10-K 0001037646-26-000011 (2026-02-06) vs 10-K 0001037646-25-000012 (2025-02-07)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 7,637 |
18.4% |
| MD&A | Item 7 | 7,520 |
19.5% |
| Legal Proceedings | Item 3, via Note 17 – COMMITMENTS AND CONTINGENCIES | 45 |
not compared |
| Accounting Policies | 10-K text, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2,867 |
16.4% |
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.
MD&A 193 words changed in this paragraph; it is 31% similar to last year's version.
Net Segment net sales in U.S. dollars increased 2% in 2024 2025 and decreased 5% in 2024, and in local currencies increased 2% in 2025 and decreased 3% in 2023. Excluding the effect of currency exchange rate fluctuations, or 2024. Net sales to external customers in U.S. dollars increased 1% in 2025 and decreased 13% in 2024, and in local currencies, currencies increased 1% in 2025 and decreased 11% in 2024. The growth in net sales increased 3% in 2024 and decreased 3% in 2023. Net sales in 2023 were negatively impacted by to external customers during 2025 was reduced approximately $58 million 1% from our the previously disclosed shipping delays related to a new external European logistics service provider, delays, which were largely recovered in the first quarter of 2024. We estimate local currency benefited 2024 net sales were flat in 2024 and decreased 1% in 2023 excluding the impact of the delayed shipments. Market demand in our core segments was soft in 2024, particularly in China. We continue to benefit from our strong global leadership positions, diversified customer base, innovative product offering, investment in emerging markets, significant installed base, and the impact of our sophisticated global sales and marketing programs. Examples of these programs include identifying and investing in growth and market penetration opportunities, more effectively pricing our products and services, increasing our sales force effectiveness through improved guidance and redirecting resources to our most promising growth opportunities, increasing the use of digital tools, and continuing to optimize our lead generation and lead nurturing processes.
Source: Item 7, 10-K 0001037646-26-000011 vs Item 7, 10-K 0001037646-25-000012
Risk Factors 142 words changed in this paragraph; it is 55% similar to last year's version.
through a variety of means, including regulating greenhouse gas (GHG) emissions, implementing policies mandating or promoting the use of renewable or zero-carbon energy and sustainability initiatives, and additional taxes on fuel and energy. We have corporate programs in place to manage compliance and stakeholder expectations related to environmental matters, but increasing Increasing public interest in climate change topics may result in the enactment of additional disjointed governmental laws and regulations related to this subject area. Such increased compliance burdens and costs could disrupt the sourcing, manufacturing, and distribution of our products and adversely affect our business, and financial condition, or results in operations. We are currently involved in, or have potential liability In addition, evolving and sometimes conflicting stakeholder expectations with respect to, the remediation of past contamination in various facilities. In addition, some of our facilities are to climate-change-related Company policies, actions, or have been in operation for many decades goals, could expose us to legal and may have used substances or generated and disposed of wastes that are hazardous or may be considered hazardous in the future. These sites and disposal sites owned by others to which we sent waste may in the future be identified as contaminated and require remediation. Accordingly, it is possible that we could become subject to additional environmental liabilities in the future that may harm our results of operations or financial condition. reputational risks.
Source: Item 1A, 10-K 0001037646-26-000011 vs Item 1A, 10-K 0001037646-25-000012
Accounting Policies 123 words changed in this paragraph; it is 48% similar to last year's version.
Product revenue is recognized from contracts with customers when a customer has obtained control of a product. The Company considers control to have transferred based upon shipping terms. To the extent the Company’s contracts have a separate performance obligation, revenue related to any post-shipment performance obligation is deferred until completed. Shipping and handling costs charged to customers are included in total net sales and the associated expense is a component of cost of sales. Certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the end-customer. Revenue is recognized on these distributor arrangements upon transfer of control to the distributor. Contracts do not contain variable pricing arrangements that are retrospective, except for rebate programs. Rebates are estimated based on expected sales volumes and offset against revenue at the time such revenue is recognized. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. The related provisions for estimated returns and rebates are immaterial to the consolidated financial statements.
