 – Organization and Significant Accounting Policies, 10-K 0000711404-24-000074
MD&A 65 words changed in this paragraph; it is 30% similar to last year's version.
Cash provided by operating used in investing activities in fiscal 2024 increased 2025 decreased compared to fiscal 2023, primarily due to increases cash used in net income, and non-cash add backs such as deferred income taxes and share-based compensation expenses investing activities in fiscal 2024 and the release of $31.8 2024, primarily attributable to $343.4 million contingent consideration liability associated with SightGlass Vision's regulatory approval milestone cash paid for acquisitions in fiscal 2023, offset by net changes in operating capital. 2024.
Source: Item 7, 10-K 0001628280-25-055615 vs Item 7, 10-K 0000711404-24-000074
Every change, by type
Sentences and paragraphs of COO's Risk Factors and MD&A, 10-K 2025-12-05 against 10-K 2024-12-06.
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
Changes in import and export policies, including new, increased or retaliatory tariffs, sanctions and countersanctions and customs restrictions by the U.S. and foreign governments, may disrupt our supply chain, adversely affect our relationships with customers and impact our competitiveness. It may be time-consuming and expensive for us to alter our business operations to adapt to or comply with any such changes. If we are unable to effectively manage these risks, our business, financial condition and results of operations could be materially and adversely affected.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedRisk Factors
We also rely on third-party logistics providers for storage and distribution of our components and products. Because we have limited control over their operations, any disruption in these relationships—whether due to labor shortages, transportation delays, capacity constraints—could adversely affect our ability to deliver products to customers on time and result in increased costs, reputational harm and potential liability. If we are unable to promptly transition to alternative providers in the event of a disruption, our business, financial condition, and results of operations could be materially and adversely affected.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedRisk Factors
and consumers which could reduce the sales of our products. In addition, the FDA or other foreign governmental agencies may implement enforcement actions in connection with a recall which could impair our product offerings and be harmful to our business and financial results.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedRisk Factors
Ongoing federal efforts to streamline government operations, including agency-wide efficiency programs, may further impact the resources and staffing levels available to the FDA. These changes could result in longer review times for our regulatory submissions. Any delays or disruptions in FDA review processes could adversely affect our product development timelines, market entry strategies, and overall business performance.
Read it in 10-K 2025-12-05 at sec.gov ↗
RemovedRisk Factors
uniform, transparent, predictable and sustainable regulatory framework across the EU for medical devices (including IVDs) and ensure a high level of safety and health while supporting innovation.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedRisk Factors
Embryology Association (HFEA) regulating IVF. Our laboratories are located in Japan, the United Kingdom and United States, and we must maintain the requisite licenses in each jurisdiction.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedRisk Factors
States government has shut down several times and certain regulatory agencies, such as the FDA, have had to furlough critical employees and stop critical activities.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedRisk Factors
In foreign countries where we market our products, recent healthcare reform has taken place as well. For instance, in December 2021, the EU Regulation No 2021/2282 on Health Technology Assessment (HTA) amending Directive
Read it in 10-K 2024-12-06 at sec.gov ↗
RewordedRisk Factors
We previously identified a material weakness in our internal control over financial reporting related to an ineffective information technology (IT) general control for the U.S. operations within the CooperSurgical segment which, if not which was remediated appropriately or timely, could affect our ability to record, process and report financial information accurately and prepare financial statements within required time periods and could subject us to litigation or investigations, negatively affect investor confidence and adversely impact our stock price. as of October 31, 2025.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
We identified a may experience additional material weakness in our internal control over financial reporting related to an ineffective information technology (IT) general control for the U.S. operations within the CooperSurgical segment which, if not remediated appropriately or timely, future which could affect our ability to record, process and report financial information accurately and prepare financial statements within required time periods and could subject us to litigation or investigations, negatively affect investor confidence and adversely impact our stock price.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
In addition, the FDA may change its premarket clearance and approval policies for drugs and medical devices, adopt additional regulations or revise existing regulations, or take other actions, which may prevent or delay approval or clearance of our future products under development or impact our ability to modify our currently cleared products on a timely basis.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
