RemovedRisk Factors
We are subject to income taxes in the U.S. and various international jurisdictions. Changes in tax rates or tax laws by U.S. and international jurisdictions and tax audits could adversely impact Visteon’s financial results. The Company is in a position whereby losses incurred in certain tax jurisdictions generally provide no current financial statement benefit. In addition, certain jurisdictions have statutory rates greater than or less than the U.S. statutory rate. As such, changes in the mix and source of earnings between jurisdictions, including changes in tax rates in those jurisdictions, could have a significant impact on the Company’s overall effective tax rate in future periods. Additionally, in the ordinary course of business, we are subject to examinations by various tax authorities. Tax authorities in various jurisdictions could also open new examinations and expand existing examinations for which the outcomes cannot be predicted with certainty. Furthermore, changes in U.S. or foreign tax laws and regulations, or their interpretation and application, could also have a significant impact on the Company’s overall effective rate in future periods. For example, the Organization for Economic Cooperation and Development ("OECD"), the European Union, and several other countries, including those where our Company operates, have introduced a 15% global minimum tax on a country-by-country basis, with many jurisdictions committing to an effective enactment date of January 1, 2024. Although it is uncertain if the U.S. will adopt Pillar Two, many jurisdictions are updating their tax laws based on this framework. As we evaluate the impact of these legislative changes with the release of additional guidance, uncertainty remains about the timing and interpretation by tax authorities in affected regions. While the estimated impact on our 2024 effective tax rate is not material, these changes could negatively affect our effective tax rate, tax liabilities, and cash taxes in future years.
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RewordedRisk Factors
Despite recent trade negotiations between the U.S. and the Mexican, Canadian and Chinese governments, given the uncertainty regarding the scope and duration of any new tariffs, as well as the potential for additional tariffs or trade barriers by the U.S., Mexico, Canada, China or other countries, the The Company can provide no assurance that any strategies it implements to mitigate the impact of such tariffs or other trade actions will be successful.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedRisk Factors
As a result of the semiconductor shortages in recent years, years including the developing DRAM shortages, the Company continues to work closely with its suppliers and customers to minimize any potential adverse impacts of the semiconductor and DRAM supply shortage and monitor the availability of semiconductor microchips and other component parts and raw materials, customer vehicle production schedules, and any other supply chain inefficiencies that may arise, due to this or any other issue. shortages
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedRisk Factors
Failure by the Company or its suppliers to obtain the right to use third-party intellectual property could preclude the Company from selling certain products, and developments or assertions by or against the Company relating to intellectual property rights, could have materially adverse effects on the Company’s business, operating results, financial condition, and cash flow.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedRisk Factors
To the extent a breach occurs as noted above, or data is lost, destroyed, or inappropriately used or disclosed, such disruptions could lead to legal claims against the Company and adversely affect the Company’s competitive position, reputation, relationships with customers, financial condition, operating results, and cash flows and/or subject us to regulatory actions, including those contemplated by data privacy laws and regulations.
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RewordedRisk Factors
For example, in February 2025, the U.S. government imposed increasingly imposes or threatened threatens to impose new tariffs on imported products from Mexico, Canada Canada, the European Union and China and reciprocal tariffs globally.
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RewordedRisk Factors
The Company is highly dependent on Ford Motor Company and decreases Decreases in this customer’s these customers' vehicle production volumes would adversely affect the Company
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RewordedRisk Factors
The Company is highly dependent on Ford Motor Company and decreases in this customer’s vehicle production volumes would adversely affect the Company General Motors.
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RewordedRisk Factors
These or any further political or governmental developments or health concerns in Mexico, China, or other countries in which the Company operates or where its suppliers are located could result in social, economic, and labor instability.
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RewordedRisk Factors
Volatility While we typically hedge our foreign currency exposure, volatility in certain exchange rates could adversely impact Visteon's financial results and comparability of results from period to period.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedRisk Factors
Artificial Intelligence (“A.I”) A.I will continue to play an increasing role in the Company’s products and generating opportunities but also presents the risk that the Company’s products may be developed more cheaply with A.I. solutions or that a competitor’s A.I. offerings may be preferred over the Company’s product offerings.