Source: 10-K text, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001037646-26-000011 vs 10-K text, Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001037646-25-000012
Every change, by type
Sentences and paragraphs of MTD's Risk Factors and MD&A, 10-K 2026-02-06 against 10-K 2025-02-07.
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 continue to invest in global market trends around automation and digitalization, as well as technologies related to artificial intelligence (AI). We have several initiatives that further strengthen our capabilities to serve customers, and we continue to advance the digital capability of our products and software to provide additional insights and productivity improvements to our customers throughout their value chains. As we develop new products and software, such as those related to automation and digitalization trends, we are required to comply with additional regulations.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedRisk Factors
Political policies in the U.S., China, Europe, Mexico, and Canada may affect global trade, reduce domestic purchasing power, and create uncertainty. In 2025, the U.S. government enacted incremental tariff rates on imports from several foreign countries, which remain subject to negotiation and change, and the Chinese government implemented retaliatory tariffs resulting in incremental tariff costs of approximately $50 million in 2025. Accordingly, tariffs have raised the cost of our products, components, and raw materials, negatively impacting our gross margin. In addition, foreign governments, including
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedRisk Factors
China, have enacted domestic purchasing requirements favoring local competition, which could reduce our sales.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedRisk Factors
We have implemented mitigating actions, including increasing our pricing and optimizing our global supply chain. Although we have implemented various actions to mitigate the effect of current tariffs, they may be inadequate to cover the potential costs of future tariffs that may be enacted. In addition, higher prices may also reduce our competitiveness and customer demand.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedRisk Factors
We may be adversely affected by environmental and climate change laws, regulations, and expectations.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedRisk Factors
•the level of U.S. import tariffs, as well as the impact of retaliatory tariffs from other countries
Read it in 10-K 2026-02-06 at sec.gov ↗
RemovedRisk Factors
In response to Russia's 2022 invasion of Ukraine, the U.S., European Union, and other countries imposed economic sanctions on Russian entities, while Russia enacted countermeasures. We continue to monitor developments and applicable sanctions.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
Since February 2022, we have suspended all shipments to Russia. In 2021, Russia and Ukraine accounted for approximately 1% of our net sales, and as of December 31, 2024, 2023, and 2022, our assets
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
and liabilities in both countries remained immaterial. We also do not have manufacturing in Russia or Ukraine.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
We continue to monitor developments in these conflicts and any related sanctions.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
While we attempt to mitigate cybersecurity risks by employing a number of proactive measures, including mandatory quarterly ongoing employee training and awareness, technical security controls, enhanced data protection, and maintenance of backup and protective systems, our systems remain potentially vulnerable to cybersecurity threats, any of which could have a material adverse effect on our business. We believe our mitigation measures reduce, but cannot eliminate, the risk of a cybersecurity incident. Despite any precautions we may take, a cybersecurity incident could harm our reputation and
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
reputational harm, especially if our products are involved. Risks related to our use of distributors may reduce sales, increase expenses, and weaken our competitive position.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
A pandemic or widespread outbreak of an illness or other health issue could negatively affect our business, making it more difficult and expensive to meet our obligations to our customers, and could result in reduced demand from our customers.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
Our operations are vulnerable to global events, including pandemics like COVID-19. Despite precautions, such outbreaks can lead to business shutdowns, illness, quarantines, and workforce disruptions. Events in key regions such as North America, Europe, or China could significantly impact commercial activity, adversely affecting our financial condition, operations, and prospects.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
If operations are curtailed, we may need alternative suppliers or staff, which could be more expensive, unavailable, or cause shipment delays, impacting results. A disruption in product design could delay new product introductions, while affected customers may reduce or delay purchases, further impacting our operations.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
harm our profitability. Changes in governmental regulations or a decline in government funding of research or education could reduce some customers’ ability to purchase our products.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
Inflation also leads to increased interest rates as country monetary policies combat inflation. This can result in reduced economic growth and recessionary conditions, as well as higher borrowing costs.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedRisk Factors
Global inflation significantly increased in 2022 and 2021 related to the COVID-19 economic recovery and associated disruptions in global demand, supply chains/logistics, and labor markets, as well as the war in Ukraine and related significant increase in energy costs. While the global inflation rate began to ease in 2023 and 2024 as a result of central bank policy tightening, core inflation has proved persistent as a result of the preceding factors, in addition to others such as the escalating number of significant geopolitical conflicts throughout the world.
