Amphenol Corporation (APH) 2024年年度報告「NYSE」.pdf

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1、2024 ANNUALREPORTEnabling the Electronics RevolutionAbout AmphenolAmphenol is one of the worlds largest providers of high-technology interconnect,sensor and antenna solutions.Our products Enable the Electronics Revolution across virtually every end market,including Automotive,Broadband Communication

2、s,Commercial Aerospace,Defense,Industrial,Information Technology and Data Communications,Mobile Devices and Mobile Networks.Headquartered in Wallingford,Connecticut USA,Amphenol had approximately 125,000 talented and driven employees worldwide at the end of 2024.How We Create ValueHigh Performance C

3、ultureBalanced End Market ExposureCOST CONTROLrelentless costmanagementNO EXCUSESclear accountabilityfor resultsAGILE&FLEXIBLEquick response tochanging marketsENTREPRENEURIALapproximately 140GMs worldwideMobile Devices9%LONGERCYCLEDefense11%Industrial24%SHORTERCYCLEAutomotive20%CommercialAerospace6%

4、IT Datacom24%MobileNetworks3%Broadband3%Global Presence and ReachDisciplined Acquisition StrategyNorth America40%Asia40%Europe17%Rest of World3%Manufacturingin over40 countriesacross sixcontinentsMore than 50 companies acquired in the last 10 years Acquirer of choice Focused on high-quality manageme

5、nt teams with complementary technology Successful acquisition program in a fragmented but consolidating marketCUMULATIVE 5-YEAR TOTAL SHAREHOLDER RETURNAmphenol CorporationDow Jones U.S.Electrical Components&Equipment IndexS&P 500 Index$50$100$150$200$250$300202420232022202120202019The graph compare

6、s the cumulative total shareholder return of Amphenol over a period of five years ending December 31,2024 with the performance of the Standard&Poors 500(“S&P 500”)Stock Index and the Dow Jones U.S.Electrical Components&Equipment Index.This graph assumes that$100 was invested in the common stock of A

7、mphenol and each index on December 31,2019,reflects reinvested dividends,and is weighted on a market capitalization basis as of the beginning of each year.Each reported data point represents the last trading day of each calendar year.The comparisons in the graph are based upon historical data and ar

8、e not indicative of,nor intended to forecast,future performance.2024 ANNUAL REPORT12024 Financial HighlightsFor the Years Ended December 31202420232022In millions,except per share dataNet sales$15,223$12,555$12,623Operating income$3,157$2,560$2,586Net income from continuing operations attributable t

9、o stockholders$2,424$1,928$1,902Diluted earnings from continuing operations per common share(GAAP)$1.92$1.55$1.53Adjusted diluted earnings from continuing operations per common share(non-GAAP)$1.89$1.51$1.50Cash flow provided by operating activities from continuing operations(GAAP)$2,815$2,529$2,175

10、Free cash flow(non-GAAP)$2,157$2,160$1,796Dividends declared per common share$0.55$0.425$0.405Sales$15.2BAdjusted Operating Margin21.7%Adjusted Diluted EPS$1.89Free Cash Flow$2.2B2020 2021 2022202420231,3281,1672,1601,796$In Millions2,1572020 2021 2022202420238,59912,62310,876$In Millions15,22312,55

11、519.2%20.7%20.0%21.7%20.7%2020 2021 20222024202320202021202220242023$0.94$1.24$1.51$1.50$1.89Financial Highlights are based on continuing operations only and exclude results associated with discontinued operations.Refer to Page 10 herein and Part II,Item 7.Managements Discussion and Analysis of Fina

12、ncial Condition and Results of Operations of the Companys Form 10-K included in this Annual Report for further discussion of the definitions of non-GAAP financial measures and reconciliations of non-GAAP financial measures to their most directly comparable U.S.GAAP financial measures.2AMPHENOL CORPO

13、RATIONEnabling the Electronics RevolutionOur products help to support and accelerate the electrification trend across multiple industries.2024 ANNUAL REPORT3Dear Fellow Shareholders:Amphenol delivered another outstanding year in 2024 with sales,operating margin and earnings reaching record levels.20

14、24 was a truly special year for our company.The Amphenol team delivered record performance,reaching historical highs in orders,sales,operating margins,operating cash flow and earnings per share.Our sales increased by 21%as reported and by 13%organically,significantly outpacing overall market growth,

15、as our teams around the world increased share with our existing customers while also capitalizing on new areas of growth.In addition,we delivered exceptional profitability in 2024,generating record Adjusted Operating Margins of 21.7%.This excellent margin performance was driven in particular by our