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RewordedRisk Factors
Failure of the Company’s products or services to effectively protect against these vulnerabilities can damage its reputation and adversely affect its business, operating results. results, financial condition, and cash flow.
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RewordedRisk Factors
If actual production orders from its customers are not consistent with the projections used by the Company in calculating the amount of its awarded business, new business wins, the Company could realize substantially less revenue over the life of these projects than the projected estimate.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
Global light-vehicle production rose approximately 4% in 2025, based on January 2026 S&P Global data, while production volumes for the Company’s key customers decreased around 1%. In North America, retail demand remained resilient with U.S. seasonally adjusted retail sales above 16 million units in 2025, although electric-vehicle (“EV”) purchases softened in the fourth quarter following accelerated buying activity ahead of expiring tax credits. Industry production declined slightly, and production at the Company’s major customers declined at a slightly higher rate. In Europe, industry production decreased slightly compared to the prior year, while production at the Company’s top customers declined at a higher rate. Jaguar Land Rover (“JLR”) production was down significantly as operations were temporarily suspended during September and the company slowly ramped up production in the fourth quarter. In China, production increased by 10%, supported by continued share gains of domestic OEMs, and production at the Company’s key customers increased year over year but continued to lag the broader market due to ongoing shifts in OEM mix.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
For the full year 2026, S&P Global expects global light-vehicle production to decrease slightly compared to 2025, and production volumes for the Company’s key customers are anticipated to decline by a low-single-digit percentage. Market conditions remain mixed across regions, with retail demand in the U.S. remaining stable, though sales of EVs are expected to decline due to the recent expiration of certain tax credits. Retail demand in Europe is forecasted to increase slightly, while retail demand in China is forecasted to decline marginally due to recent changes in government incentives. In 2026, memory chip market conditions may create cost pressures and have the potential to affect industry production volumes, as memory supplier capacity is increasingly allocated to support growth in data center infrastructure. The impact of tariffs on the automotive industry remains uncertain, with the potential to increase production costs and weigh on future vehicle volumes; however, the effects have been minimal to date.
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AddedMD&A
The industry continues to face ongoing risks related to tariffs, vehicle affordability, economic uncertainty, geopolitical developments, production disruptions, and changes in customer market share. The potential impact on future periods’ financial statements, results of operations, and cash flows will depend on the evolution of tariff policies, plant production schedules, supply-chain conditions, and the pace of EV adoption.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
In 2025, Visteon continued to progress on its long-term growth strategy, making meaningful progress across product development, customer expansion, operational execution, and capital allocation, despite a challenging and uneven automotive environment.
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AddedMD&A
Sales were $3,768 million, down 3% year over year, reflecting lower customer commodity price recoveries, continued market weakness in China and lower demand for its battery management system. Despite these headwinds, Visteon continued to outperform underlying customer production trends, supported by new product launches, strong performance in displays, and disciplined commercial execution. Net income attributable to Visteon was $201 million, reflecting a decline from the prior year due largely to a higher income tax provision driven primarily by changes in the Company's valuation allowance assessments, offset in part by lower restructuring costs and higher earnings from non‑consolidated affiliates. Adjusted EBITDA1 was $492 million reflecting continued operational discipline and effective cost management despite lower reported sales.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
Strategic execution in 2025 was highlighted by strong new business momentum including next-generation cockpit technologies. During the year, Visteon secured $7.4 billion of new business awards across its product portfolio, reflecting broad-based customer demand for digital cockpits and advanced displays. Notably, the Company secured two SmartCore™ high-performance computing (“HPC”) program awards, reinforcing customer confidence in the scalability of its cockpit domain controller architecture and its ability to support increased software content and advanced in-cabin functionality. The 2025 business wins of $7.4 billion included $3.6 billion of new display wins across 17 OEM customers. The Company also launched 18 new display products and expanded beyond its core markets, securing $1.1 billion of new business in two-wheeler and commercial vehicle applications.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
Operationally, in 2025 Visteon delivered its fifth consecutive year of positive net income attributable to Visteon, by generating $201 million. While net income attributable to Visteon declined year‑over‑year driven primarily by changes in the Company's valuation allowance assessments, underlying profitability remained solid, supported by strong operational performance. Solid gross margin performance, disciplined cost actions, and continued commercial execution enabled the Company to maintain strong net income despite lower sales and industry volatility. The Company delivered its fifth consecutive year of Adjusted EBITDA1 margin expansion, reflecting strong cost performance and disciplined commercial management.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
AddedMD&A
In parallel with these commercial and operational achievements, Visteon generated strong cash flow from operations during the year, reflecting the strength of its earnings profile, disciplined working capital management, and capital efficiency. The Company also maintained a balanced approach to capital allocation, returning approximately $70 million to shareholders through share repurchases and dividends while also completing a second engineering services acquisition to further strengthen its capabilities.
