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Consumer staples · Tobacco · NYSE

PMPhilip Morris International

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The 10-K against last year's

293 changes: 42 added, 74 removed, 169 reworded, 8 quiet changes

10-K Feb 6, 2026 vs Feb 6, 2025
Risk FactorsRedline ↓
25.1%
of the text changed · 8,546 words now
29.1%
of the text changed · 24,026 words now
Legal ProceedingsRedline ↓
50.1%
of the text changed · 6,677 words now
Accounting PoliciesRedline ↓
12.6%
of the text changed · 2,482 words now

10-K 0001628280-26-005939 (2026-02-06) vs 10-K 0001413329-25-000013 (2025-02-06)

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.

Legal Proceedings 397 words changed in this paragraph; it is 32% similar to last year's version.
On November 18, 2024, a putative class action, Neumark In the tenth case, Austin Siegert v. Swedish Match North America LLC, was Philip Morris International Inc. et al, filed September 26, 2025, before the United States District Court for the Eastern District of Virginia. Connecticut, plaintiff alleges, among other things, addiction to nicotine resulting from the use of ZYN nicotine pouches. The complaint named PMI and Swedish Match North America LLC as the defendant. defendants. Plaintiff alleges that Swedish Match North America LLC violated federal and state antitrust laws by, among other things, driving a competitor from the market through purportedly baseless litigation and entering into an allegedly anticompetitive agreement with PMI whereby PMI, through an indirect subsidiary, acquired Swedish Match North America LLC and eliminated itself as a competitor in the U.S. nicotine pouch market. Plaintiff asserts claims under the Sherman Antitrust Act, the Clayton Antitrust Act, state antitrust law, and for unjust enrichment. Plaintiff seeks purports to represent classes comprised of (i) all natural persons, businesses, entities, and corporations persons who purchased ZYN in the United States and (ii) a subclass of persons who purchased ZYN at retail during in New York. Plaintiff alleges, among other things, that defendants misrepresented that ZYN is tobacco-free; misled consumers regarding ZYN’s nicotine strength and addictive potential; and deployed misleading advertisements geared towards those under the class period; legal age. Plaintiff asserts claims for violations of New York General Business Law § 349 (deceptive and (ii) all natural persons, businesses, entities, unfair trade practices); violations of New York General Business Law § 350 (misleading advertising); violations of state consumer protection statutes; and corporations in breaches of the United States who live in states that have certain antitrust statutes who purchase ZYN at retail during the class period. implied warranty of merchantability. Plaintiff is seeking damages (including treble damages as available under antitrust laws), costs, attorneys’ fees, disgorgement of profit, pre- seeks compensatory, statutory and post-judgment punitive damages, attorney’s fees and expenses, prejudgment interest, and declaratory and injunctive relief (including a declaration that the acquisition of Swedish Match North America LLC by PMI is unlawful and must result in divestiture or be enjoined). relief. On January 15, October 30, 2025, Swedish Match North America LLC defendants filed a motion to dismiss stay the complaint with prejudice. Subsequently thereto, Plaintiff informed Swedish Match North America LLC proceedings until the court in the Kelly case, described above, issues a ruling on any motion for class certification that he will file an amended complaint, which is due the plaintiff in that case might bring. On November 3, 2025, the Court granted the motion to stay until the court in the Kelly case issues a ruling on February 10, 2025 class certification. At this time, no estimated loss has been accrued in the consolidated financial statements for this proceeding proceeding, and we cannot determine the likelihood of loss, or reasonably estimate a range of loss, if any, from this proceeding.

Source: Item 3, via Note 16 – Contingencies:, 10-K 0001628280-26-005939 vs Item 3, via Note 18 – Contingencies:, 10-K 0001413329-25-000013

Risk Factors 241 words changed in this paragraph; it is 63% similar to last year's version.
Some of the countries in which we operate face the threat of civil unrest and can be subject to regime changes. In others, nationalization, terrorism, conflict and the threats of war or acts of war may have a significant impact on the business environment. Factors beyond our control, such as, without limitation, natural disasters, disasters; extreme weather events, pandemics (including COVID-19), events; pandemics; adverse economic, political, regulatory, political or regulatory events; acts of war or threats of war war; formal or informal bans or boycotts or changes in consumer preferences resulting from geopolitical developments; geopolitical instability affecting international trade; or other developments developments, could disrupt or increase the expenses related to our supply chain, manufacturing capabilities, distribution capabilities, or the energy and other utility services required to operate our factories, warehouses, and other premises. Our business continuity plans and other safeguards might not always be effective to fully mitigate their impact. For example, Additionally, while we do not now expect that the recent and currently anticipated trade tariffs imposed by the U.S. and other countries will materially impact our business, the global pandemic outbreak tariff environment is volatile and further tariff or trade related developments could result in risks to PMI’s business, including increased production costs; limited market access; supplier financial condition degradation resulting in reduced or interrupted supplies; and price increases or other economic impacts that could reduce consumer demand. Any of the COVID-19 virus in 2020 created significant societal and economic disruption and the closure of stores, factories and offices, restrictions on manufacturing, distribution and travel, and supply chain disruptions, among other impacts. Additionally, while the supply chains our operations rely on are generally self-contained within their respective trade regions and have limited inflexible trade connections to markets that represent a high tariff risk, a broader increase in tariffs could disrupt our supply chains and increase our costs. Such these developments – including the impact of geopolitical disruptions resulting from the conflict in the Middle East and the impact on energy prices and availability in the EU and elsewhere resulting from the invasion of Ukraine by Russia – could cause significant volume declines in our duty-free Global Travel Retail business and certain other key markets; disrupt or delay our distribution, manufacturing or supply chain; increase currency volatility; increase costs of our materials and operations and lead to loss of property or equipment that are critical to our business in certain markets and difficulty in staffing and managing our operations, all of which could have a material adverse effect on our business, operations, volumes, revenues, cash flows, financial position, net earnings and profitability. We discuss additional risks associated with Russia's invasion of Ukraine and climate change, above.