Read it in 10-K 2025-02-07 at sec.gov ↗
RewordedRisk Factors
Economic uncertainty and challenging market conditions in many parts of the world, including the impact of high inflationary environments and governmental monetary policies and related interest rates to combat inflation, the war in Ukraine, continuing conflicts in the Middle East, international trade disputes, tariffs, inflation, governmental monetary policies, interest rates, armed conflicts, and sovereign debt levels in the European Union and the United States, are situations that we monitor closely.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
For example, it could make it more difficult for us to satisfy our obligations under our debt instruments; and require us to dedicate a substantial portion of our cash flow to payments on our indebtedness, which would reduce the amount of cash flow available to fund working capital, capital expenditures, product development, and other corporate requirements; increase our vulnerability to general adverse economic and industry conditions, including changes in raw material costs; limit our ability to respond to business opportunities; limit our ability to borrow additional funds, which may be necessary; and subject us to financial and other restrictive covenants, which, if we fail to comply with these covenants and our failure is not waived or cured, could result in an event of default under our debt instruments. as more fully described below.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
In the past, there have been There are concerns regarding the debt burden of certain Eurozone countries and their ability to meet future financial obligations. obligations, as a result of rising interest rates, fiscal pressures from defense spending, and slow growth.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
As a result, we We may not be successful in developing new products and software, and we may never realize the benefits of our research and development activities. activities, resulting in reduced sales, increased expenses, and a weakened competitive position.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
We have corporate programs in place to manage compliance and stakeholder expectations related to environmental matters, but increasing Increasing public interest in climate change topics may result in the enactment of additional disjointed governmental laws and regulations related to this subject area.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
In addition, we could be subject to investigation government investigation, which could materially increase our costs, reputational harm, fines, affect our reputation, subject us to fines and criminal prosecution, and other damages that could impact our profitability.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
If Prices have been affected by recently imposed tariffs are implemented and and, if we cannot continue to pass on the increased costs of tariffs to our customers, our margins could be impacted as we work to remain competitive.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
Our patents may do not provide complete protection or may expire, and expire from time to time, and competitors may develop have developed similar products that are may not be covered by our patents.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
If we experience any significant disruption in these facilities for any reason, such as global supply chain and production issues, changes in third-party service providers, pandemics, strikes or other labor unrest, labor shortages, power interruptions, cybersecurity attacks, fire, earthquakes, hurricanes, floods, rising water levels, other weather events or natural disasters (including the potential impacts of climate change), or other events beyond our control, we may be unable to satisfy customer demand for our products or services resulting in lost sales.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
When the Swiss franc strengthens euro weakens against our other trading currencies, particularly the U.S. dollar and euro, Swiss franc, our earnings also go down.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
We have significant protections in place to ensure we partner with responsible suppliers, but increased Increased demands may cause us to incur increased supply chain costs.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedRisk Factors
To remain competitive, we must continue to make significant investments in research and development, sales and marketing, customer service and support, and operational excellence throughout our supply chain to ensure that our products do not become technologically obsolete over time.
Read it in 10-K 2026-02-06 at sec.gov ↗
Quiet changesRisk Factors
However, the The Ukraine invasion and Middle East conflict could negatively affect our financial results and pose risks to our business.
Read it in 10-K 2026-02-06 at sec.gov ↗
Quiet changesRisk Factors
Any consolidation Consolidation within our market could result in certain competitors becoming larger and having greater financial and other resources than our own.