16、disciplined cost management amidst the Companys strong sales growth.We also converted our profitability into record operating cash flow of$2.8 billion in 2024,which we were then able to use to reinvest in new facilities,technologies and people,both organically and through our successful acquisition

17、program,all of which will help support future growth.Finally,we returned nearly$1.3 billion to shareholders during the year through our dividend and share buyback program.Key highlights from 2024 include:Sales reached$15.2 billion,growing 21%from 2023 Adjusted Operating Margin was 21.7%Adjusted Dilu

18、ted EPS was$1.89,growing 25%from 2023 Completed the acquisitions of Carlisle Interconnect Technologies(CIT)and Ltze,and signed an agreement to acquire the Andrew mobile networks business from CommScope,a transaction that closed earlier in 2025 Returned$1.3 billion to shareholders through dividends a

19、nd share buybacksOur strong performance this year was broad-based,with our entrepreneurial General Managers discovering and capitalizing upon growth opportunities across virtually all of our end markets.While we realized especially strong performance in the IT Datacom market,we also delivered double

20、-digit organic growth in the Commercial Air and Mobile Devices markets and we grew strongly in the Defense,Mobile Networks and Automotive markets.The diversity of our end market exposure remains a significant benefit for Amphenol.We continue to pursue our mission to be the Enabler of the Electronics

21、 Revolution.In 2024,our customers across all of our end markets remained focused on accelerating their investments and innovations in new technologies,all of which are enabled by Amphenols unique,high-technology interconnect,sensor and antenna solutions.Amidst all the exciting areas of the electroni

22、cs industry,one in particular attracted significant attention and investment this year data centers enabling artificial intelligence(AI).Amphenol has a wide range of products and solutions that help support interconnect applications throughout the entire AI ecosystem,uniquely positioning us to broad

23、ly support these build-outs that are using greater quantities of high-performance interconnect solutions compared to traditional data centers.We have worked hard over many years to position the Company with the widest array of customers who are developing these AI solutions,including hyperscale web

24、service providers;systems integrators;server,storage and networking equipment manufacturers;and the semiconductor providers who are also creating their own AI system designs.This breadth of exposure to customers throughout the IT Datacom market has served Amphenol well.What ties all of these AI desi

25、gn activities together from an interconnect perspective is that customers require ultra high-speed and low-latency,and they need to use less power.Our ability to design industry-leading interconnect solutions that satisfy these unique needs and to manufacture them at scale has allowed us to create s

26、ignificant value for our customers by meeting their rapidly growing demand for AI-related products.This positions the Company strongly as the AI revolution continues into 2025 and beyond.4AMPHENOL CORPORATIONCreating a Virtuous Cycle Through Our InvestmentsOur record 2024 operating performance helpe

27、d drive strong cash flow generation.Consistent with our overall capital allocation strategy,we returned a portion of this cash,or nearly$1.3 billion,to shareholders through our dividend and share buyback program.We also reinvested approximately$665 million in capital investments.These organic invest

28、ments supported technology developments that will drive future growth,including in areas like high-speed interconnect,active fiber optic interconnect,leading-edge harsh environment interconnect,next-generation power products,radio frequency technology and value-add interconnect and sensor systems.Ou

29、r capital investments also supported further expansions in our manufacturing footprint,as we look to diversify and expand our capabilities in the regions around the world where our customers want to be supported.In 2024,Amphenol continued its balanced approach to capital allocation by:Investing$665

30、million in capital investments;Increasing the Companys quarterly dividend by 50%to$0.165 per share;Returning$689 million to shareholders through the repurchase of 11.1 million shares of the Companys stock;and Announcing our two largest acquisitions to date CIT and Andrew both of which have now close

31、d,as well as adding value-enhancing capabilities through the acquisitions of Ltze in 2024 and LifeSync in early 2025.The acquisition of CIT,which closed in May 2024,significantly enhanced our product offerings for highly engineered harsh environment interconnect solutions while enabling Amphenol to

32、deliver a more comprehensive technology offering to our customers in the Commercial Air,Defense and Industrial markets.The acquisition of the Andrew mobile networks business from CommScope,which closed in early 2025,brings to Amphenol a leading portfolio of innovative and advanced technologies for t

33、he Mobile Networks market in the areas of base station antennas,distributed antenna systems and other related interconnect solutions,allowing us to further support our customers who are developing next-generation mobile networks around the world.We are also very proud to be bringing back the storied

34、 Andrew brand for this wonderful business,a brand with a history stretching back to the companys founding in 1937.On a combined basis,the CIT and Andrew acquisitions represented an investment of just over$4.1 billion for businesses that we expect to deliver more than$2 billion in sales in 2025,and a