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AddedMD&A
Taken together, these achievements demonstrate Visteon’s ability to execute across its strategic priorities, deliver measurable financial and operational results, and position the Company for sustained long-term growth.
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AddedMD&A
(In millions) Net Sales Cost of Sales Gross Margin December 31, 2024 $ 3,866 $ (3,335) $ 531 Volume, mix, and net new business (106) 85 (21) Customer pricing, net (141) — (141) Currency 1 — 1 Engineering costs, net — (35) (35) Cost performance, design changes, and other 148 49 197 December 31, 2025 $ 3,768 $ (3,236) $ 532
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AddedMD&A
Pension financing benefits, net decreased due to lower expected return on assets related to employee benefit plans.
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AddedMD&A
During the year ended December 31, 2025, the Company entered into an annuity contract to transfer a portion of its U.S. defined benefit pension obligations to a third‑party insurer, resulting in a settlement loss of $7 million.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RemovedMD&A
Industry vehicle volumes were approximately 89 million units in 2024, a modest decline compared to 2023 as the worldwide semiconductor and other supply related shortages began to ease, offset by mixed industry dynamics that reduced light vehicle production in Europe and North America. North America production levels were slightly lower as vehicle affordability affected consumer demand, partially offset by OEMs rebuilding inventories. Production levels in Europe were lower, with a weak macroeconomic environment and the expiration of government incentives on electric vehicles weighing on production. In China, domestic OEMs continued to gain market share amid intense price competition in a weak domestic market. Looking forward, vehicle production is expected to decline slightly in 2025, with Visteon’s customer production expected to decline mid-single digits, and ongoing risks related to vehicle affordability, economic uncertainty, potential geopolitical challenges, and customer market share changes. The magnitude of the impact on the financial statements, results of operations, and cash flows will be dependent on plant production schedules, supply chain impacts, global economic impacts, and electric vehicle adoption.
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RemovedMD&A
Visteon continued to focus on execution throughout 2024, building a foundation of sustainable growth, margin expansion, and cash flow generation. Visteon reported sales of $3,866 million, a year-over-year decrease of 2%, representing continued out-performance compared to customer production despite significant headwinds in the China market and lower supply chain recoveries from customers. Net Income attributable to Visteon of $274 million declined compared to the prior year primarily due to a larger deferred tax valuation allowance release in 2023 as compared to 2024. Adjusted EBITDA* was $474 million, a 9% increase compared to prior year due to strong commercial and cost discipline. Visteon continued to build the foundation for sustainable growth launching 95 new products during 2024. Visteon's next-generation products continue to be featured on its customer's key vehicles and platforms. Additionally, Visteon was awarded $6.1 billion in new business wins with strong representation in all product categories. Wins included clusters wins of approximately $1.1 billion, driven primarily by digital clusters, multiple SmartCore™ and infotainment wins with lifetime revenue in excess of $1.5 billion, multiple large multi-display wins bringing total displays wins to $2.6 billion for the year, and $0.7 billion of electrification wins highlighted by a power electronics win for an on-board charger and DC-DC converter.
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RemovedMD&A
changes and other decreased cost of sales by $203 million primarily due to lower recoveries from improving supply chain dynamics and manufacturing efficiencies.