Read it in 10-K 2026-02-06 at sec.gov ↗
Quiet changesRisk Factors
In times of uncertainty, some customers delay investments or defer normal replacement cycles, which could have has an adverse impact on our sales.
Read it in 10-K 2026-02-06 at sec.gov ↗
Quiet changesRisk Factors
Our patents may have also be been challenged by third parties and invalidated or narrowed.
Read it in 10-K 2026-02-06 at sec.gov ↗
Quiet changesRisk Factors
Improper use or disclosure of our trade secrets may still could also occur.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
Net sales in U.S. dollars increased 4% in 2025 and 2% in 2024. Excluding the effect of currency exchange rate fluctuations, or in local currencies, net sales increased 3% in both 2025 and 2024. We estimate local currency net sales increased 4% in 2025 and were flat in 2024 excluding the impact of previously disclosed delayed shipments in 2023 and acquisitions.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
components of these faster-growing segments will change as various markets develop, and we will continue to leverage the breadth and scope of our product offering as new opportunities emerge.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
In 2025, the U.S. government enacted incremental tariff rates on U.S. imports from certain foreign countries. In response to the U.S. tariffs, the Chinese government implemented an additional tariff on imports from the U.S. We estimate that we incurred costs before mitigation actions from the 2025 incremental tariffs of approximately $50 million in 2025, and have implemented various actions to fully offset the effect of the current incremental tariffs in 2026. Incremental tariffs rates are currently 15% on imports from Switzerland, 25% on non-USMCA imports from Mexico, 30% on imports from China, 15% on imports from the European Union and 10% on imports from the United Kingdom. The U.S. government has indicated it may make further changes to tariff rates in the future that may adversely impact our financial results in future periods.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
The recent escalation in global trade disputes/tariffs has increased economic uncertainty in our end markets and the global economic environment, including increasing the risk of recession in many
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
countries, and market conditions may change quickly. Although we have implemented various actions to mitigate the effect of current tariffs, they could adversely impact our financial results and could have a greater impact on our operating results in future periods.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
Additional changes in global trade disputes/tariffs may negatively impact our gross margins in future periods. As previously mentioned, we have implemented various actions to mitigate the effect of the current tariffs.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
On July 4, 2025, the United States enacted new tax legislation into law. The legislation did not have a material impact on our annual income tax rate or consolidated financial statements.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
are expected to approximate $130 million subject to business and economic conditions and foreign currency fluctuations.
Read it in 10-K 2026-02-06 at sec.gov ↗
AddedMD&A
On July 4, 2025, the United States enacted new tax legislation into law. We reflected the impact of the legislation, which was not material, in 2025. We do not expect the legislation to have a material impact on our projected annual income tax rate or consolidated financial statements.
Read it in 10-K 2026-02-06 at sec.gov ↗
RemovedMD&A
Net sales in U.S. dollars increased 2% in 2024 and decreased 3% in 2023. Excluding the effect of currency exchange rate fluctuations, or in local currencies, net sales increased 3% in 2024 and decreased 3% in 2023. Net sales in 2023 were negatively impacted by approximately $58 million from our previously disclosed shipping delays related to a new external European logistics service provider, which were largely recovered in the first quarter of 2024. We estimate local currency net sales were flat in 2024 and decreased 1% in 2023 excluding the impact of the delayed shipments. Market demand in our core segments was soft in 2024, particularly in China. We continue to benefit from our strong global leadership positions, diversified customer base, innovative product offering, investment in emerging markets, significant installed base, and the impact of our sophisticated global sales and marketing programs. Examples of these programs include identifying and investing in growth and market penetration opportunities, more effectively pricing our products and services, increasing our sales force effectiveness through improved guidance and redirecting resources to our most promising growth opportunities, increasing the use of digital tools, and continuing to optimize our lead generation and lead nurturing processes.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedMD&A
currency translation and inter-segment pricing, offset in part by higher sales volume, favorable business mix, as well as benefits from our margin expansion and cost savings initiatives.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedMD&A
In September 2021, the Company entered into an agreement with the U.S. Department of Defense to increase domestic production capacity of pipette tips and enhance manufacturing automation and logistics. We received the maximum allowable funding of $35.8 million related to the agreement during prior years, which offset associated capital expenditures.