Source: Item 1A, 10-K 0001628280-26-005939 vs Item 1A, 10-K 0001413329-25-000013

MD&A 193 words changed in this paragraph; it is 50% similar to last year's version.
The lower higher working capital requirements in 2024 2025 as compared with 2023 2024 were primarily due to more cash provided by used in inventories, coupled with more cash provided by used in accrued liabilities and other current assets, mainly reflecting the timing of excise tax-paid inventory movements primarily related to excise tax increases and the timing of the corresponding excise tax payments. Excise tax payments and less included the disputed supplemental tax surcharge on heated tobacco products in Germany of approximately $0.8 billion as PMI elected to pay the supplemental tax surcharge in January 2025 to avoid the future addition of interest (for further details refer to the MD&A Europe segment section where we describe the case). In addition, more cash used in accounts payable in 2024 income taxes primarily due to comparison with 2023 payment for higher IQOS ILUMA device purchases in the fourth quarter of 2022 to meet the needs of ILUMA launches. The favorable 2024 working capital comparison to 2023 is also impacted by higher 2023 working capital requirements following reflected the higher cost of tobacco leaf final 2017 U.S. Tax Cuts and other direct materials due to inflationary pressures (for further details, see “Impact of Inflation on Our Business and Mitigation Efforts” section of this MD&A), as well as tactical stock increases for certain direct materials. Jobs Act transition tax installment payment. These changes in the working capital requirements unfavorable movements were partly partially offset by more less cash used in accounts receivable mainly reflecting lower higher usage of our factoring arrangements to sell trade receivables, as well as the timing of sales and cash collections. For collections (for further detail on our factoring arrangements, details, see Item 8, Note 19. 17. Sale of Accounts Receivable. Receivable).

Source: Item 7, 10-K 0001628280-26-005939 vs Item 7, 10-K 0001413329-25-000013

Accounting Policies 178 words changed in this paragraph; it is 33% similar to last year's version.
In certain instances, PMI facilitates shipping and handling activities after control has transferred to the customer. PMI has elected to record all shipping and handling activities as costs to fulfill a contract. The shipping and handling costs that have not been incurred at the time revenue is recognized are accrued. PMI is a principal for majority of its arrangements and recognizes revenue at the transaction price, with the associated costs recorded in cost of sales. The transaction price is typically based on the amount billed to the customer and includes estimated variable consideration, where applicable. Such variable consideration is typically not constrained and is estimated based on the most likely amount that PMI expects to be entitled to under the terms of the contracts with customers, historical experience of discount or rebate redemption, where relevant, and the terms of any underlying discount or rebate programs, which may change from time to time as the business and product categories evolve. For arrangements where PMI acts as an agent, the net commission earned is recognized as revenue. PMI has elected to exclude excise taxes collected from customers from the measurement of the transaction price, thereby presenting revenues net of excise taxes. Estimated costs associated with warranty programs are generally provided for in cost of sales in the period the related revenues are recognized.

Source: Item 8, Note 2 – Summary of Significant Accounting Policies:, 10-K 0001628280-26-005939 vs Item 8, Note 2 – Summary of Significant Accounting Policies:, 10-K 0001413329-25-000013

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of PM's Risk Factors and MD&A, 10-K 2026-02-06 against 10-K 2025-02-06. Each links to the text at sec.gov.

RemovedRisk Factors
should not consider the following to be a complete discussion of all potential risks or uncertainties. We do not undertake to update any forward-looking statement that we may make from time to time, except in the normal course of our public disclosure obligations.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
Our key strategic priorities are to: (i) continue developing and commercializing products that present less risk of harm to adult smokers who switch to smoke-free products versus continued cigarette smoking; and (ii) encourage and educate current adult smokers who would otherwise continue to smoke cigarettes to switch to those products. For our efforts to be successful, we must:

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
for those adult smokers, our goal is to develop and offer SFPs with a scientifically substantiated risk-reduction profile that approaches as closely as possible the risk-reduction profile associated with smoking cessation;

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
substantiate the reduction of risk for the individual adult smoker and the reduction of harm to the population as a whole, based on scientific evidence of the highest standard that is made available for scrutiny and review by external independent scientists and relevant regulatory bodies; and