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RemovedMD&A
The Company generated $427 million of cash from operating activities during the year ended December 31, 2024, as compared to $267 million during 2023 representing a $160 million increase.
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RemovedMD&A
The increase in cash from operations in 2024 when compared to the prior period is primarily attributable to higher Adjusted EBITDA of $40 million and improved working capital inflow of $95 million, primarily related to accounts receivable and accounts payable.
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RemovedMD&A
In developing the Company's estimates of future taxable income, the Company considers both the historical operating results adjusted for certain nonrecurring transactions, as well as the Company's actual forecasted state, federal, and foreign pretax operating income. These estimates, and the relative weights placed thereon, require the use of significant judgment and are consistent with the plans and estimates the Company is using to manage the underlying businesses.
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RemovedMD&A
If, based upon the weight of available evidence, it is more likely than not the deferred tax assets will not be realized, a valuation allowance is recorded.
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RemovedMD&A
Prior to the year ended December 31, 2023, the Company recorded a full valuation allowance against the U.S. deferred tax assets primarily due to historical cumulative losses.
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RemovedMD&A
For the year ended December 31, 2023, the Company evaluated both positive and negative evidence when considering if it was more likely than not that US deferred tax assets would be realized. The Company concluded that the positive evidence, which included the Company (1) being in a substantive three-year U.S. cumulative income position, (2) reporting U.S. income for 10 of the past 12 quarters, and (3) forecasting U.S. book and taxable income for the year ending December 31, 2024, outweighed the negative evidence (the Company’s history of losses).
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RemovedMD&A
More specifically, the Company’s forecast of future taxable income using its objective and verifiable earnings history, indicated that it was more likely than not that the Company would be able to realize a benefit for a substantial portion of its U.S. deferred tax assets, resulting in a partial release of its valuation allowance related to its U.S. deferred tax assets. The deferred tax assets not expected to be realized based on the Company’s projections relate primarily to the Company’s existing foreign tax credit carryforwards, as the Company has been and is expected to continue to generate excess credits in the near term, resulting in an inability to use all of its existing credits prior to their expiration dates; certain U.S. federal net operating loss carryforwards that were not expected to provide an incremental cash savings (i.e., they would only displace credits and deductions the Company would have otherwise had available to it); and State operating loss carryforwards with a limited carryforward. The Company recorded a $313 million income tax benefit related to the partial release of its U.S. valuation allowance as of December 31, 2023.
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RemovedMD&A
In evaluating the realizability of its U.S. deferred tax assets as of December 31, 2024, the Company considered all positive and negative evidence to determine whether the deferred tax assets are more likely than not to be realized. This assessment resulted in a $49 million income tax benefit, further reducing the U.S. valuation allowance. The change in evidence for assessing the realization of U.S. deferred taxes was primarily due to the Company's actual U.S. taxable income in 2024 exceeding the previous year’s projections, along with projections indicating continued U.S. taxable income in 2025.
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RemovedMD&A
The Company’s results of operations are heavily dependent upon customer orders. The potential impact of government actions, such as enforcement of tariffs, has not yet been included in the company’s projections but could have a significant impact on the realization of its deferred tax assets. Given the inherent uncertainty in estimating future events, including projected taxable income, any improvement or deterioration in the Company’s future operating performance could lead to significant changes in the Company's valuation allowance assessments. Factors influencing the remaining valuation allowance include variations in forecasted sales volumes, which depend on customer orders, potential changes in U.S. tax law (such as the capitalization of research and development costs), and the amount of future foreign tax credits generated (since these credits are utilized before the foreign tax credit carryforwards). Additionally, the complexity of determining U.S. taxable income and related foreign tax
Read it in 10-K Feb 18, 2025 at sec.govopen_in_new
RewordedMD&A
Year Ended December 31, (In millions) 2025 2024 2023 Change Net sales $ 3,768 $ 3,866 $ 3,954 $ (88) (98) Cost of sales (3,236) (3,335) (3,467) 132 99 Gross margin 532 531 487 44 1 Selling, general and administrative expenses (202) (207) (207) — Restructuring and impairment 5 Restructuring, net (8) (32) (5) (27) 24 Interest income (expense), net 9 2 (7) 9 7 Equity in net (loss) income of non-consolidated affiliates 8 (3) (10) 7 11 Other income (expense), net (1) 7 (1) 8 (8) Income (loss) before income taxes 338 298 257 41 40 Benefit from (provision for) income taxes (14) 248 (262) taxes2 (125) 8 (133) Net income (loss) 284 505 (221) (loss)2 213 306 (93) Less:
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedMD&A
Management’s Discussion For a complete analysis of our financial condition and Analysis results of Financial Condition and Results operations for fiscal year 2024, including the comparison to fiscal year 2023, refer to Part II, Item 7 of Operations in the Company's our Annual Report on Form 10-K 10‑K for fiscal the year 2023, which was ended December 31, 2024, filed with the Securities and Exchange Commission on February 20, 2024. 18, 2025.