Read it in 10-K 2025-02-07 at sec.gov ↗
RemovedMD&A
The Inflation Reduction Act (IRA) was enacted in August, 2022. The IRA includes provisions imposing a 1% excise tax on net share repurchases that occur after December 31, 2022 and introduces a 15% corporate alternative minimum tax (CAMT) on adjusted financial statement income. The financial impact of the IRA is immaterial to our financial statements.
Read it in 10-K 2025-02-07 at sec.gov ↗
RewordedMD&A
Net sales of our food retailing products and services, which represented approximately 5% of our total net sales in 2024, decreased 14% 2025, increased 5% in both U.S. dollars and 3% in local currencies during 2024. 2025.We estimate food retailing local currency net sales increased 5% in 2025 excluding the impact of the previously disclosed delayed shipments in 2023.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Net sales of our laboratory products and services, which represented approximately 56% of our total net sales in 2024, 2025, increased 6% 3% in both U.S. dollars and 1% in local currencies during 2024. 2025.We estimate laboratory local currency net sales increased 3% in 2025 excluding the impact of the previously disclosed delayed shipments in 2023.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Net The growth in net sales to external customers benefited approximately 4% in 2024 and were during 2025 was reduced by approximately 2% in 2023 from the previously disclosed shipping delays in 2023. delays, which benefited 2024 net sales by approximately 4%.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
This represents an increase increases of 4% in 2025 and 2% in 2024 and a decrease of 3% in 2023 in U.S. dollars and an increase increases of 3% in both 2025 and 2024 and a decrease of 3% in 2023 in local currencies.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Net sales of products increased 3% in U.S. dollars and 1% in local currencies during 2025 and 1% in both U.S. dollars and local currencies during 2024 and decreased 7% in U.S. dollars and 6% in local currencies in 2023. 2024.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Service revenue (including spare parts) increased 8% in U.S. dollars and 7% in local currencies in 2025, and increased 7% in both U.S. dollars and local currencies in 2024 and increased 10% in both U.S. dollars and local currencies in 2023. 2024.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Selling, general, and administrative expenses increased 7% in U.S. dollars and 5% in local currencies in 2025 and increased 4% in both U.S. dollars and local currencies in 2024 and decreased 4% in both U.S. dollars and local currencies in 2023. 2024.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
In accordance with our share repurchase program, we spent $850.0 $800 million in 2025 and $850 million and $900 million in 2024 and $900.0 million and $1.1 billion in 2023 and 2022, 2023, respectively, on the repurchase of 646,608 shares, 645,139 shares, and 691,913 shares, and 838,010 shares, respectively.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Overall, versus the prior year, we experienced a 1% decrease 3% increase in emerging market local currency sales by destination during 2024, 2025, which included an 11% local currency sales decline in China and a 10% local currency sales increase of 1% in China and 5% in other emerging markets. markets, respectively.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
The increase Segment profit increased in segment profit during 2024 2025 primarily relates due to increased higher net sales volume and our margin expansion initiatives, to other segments, offset in part by unfavorable foreign currency translation.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
Total Segment net sales in U.S. dollars increased 5% in 2025 and 6% in 2024 and decreased 2% in 2023, 2024, and in local currencies increased 1% in 2025 and 6% in 2024 and decreased 3% in 2023. 2024.
Read it in 10-K 2026-02-06 at sec.gov ↗
RewordedMD&A
However, there continues to be uncertainty in our end-markets, end-markets and the economic environment related to global trade/tariffs, governmental policies, the geopolitical environment, the conflict in Ukraine, and geopolitics, continuing instability in the Middle East and market conditions may change quickly.
Read it in 10-K 2026-02-06 at sec.gov ↗