We cannot be assured that we will successfully obtain necessary regulatory approvals, certifications or clearances for our new products or that our new products will successfully compete in the marketplace and, as a result, justify the expense involved in their development and regulatory approval or certification.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
For example, the GDPR imposes stringent operational requirements for processors and controllers of personal data in the context of an establishment in the EEA or the processing of personal data of individuals within the EEA and increases the scrutiny of transfer of personal data from the EEA.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
Cybersecurity threats continue to increase in frequency and sophistication; a successful cybersecurity attack could interrupt or disrupt our information technology systems, or those of our third-party service providers, or cause the loss of confidential or protected data which could disrupt our business, force us to incur excessive costs or cause reputational harm.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
For example, among other situations, some of the primary material used to make our silicone hydrogel contact lens products, including MyDay, Biofinity, Avaira and clariti, are supplied by few or sole suppliers, and the failure of a key or sole supplier to timely supply sufficient items and materials necessary for the manufacture of our silicone hydrogel contact lenses could in turn disrupt our supply of those lenses to the market, which would have a material adverse effect on our business.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
As a result, our tests may now be subject to the FDA’s enforcement of its medical device regulations and the applicable FDCA provisions, subject to the four year phase-out of enforcement discretion beginning in May of 2025. provisions.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
If we are unable to remediate the material weakness, or are otherwise unable to maintain effective internal control over financial reporting or disclosure controls and procedures, procedures in the future, our ability to record, process and report financial information accurately, and to prepare financial statements within required time periods, could be adversely affected, which could subject us to reputational harm, legal claims or proceedings, regulatory investigations and enforcement actions, significant costs from remedial actions, additional management resources, and payment of legal and other expenses, negatively affect investor confidence in our financial statement and adversely impact our stock price.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
Our ability to respond to these competitive pressures will depend on our ability to decrease our costs and maintain gross margins and operating results and to introduce new products successfully, on a timely basis in the Americas, EMEA and Asia Pacific, and to achieve manufacturing efficiencies and sufficient manufacturing capacity and capabilities for such products.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
Economic and trade sanctions sanctions, including tariff and import/export regulations by the U.S. and foreign governments, could make it more difficult or costly for us to conduct our operations or achieve our business objectives.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedRisk Factors
Failure to comply with regulatory requirements (as applicable) could require time and resources to respond to the regulatory authorities’ observations and to implement corrective and preventive actions, as appropriate.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
We protect our products through patents and trademark registrations, both in the United States and in international markets. We monitor competitive products trademark use worldwide and, when determined appropriate, we have enforced and plan to continue to enforce and defend our patent and trademark rights. We also rely upon trade secrets, licenses, technical know-how and continuing technological innovation to develop and maintain our competitive position.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
CooperVision, CooperSurgical, and other trade names, trademarks or service marks of the Company and its subsidiaries appearing in this report are the property of the Company and its subsidiaries. Trade names, trademarks and service marks of the other companies appearing in this report are the property of their respective holders.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
•Sphere, other grew primarily through MiSight and MyDay, offset by a decrease in legacy hydrogel products.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
Consolidated gross margin decreased in fiscal 2025 to 66% compared to 67% in fiscal 2024, primarily driven by inventory and long-lived asset write-offs and severance costs related to workforce optimization initiatives.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
CooperSurgical's operating income decreased in fiscal 2025 compared to fiscal 2024, primarily due to inventory and long-lived asset write-offs, severance costs related to workforce optimization initiatives and an increase in amortization expense.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
The One Big Beautiful Bill Act was enacted in the United States during the third quarter of fiscal 2025. It is not expected to have a material impact on the provision for income taxes.
Read it in 10-K 2025-12-05 at sec.gov ↗
AddedMD&A
Cash provided by operating activities in fiscal 2025 increased compared to fiscal 2024, primarily due to changes in prepaid and other assets and an increase in non-cash add-back of long-lived asset write-offs.