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RewordedMD&A
In evaluating assessing the Company's ability to realize a benefit with respect to the realizability of deferred tax assets in the jurisdiction from which they arise, each jurisdiction, the Company considers evaluates all available positive and negative evidence, including historical and projected future taxable income, the expected timing of the reversals of existing temporary differences, the expected anticipated utilization of existing tax attribute carryforwards (e.g., such as net operating losses and foreign tax credits), credits, and available tax planning strategies.
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RewordedMD&A
The Company's accrual for recall claims is These accruals are based on the specific facts and circumstances underlying individual claims each matter, with support from the Company’s engineering, quality, and legal functions. functions and reflect management's best estimate of the obligations that will ultimately be incurred.
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RewordedMD&A
During the year ended December 31, 2024, 2025, Visteon spent paid a net cash outlay of $55 $50 million on inorganic growth, growth to acquire an advanced design a user experience electronics engineering consulting and R&D services firm and a software firm. consumer research company.
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RewordedMD&A
During the year ended December 31, 2024, 2025, cash contributions to the Company's U.S and non-U.S. employee retirement defined benefit plans were approximately $26 million. $17 million related to its U.S. plans and $7 million related to its non-U.S. plans.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedMD&A
Other cost performance, design changes and other decreased increased net sales by $41 million. $148 million primarily due to one-time items and sales from the non-recurrence of certain prior period one time commercial items. recently acquired engineering services companies.
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RewordedMD&A
This accrual is based on These estimates consider several factors including contractual arrangements, past experience, current claims, production changes, industry developments, dealership repair practices, repair time and various other considerations. relevant information available at the time the estimate is made.
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RewordedMD&A
The automotive mobility market is expected to grow faster than underlying vehicle production volumes as the vehicle shifts from analog to digital digital, incorporates increased connectivity through onboard computing, software and towards device cloud-enabled features, and cloud connected, electric vehicles, and vehicles with includes more advanced safety features.
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedMD&A
Year Ended December 31, (In millions) 2024 2023 Change Net sales $ 3,866 $ 3,954 $ (88) Cost of sales (3,335) (3,467) 132 Gross margin 531 487 44 Selling, general and administrative expenses (207) (207) — Restructuring and impairment Restructuring, net (32) (5) (27) Interest income (expense), net 2 (7) 9 Equity in net (loss) income of non-consolidated affiliates (3) (10) 7 Other income (expense), net 7 (1) 8 Income (loss) before income taxes 298 257 41 Benefit from (provision for) income taxes (14) 248 (262) taxes2 8 330 (322) Net income (loss) 284 505 (221) (loss)2 306 587 (281) Less:
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new
RewordedMD&A
Net engineering costs, excluding currency, decreased increased cost of sales by $16 $35 million as a result of favorable timing of primarily driven by recently acquired engineering recoveries. services companies.
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RewordedMD&A
Year Ended December 31, (In millions) 2025 2024 2023 Pension financing benefits, net $ 11 8 $ 11 Pension settlement and curtailment (7) (4) Other gains (costs) (2) — Township settlement — (12) $ (1) $ 7 $ (1)
Read it in 10-K Feb 19, 2026 at sec.govopen_in_new