35、dd unique and highly complementary product solutions,as well as more than 10,000 talented new team members to Amphenol.We also completed the acquisition of the U.S.and European businesses of Ltze,strengthening our harsh environment cable and cable assembly solutions for the Industrial market,and in

36、early 2025 we announced the acquisition of LifeSync,a high-technology provider of interconnect products for medical applications.These organic and inorganic investments have all been supported by our consistent and sustained strong cash flow generation which has allowed us to continually strengthen

37、our business.Over the long term,these investments are expected to be key enablers of our We acquired CIT during 2024,enhancing our product offerings for harsh environment solutions.In January 2025,we acquired Andrew,bringing a leading portolio of products in the Mobile Networks market.2024 ANNUAL RE

38、PORT5future performance as they drive further returns and cash flow that we are able to reinvest once again into new technologies and capabilities,which we then can leverage to drive even further growth.This virtuous cycle has been a key to the Companys long-term success.Why Customers Choose Ampheno

39、lAmphenols unique organizational culture is based on the core principle of entrepreneurship,which to us means taking full ownership and accountability for our actions,being agile in the face of change and quickly reacting to ever-evolving market conditions.Over the past few decades our agility has e

40、nabled us to realize success even amidst the most dynamic and unpredictable of environments,and we believe this culture will continue to serve us well into the future.Our organizational agility also positions us to capitalize on technology change.As technology continues to advance across all of our

41、end markets,our customers are facing increasingly complex challenges that require our innovative interconnect solutions.Our ability to design and manufacture these increasingly high-technology solutions is fundamental to the value we create for our customers.Our entrepreneurial culture also allows o

42、ur General Managers to constantly tailor their businesses to the unique needs of their customers and the dynamics of their markets.As a result,customers choose Amphenol for a wide variety of reasons.They might choose Amphenol because our products are on the leading edge of technology and we have the

43、 ability to meet our customers demanding technical requirements.Customers also might choose Amphenol because they have confidence in our ability to consistently execute and reliably deliver high-quality products.Ultimately,though,the reason that our customers choose Amphenol time and time again is t

44、he entrepreneurial mindset that is embodied in our 140 General Managers around the world who each have the full authority and accountability to do what it takes to support our customers and thereby capture incremental opportunities in a way that most companies are not able to match.Capitalizing on G

45、rowth While Mitigating RiskThe interconnect industry continued to be highly dynamic in 2024.Where our teams saw opportunities,we made sure we positioned ourselves to capitalize on them,whether through enhancing our technology offerings,adapting quickly to market changes,reacting to support customers

46、 or expanding our solutions and geographic footprint to further meet our customers growing needs.While we invested to support the strong 13%organic sales growth we saw in 2024,we were also careful to ensure we were prudently spending the Companys hard-earned money.We describe this as driving with on

47、e foot on the gas and one foot on the brake,which is the Amphenol practice of making sure we are ready to accelerate when opportunities arise,but that we are always poised to quickly adjust when demand slows.Ultimately this approach leads to strong growth with lower overall risk to the Companys fina

48、ncial condition.One of the ways we mitigate risk is by ensuring that we have balance and diversity across many different aspects of our business,which includes having a broad end market exposure,a wide range of customers,a global geographic presence and a diverse global team.Having a broad and balan

49、ced exposure to end markets and the customers within those markets helps us mitigate the risks from volatility that may arise in any given market while also ensuring that we are exposed to opportunities when they arise across all of our markets.Our diverse geographic exposure is another way we reduc

50、e risk.We operate approximately 300 manufacturing facilities across more than 40 countries around the world.The breadth of our global footprint limits our risk of overexposure to any specific geography or country,a critical asset in todays particularly dynamic geopolitical environment.This broad geo

51、graphic footprint also helps us remain close to our customers while also allowing us to adjust our manufacturing footprint as needed to meet their changing needs.These global operations are run by General Managers who are local to the countries in which they operate and who know best how to operate

52、in their respective environments.This enables Amphenol to be better prepared for whatever eventualities may arise.We closed the year with approximately 125,000 Amphenolians worldwide.6AMPHENOL CORPORATIONDelivering Sustained Long-Term PerformanceAmphenols record results in 2024 continued our history

53、 of delivering sustained superior long-term performance to our shareholders.Over the past ten years,Amphenol has delivered compound annual sales growth of 11%and earnings per share growth of 13%.In addition,we have expanded our Adjusted Operating Margin by more than 200 basis points during this peri

