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GPCGenuine Parts Company

Consumer discretionary · Auto Parts Distribution · NYSE
GPC quote by TradingView
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The 10-K against last year's

151 changes: 50 added, 44 removed, 57 reworded

10-K Feb 20, 2026 vs Feb 21, 2025
Risk FactorsRedline ↓
19.3%
of the text changed · 7,306 words now
MD&ARedline ↓
46.1%
of the text changed · 7,011 words now
Legal ProceedingsRedline ↓
6.2%
of the text changed · 744 words now
Accounting PoliciesRedline ↓
13.8%
of the text changed · 4,829 words now

10-K 0000040987-26-000003 (2026-02-20) vs 10-K 0000040987-25-000026 (2025-02-21)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 214 words changed in this paragraph; it is 30% similar to last year's version.
Our business is global, so and changes to existing international trade agreements, blocking of foreign trade, increased protectionism, or imposition of tariffs on foreign goods could could, among other things, weaken consumer confidence, negatively impact employment rates in industries on which we are dependent, result in decreased revenues and/or increases higher cost of goods sold and lower gross profit and margins, cause supply chain delays or disruptions or diminishing returns on capital investments, including with respect to our ongoing distribution center optimization initiative, and deter customers in pricing, either our Industrial segment from pursuing facilities and automation projects, all of which could have an adverse impact on our business, results of operations, financial condition and cash flows in future periods. For instance, the United States imposed Section 232 tariffs on many imported products of steel and aluminum in March 2018 and expanded the tariffs to additional derivative products of steel and aluminum effective February 8, 2020. The United States imposed Section 301 tariffs on most imported products from China starting in July 2018. Although the United States and China reached a Phase One trade deal in January 2020, there was no Phase Two trade deal implemented and most of the tariffs imposed remain in place. Uncertainty persists in the trade relationship between the two countries that impacts the global trade landscape, and as of February 2025, new tariffs were enacted that significantly increase tariffs on foreign imports into the United States. The effects of these changes, including responsive actions from foreign governments, could also have significant impacts on our financial results.

Source: Item 1A, 10-K 0000040987-26-000003 vs Item 1A, 10-K 0000040987-25-000026

MD&A 190 words changed in this paragraph; it is 34% similar to last year's version.
SG&A expenses increased $476 $508 million, or 7.7%, 7.6%, from 2023. Approximately 50% 2024. The growth in SG&A expenses was largely attributable to elevated operating expenses linked to acquisitions of the approximately $225 million and a $103 million increase in our asbestos-related product liability due to adverse trends in claim counts and costs. The remaining increase was driven by personnel expense inflationary wage pressures, rising healthcare costs and 10% by higher rent expense, reflecting inflationary pressures on annual wage increases and lease renewals and higher operating costs expense due to acquisitions, primarily from the addition of more U.S. automotive stores. Additionally, 10% of the increase was attributable lease renewals. We also continue to our make investments in technology as we continue to enhance our supply chain and digital capabilities to as we improve the customer experience, increase automation in distribution centers, and modernize payment platforms. The remainder of the increase was attributable to other SG&A categories, as we incurred higher operating costs from acquired businesses, and we continued to invest in our supply chain to optimize product assortment and positioning, which helps reduce distribution costs. Partially offsetting these increases was approximately $175 million of cost savings associated with our global restructuring program, which was designed to better align our assets and cost structure to the increase were $43 million in real estate sale gains, primarily from sale-leaseback transactions to enhance our financial operational flexibility on properties we continue to use in our ongoing operations. current economic environment.

Source: Item 7, 10-K 0000040987-26-000003 vs Item 7, 10-K 0000040987-25-000026

Accounting Policies 83 words changed in this paragraph; it is 41% similar to last year's version.
We formally document relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes linking cash flow hedges to specific forecasted transactions or variability of cash flow to be paid. We also formally assess, both at the hedge’s inception and on an ongoing basis, whether the designated derivative and non-derivative instruments that are used in hedging transactions are highly effective in offsetting changes in the cash flows of the hedged items. When a designated instrument is determined not to be highly effective as a hedge or the underlying hedged transaction is no longer probable, hedge accounting is discontinued prospectively.