Read it in 10-K 2025-12-05 at sec.gov ↗
RemovedMD&A
Consolidated gross margin was relatively flat at 67% in fiscal 2024 compared to 66% in fiscal 2023.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedMD&A
CooperSurgical's SGA expenses decreased in fiscal 2024 compared to fiscal 2023 primarily due to the payment of a $45.0 million termination fee under an asset purchase agreement related to Cook Medical’s reproductive health business in fiscal 2023, partially offset by an increase in selling activities and distribution costs.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedMD&A
CooperSurgical's operating income increased in fiscal 2024 compared to fiscal 2023, primarily due to payment of a $45.0 million termination fee under an asset purchase agreement related to Cook Medical’s reproductive health business in fiscal 2023 and decrease in advertising and marketing expenses in fiscal 2024.
Read it in 10-K 2024-12-06 at sec.gov ↗
RemovedMD&A
Cash provided by operating activities in fiscal 2024 increased compared to fiscal 2023, primarily due to increases in net income, and non-cash add backs such as deferred income taxes and share-based compensation expenses in fiscal 2024 and the release of $31.8 million contingent consideration liability associated with SightGlass Vision's regulatory approval milestone in fiscal 2023, offset by net changes in operating capital.
Read it in 10-K 2024-12-06 at sec.gov ↗
RewordedMD&A
The increase in working capital was primarily due to increases in trade accounts receivable, prepaid expenses receivable mainly driven by higher sales and other current assets, timing of collections and inventories, partially offset by an increase increases in other current liabilities. accounts payable, employee compensation and benefits and short-term debt.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Corporate CooperVision's SGA expenses increased in fiscal 2024 2025 compared to fiscal 2023 2024 primarily due to share-based compensation increased selling activities, severance costs related expenses to workforce optimization initiatives, and corporate support functions. long-lived asset write-offs.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Corporate CooperSurgical's SGA expenses increased in fiscal 2024 2025 compared to fiscal 2023 2024 primarily due to share-based compensation severance costs related expenses to workforce optimization initiatives, increased selling activities, and corporate support functions. long-lived asset write-offs.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Judgment is required in measuring the value of deferred tax assets, which are reduced by a valuation allowance to the extent it is more likely than not that the assets tax benefits are not expected to be realized. realized, including tax credits and net operating loss carryforwards expected to expire before they can be claimed or deducted.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Further, CooperVision has received Chinese NMPA approval for its use of the MiSight 1 day lens in China and received MHLW approval for use of the MiSight 1 day lens in China. Japan.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
In the fiscal year ended October 31, 2024, 2025, office and surgical net sales increased primarily due to increased sales of Paragard contraceptive intrauterine devices and the addition acquisition of Cook Medical obp Surgical on November August 1, 2023. 2024.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Corporate SGA expenses increased in fiscal 2024 2025 compared to fiscal 2023 2024 primarily due to share-based compensation an increase in severance costs related expenses and corporate support functions. to workforce optimization initiatives.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
Corporate operating loss increased in fiscal 2024 2025 compared to fiscal 2023, 2024, primarily due to higher share-based compensation expenses. an increase in severance costs related to workforce optimization initiatives.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
CooperVision's amortization expense for decreased in fiscal 2024 2025 compared to fiscal 2023 decreased 2024, primarily due to more certain intangible assets becoming being fully amortized during fiscal 2024. amortized.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
In the fiscal year ended October 31, 2024, 2025, the growth experienced across all categories was partially offset positively impacted by unfavorable favorable foreign exchange rate fluctuations, which approximated $14.6 fluctuations of approximately $16.0 million.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
CooperVision's CooperSurgical's R&D expenses increased in fiscal 2024 2025 compared to fiscal 2023 2024 primarily due to myopia management programs and an increase in R&D projects. project spend.
Read it in 10-K 2025-12-05 at sec.gov ↗
RewordedMD&A
CooperVision's R&D expenses increased in fiscal 2024 2025 compared to fiscal 2023 2024 primarily due to myopia management programs and an increase in R&D projects. project spend.
Read it in 10-K 2025-12-05 at sec.gov ↗