54、od,a clear reflection of the increasing value we are delivering to our customers.As our customers products have become more complex and our unique interconnect solutions have become more critical in solving their technical challenges,our performance has accelerated,with sales growing 40%and earnings

55、 per share increasing by more than 50%since 2021.This superior operating performance has created significant value for our shareholders.Our stock price has reflected this increased value,delivering a compound annual return of 18%over the past ten years,exceeding the performance of the S&P 500 by app

56、roximately seven percentage points.Amphenol has also consistently increased our dividend,with our annual dividend growing at a compound annual growth rate of 17%during this same ten-year period.Creating a sustainable business is also about ensuring our company will be around in the future.Beyond jus

57、t building a strong financial base for our business we also want to make sure we are creating a sustainable environment for the communities in which we operate.This means giving back to our local communities,limiting the environmental impact of our business and developing products that support our c

58、ustomers efforts to reduce their own environmental impact.All of these actions are not only the right thing to do,but are just good business.Exciting Opportunities Lay AheadThe interconnect market remains an exciting and compelling growth market,driven in large part by the Electronics Revolution tha

59、t is happening across all of our many end markets.As our customers look to create new and more complex products that solve their own customers needs,they require solutions that increasingly support more advanced capabilities.This creates an accelerating need for interconnect systems that solve for a

60、 wide array of trends including:Clean and Efficient:Environmentally friendly and more power efficient Connected and Mobile:Always on and available anywhere High Speed:Increased bandwidth,low latency Increased Complexity:Multiple connections,interconnect,sensors and antennas Harsh Environment:Ruggedi

61、zed for extreme vibration,temperature and pressureBeyond these long-term technology trends,the electronics market continues to evolve with new products being created that enable an extraordinary array of applications.As the technology advances in electronics have continually accelerated during my mo

62、re than 16 years as CEO,I believe Amphenols ability to capitalize on these new opportunities has only grown.I am often surprised and delighted by the new applications that we are enabling across the electronics industry,including personal robotics,next-generation aircraft and passenger vehicles,life

63、-saving medical devices,devices to monitor and connect buildings and cities,accelerated computing applications,next-generation consumer devices and countless other life-changing innovations.In addition,the combination of these new product innovations with the accelerated computing power from AI shou

64、ld unlock meaningful opportunities for our industry and create even more exciting opportunities that have not yet been imagined.What all of these products have in common is the need for an increasingly wide array of advanced interconnect solutions.Key Trends Driving Long-Term GrowthClean&EfficientCo

65、nnected&MobileHigh SpeedIncreased ComplexityHarsh Environment2024 ANNUAL REPORT7While 2024 was a truly successful year for Amphenol,I am confident that our future will be even more exciting.Our incredible team continues to develop new leading-edge capabilities and solutions,support our customers,ide

66、ntify attractive acquisition targets and limit our business risk.All of these actions,along with our commitment to continue investing to support our future growth,positions Amphenol to drive further robust sales growth and improved financial performance into the future.I am proud of the work our tea

67、m has done to deliver these excellent results in 2024 and it remains a true privilege to lead our passionate,driven,entrepreneurial and successful team of Amphenolians.The accountability of our General Managers and our unique entrepreneurial culture remain the bedrock of our success,and I am confide

68、nt that this strong culture will drive our continued out-performance for many years to come.Finally,I would like to thank every one of our now more than 125,000 employees around the world for their dedication,hard work,passion and drive to succeed.R.Adam NorwittPresident and Chief Executive OfficerR

69、efer to Part II,Item 7.“Managements Discussion and Analysis of Financial Condition and Results of Operations”of the Companys Form 10-K included in this Annual Report for the definitions of non-GAAP financial measures such as Organic Net Sales Growth,Adjusted Operating Margin and Adjusted Diluted EPS

70、,as well as reconciliations to their most directly comparable U.S.GAAP financial measures.Our ValuesAmphenols high-performance culture is united by our shared values.EthicalWe do the right thing,always.Maintaining our integrity and reputation will always be our priority.EmpoweredOur culture of owner

71、ship and accountability empowers our people to achieve industry-leading results.InnovativeWe are curious,focused and agile.These traits enable us to develop new solutions that solve our customers diverse needs.DiverseDiversity of our markets,products,geographies and workforce is a key pillar of our

72、continued success.We encourage and embrace diverse perspectives as they lead to better long-term outcomes for our business.Sustainable Sustainable business practices are at the core of how we conduct our operations.We believe that adopting sustainable business practices is not just the right thing t