Source: Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0000040987-26-000003 vs Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0000040987-25-000026

Legal Proceedings 44 words changed in this paragraph; it is 86% similar to last year's version.
As a result of our comprehensive legal review, including our evaluation of recent claim activity trends and our updated actuarial analysis, we increased the liability by $57 $107 million in 2024. 2025. This change in estimate resulted from new information related to our estimated number of future claims, the estimated cost of resolving claims, as well as the impacts of discount rate changes. We have 2,768 3,274 pending asbestos lawsuits as of December 31, 2024. 2025. The amount accrued for pending and future claims was $317 million as of December 31, 2025, which represented our best estimate of the liability within our calculated range of $258 million to $397 million, discounted using a discount rate of 4.18%. The amount accrued for pending and future claims was $256 million as of December 31, 2024, which represented our best estimate of the liability within our calculated range of $219 million to $313 million, discounted using a discount rate of 4.58%. The amount accrued for pending Our undiscounted product liability was $398 million and future claims was $244 $336 million as of December 31, 2023, which represented our best estimate of the liability within our calculated range of $196 million to $277 million, discounted using a discount rate of 3.88%. Our undiscounted product liability was $336 million and $308 million as of December 31, 2024 2025 and December 31, 2023, 2024, respectively.

Source: Item 3, via Note 16 – Commitments and Contingencies, 10-K 0000040987-26-000003 vs Item 3, via Note 16 – Commitments and Contingencies, 10-K 0000040987-25-000026

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of GPC's Risk Factors and MD&A, 10-K 2026-02-20 against 10-K 2025-02-21. Each links to the text at sec.gov.

All 151 Added 50Removed 44Reworded 57Quiet changes 0
RemovedRisk Factors
Despite our implementation of various security measures, our IT systems and operations could be subject to damage or interruption from computer viruses, natural disasters, unauthorized physical or electronic access, power outages, telecommunications failure, computer system or network failures, wire transfer failure, employee error/malfeasance, cyber-attacks, security breaches, and other similar disruptions. For example, the CrowdStrike outage that occurred in July 2024 negatively impacted our operations and financial results in the third quarter of 2024. In addition, the IT systems of businesses that we have acquired or may acquire could present issues that we were not

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedRisk Factors
negatively impact how our brand is perceived by our employees and customers and have material adverse effects on our business and future results.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedRisk Factors
Our business is global, so changes to existing international trade agreements, blocking of foreign trade, increased protectionism, or imposition of tariffs on foreign goods could result in decreased revenues and/or increases in pricing, either of which could have an adverse impact on our business, results of operations, financial condition and cash flows in future periods. For instance, the United States imposed Section 232 tariffs on many imported products of steel and aluminum in March 2018 and expanded the tariffs to additional derivative products of steel and aluminum effective February 8, 2020. The United States imposed Section 301 tariffs on most imported products from China starting in July 2018. Although the United States and China reached a Phase One trade deal in January 2020, there was no Phase Two trade deal implemented and most of the tariffs imposed remain in place. Uncertainty persists in the trade relationship between the two countries that impacts the global trade landscape, and as of February 2025, new tariffs were enacted that significantly increase tariffs on foreign imports into the United States. The effects of these changes, including responsive actions from foreign governments, could also have significant impacts on our financial results.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
excludes amounts reflected in Corporate EBITDA, net interest expense, depreciation and amortization and other unallocated costs. Segment EBITDA as a percentage of Segment Net Sales is referred to as Segment EBITDA margin.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
In 2024, our net sales of $23.5 billion increased 1.7% year-over-year. Our sales growth was driven primarily by acquisitions in our Automotive segment and two additional selling days. Sales growth was partially offset by the negative impact of weak market conditions in both segments, as persistent high interest rates and economic uncertainty led to lower customer demand which resulted in flat Automotive comparable sales and declines in Industrial comparable sales in 2024. Economic activity in the U.S. manufacturing sector, measured by the Purchasing Mangers' Index ("PMI"), contracted through most of 2024, negatively impacting purchases from our Industrial customers.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
In 2024, net income totaled $904 million, down 31.3%, driven by costs associated with our global restructuring program, which was designed to better align our assets and cost structure to the current economic environment. During the year, we incurred $221 million in restructuring and other costs under this program, and a charge of $62 million to cost of goods sold to write down certain existing inventory associated with a new global rebranding and relaunch of a key tool and equipment offering.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
Our earnings in 2024 were also negatively impacted by higher SG&A costs, which were driven by increases in personnel and rent costs due to inflationary pressure and planned investments in technology to modernize our systems and digital platforms. The investments we are making in technology, as well as new supply chain capabilities, are driving higher year-over-year depreciation and interest expense. These costs were partially offset by improved gross margin due to the benefits from acquired businesses and ongoing initiatives around pricing and sourcing and from our global restructuring program.