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
advocate for the development of science-based regulatory frameworks for the development and commercialization of SFPs, including the communication of scientifically substantiated information to enable adult smokers to make better choices.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
The World Health Organization (the "WHO") study group on tobacco product regulation published their ninth report on the scientific basis of tobacco product regulation in August 2023. The report is based on a review of scientific evidence related to novel and emerging nicotine and tobacco products, such as electronic nicotine delivery systems ("ENDS"), electronic non-nicotine delivery systems and HTPs. The report concludes by making a number of policy recommendations on HTPs and ENDS that, if implemented, could restrict both the availability of these products and the access to accurate information about them. In August 2021, the Framework Convention on Tobacco Control (the "FCTC") Secretariat published two reports on novel and emerging tobacco products to the Ninth Session of the CoP of the FCTC, which are not materially different from the WHO study group report. Substantive decisions based on these reports were deferred to the Tenth Session of the CoP ("CoP 10"). CoP 10 to the FCTC took place in February 2024. According to reports and decisions published, neither new decisions nor new policy recommendations on novel and emerging tobacco products were adopted. Specific Guidelines were adopted to address cross-border Tobacco Advertising, Promotion, and Sponsorship ("TAPS") and the depiction of tobacco in entertainment media. The Eleventh Session of the CoP is currently scheduled to take place in November 2025.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
Moreover, we also submitted additional premarket tobacco applications for other ZYN products after the September 9, 2020 deadline, and we are unable to market these products until the FDA authorizes such applications. In April 2024, we also submitted MRTPAs for ZYN products currently marketed in the U.S. and requested authorization of the modified risk claim. There is no guarantee that the ZYN products will receive the necessary authorizations from the FDA.

Read it in 10-K 2025-02-06 at sec.gov ↗

Show the other 16
RemovedRisk Factors
While we seek to mitigate our business risks associated with environmental issues, such as climate change, by establishing environmental goals and standards and seeking business partners, including within our supply chain, that are committed to operating in ways that protect the environment or mitigate environmental impacts, we recognize that there are inherent environmental-related risks, including climate change-related risks, wherever business is conducted. Among other potential impacts, climate change could influence the quality and volume of the agricultural products we rely on, including tobacco, due to several factors beyond our control, including more frequent variations in weather patterns, extreme weather events causing unexpected downtime and inventory losses, other adverse weather conditions, and governmental restrictions on trade, all of which may lead to disruption of operations at factories, warehouses and other premises.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
Furthermore, nature-related risks, including those related to natural ecosystems degradation, decreased agricultural productivity in certain regions of the world, biodiversity loss, water resource depletion and deforestation, which are partially driven or exacerbated by climate change, may negatively impact the resilience of, or otherwise disrupt, our business operations or those of our suppliers and business partners.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedRisk Factors
Our business is subject to changes in adult consumer preferences, which may be influenced by local economic conditions, accessibility to our products and availability of accurate information related to our products.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
Following the combination and the progress in 2023 toward the integration of the Swedish Match business into PMI's existing regional structure, PMI updated in January 2024 its segment reporting by including the former Swedish Match segment results into the four existing geographical segments. Our four geographical segments are as follows:

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
In 2022, we acquired Swedish Match AB, a market leader in oral nicotine delivery with a significant presence in the United States market. The Swedish Match acquisition was a key milestone in PMI’s transformation to becoming a smoke-free company. The Swedish Match product portfolio is complementary to our portfolio, permitting us to bring together a leading oral nicotine product with the leading heat-not-burn product.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
In 2022, we reached an agreement with Altria Group, Inc. to end our commercial relationship in the U.S. covering IQOS as of April 30, 2024. PMI now holds the full rights to commercialize IQOS in the U.S.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
For further details of our 2022 acquisition of Swedish Match, as well as the agreement with Altria Group, Inc. discussed above, see Item 8, Note 3. Acquisitions and Divestitures and the "Business Environment" section of this Item 7.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
During the second quarter of 2024, PMI completed its annual review of goodwill and non-amortizable intangible assets for potential impairment using a quantitative assessment for all of its reporting units and non-amortizable intangible assets. As a result of this review, no impairment charges were required.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
At December 31, 2024, the carrying value of our goodwill was $16.6 billion, which is related to eleven geographical reporting units, each consisting of a group of markets with similar operating and economic characteristics, and the Wellness and Healthcare business. The estimated fair value of each of our twelve reporting units and non-amortizable intangible assets exceeded the carrying value as of December 31, 2024.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
comprehensive losses on the consolidated balance sheet and recognized in the consolidated statement of earnings into the same line item as the impact of the underlying transaction and in the periods when the related hedged transactions are also recognized in operating results. Gain (losses) related to derivatives contracts for which hedge accounting provisions have not been elected are recognized in the consolidated statement of earnings.

Read it in 10-K 2025-02-06 at sec.gov ↗

RemovedMD&A
Our total cigarette and HTU shipment volume increased by 2.5% (HTU shipments increased by 11.6%, while cigarette shipments increased by 0.6%) with increases across all regions except the Americas.

Read it in 10-K 2025-02-06 at sec.gov ↗

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