Read it in 10-K 2025-02-21 at sec.gov ↗

Show the other 8
RemovedMD&A
Our consolidated net sales increase of 1.7% includes a 2.6% benefit from acquisitions, which was partially offset by a 0.8% comparable sales decrease as described in the following segment discussions.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
Net sales for Automotive were $14.8 billion in 2024, a 3.7% increase from 2023, driven by acquisitions, particularly in our U.S. Automotive business. In 2024, we completed strategic acquisitions of more than 500 stores in the U.S., mostly from our independent owners, including the acquisition of our two largest, Motor Parts & Equipment Corporation ("MPEC") and Walker Automotive Supply, Inc. ("Walker"). These store acquisitions were in strategic markets and enable us to capture commercial benefits, leverage synergies and further drive revenue growth.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
Our comparable sales decreased as we experienced softness in industrial production and an ongoing moderation in demand in many customer end markets. We continued to experience an adverse macro-economic environment when compared to 2023, as persistently high interest rates and economic uncertainty led customers to delay discretionary capital expenditures. Economic activity in the U.S. manufacturing sector, measured by PMI, remained contractionary through most of 2024.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
We are implementing a strategic realignment of our global tools and equipment inventory strategy. This strategy targets a new generation of installers by reducing our global product offerings to two primary tiers and launching a new global branding initiative in 2025, which we expect to enhance market penetration across all regions.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
As part of this initiative, we have elected to liquidate certain otherwise marketable tools and equipment inventory in 2025 to accelerate the realization of the program benefits, thereby improving operational efficiency and enhancing the projected financial outcomes. By streamlining our product range in this key category, we enhance warehouse space for new inventory and enable our sales force to focus on the new strategy, facilitating earlier market capture. Accordingly, we have recognized a $62 million non-cash charge reflected in cost of goods sold to write down the inventory to its market value, assuming liquidation.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
SG&A as a percentage of sales increased to 28.3% in 2024 from 26.7% in 2023. The 160 basis point increase was primarily driven by approximately 80 basis points from inflationary pressures on certain operating expenses, 40 basis points from increased operating expenses from acquisitions and 25 basis points from fixed cost deleverage. Comparable sales were flat for Automotive and down for Industrial, which drove fixed cost deleveraging.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
In 2025, we are expanding our restructuring initiatives and expect to incur additional restructuring and other costs in the range of $150 to $180 million. These global restructuring initiatives are expected to generate approximately $100 to $125 million in savings for 2025. The estimated charges that we expect to incur are subject to a number of assumptions, and actual amounts may differ materially from such estimates. We may also incur additional charges not currently contemplated due to unanticipated events that may occur, including in connection with the implementation of these initiatives. We expect to substantially complete the initiative by the end of 2025.

Read it in 10-K 2025-02-21 at sec.gov ↗

RemovedMD&A
When fully annualized in 2026, we expect that our 2024 and 2025 restructuring efforts and cost actions will deliver approximately $200 million of cost savings.

Read it in 10-K 2025-02-21 at sec.gov ↗

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