73、o do as a global company,it is simply good business.8AMPHENOL CORPORATIONEnabling Electronics Across All MarketsAmphenols solutions are Enabling the Electronics Revolution across a wide variety of end markets and our diverse market exposure allows us to capitalize on these opportunities wherever the

74、y may occur.Today,our products enable growth in unmanned aerial vehicles,new airplane technologies,space exploration,factory automation,advanced medical equipment,electric vehicles,clean energy solutions,cloud computing,artificial intelligence,5G networks,rural broadband rollouts,the Internet of Thi

75、ngs and wearable devices,just to name a few.Defense and Commercial Aerospace New technology advances across the defense and commercial aerospace markets are providing increased opportunities for growth.As the leading provider of interconnect systems to the defense market,Amphenol is benefiting from

76、new opportunities in unmanned aerial vehicle systems,advanced aircraft designs and ruggedized surveillance and communications solutions.In other new applications like high-speed avionics,Amphenols product portfolio is perfectly suited for the high-speed,high-density demands of flight control systems

77、,both in military and commercial aircraft.Our products also enable the next generation of space exploration,including commercial space and development.IndustrialIn the industrial market,Amphenols interconnect and sensor solutions are used in high-power and high-reliability applications to enable new

78、 technologies including alternative and traditional energy generation,electrified heavy equipment and factory automation.Our products are also used in harsh environments to enable oil and gas,marine and lighting applications.In new technologies like vertical farming,our products help promote more ef

79、ficient crop production.In the medical market,our high-reliability solutions are also helping support new healthcare advances.Amphenols innovative sensor solutions are used in a wide range of medical applications including patient monitoring,respiratory care,medical instrumentation and surgical asse

80、mblies.AutomotiveAmphenols interconnect,sensor and antenna solutions for passenger vehicles help keep passengers comfortable and safe,while providing lighting,connectivity,power and entertainment inside and outside the vehicle.Our advanced technology solutions for hybrid and electric vehicles,as wel

81、l as our electrification applications in the industrial markets,are also helping to reduce emissions and support a cleaner environment.Our automotive portfolio combines the best of our interconnect,sensor,antenna,busbar and value-add cable assembly solutions to support customers across a wide variet

82、y of vehicle applications.From designing flex and sensor harnesses on the battery pack,to interconnect across vehicle systems,we focus on providing safety features,robust materials and innovative designs across a broad array of solutions.2024 ANNUAL REPORT9Beyond vehicles,our products also support c

83、harging infrastructure.We offer charging inlets,connectors and cable assemblies.Our unique offerings in all of these areas help create safer,more efficient and cleaner products for our customers.Information Technology and Data CommunicationsAmphenol is a world leader in providing high-speed connecto

84、rs and interconnect assemblies for a wide range of industries that enable the backbone of todays internet.Our customers include cloud and data center providers,traditional hardware manufacturers,systems integrators and chip makers who are designing complex systems,all of whom are demanding the highe

85、st performance possible.In addition,Amphenols interconnect and power solutions are supporting the growth in artificial intelligence and machine learning systems,which are using highly connected processing systems that require the fastest interconnect speeds with the lowest latency.With products that

86、 support all aspects of the modern data center,our industry-leading high-speed and power products play a critical role in enabling the continued expansion of bandwidth.Mobile Networks and BroadbandThe move to 5G wireless networks creates significant growth opportunities across virtually all of Amphe

87、nols end markets.In the mobile infrastructure market,our solutions span macro cellular networks,small cells,network infrastructures and distributed antenna systems,where our interconnect,fiber optic,cabinet and enclosure,cable and antenna solutions help increase the performance,availability and reli

88、ability of wireless communication networks throughout the world.While Amphenols mobile networks business will directly benefit from the continued roll out of next-generation wireless infrastructure,the new use cases created by 5G technologies are also a significant growth opportunity.In the automoti

89、ve market,5G will enable new technologies like connected vehicles and autonomous driving.In the medical market,remote surgery applications create new opportunities for interconnect solutions.Across a broad range of other industries,the continued proliferation of smart city infrastructures,artificial

90、 intelligence,virtual training,real-time health monitoring and the growth in Internet of Things devices will all be further enabled by 5G.Mobile DevicesOur solutions for mobile devices are designed to enable a wide array of smart phones,tablets,laptops and other mobile computing devices.Our solution

91、s also support wearable devices that are helping keep people connected,safe and healthy,with new applications for medical wearable devices expected to drive new growth opportunities in this market.As mobile device applications shift beyond personal computing,new applications for these devices used i

92、n passenger vehicles,factory floors,hospitals and many other industries will enable future areas of growth.Given the increasing complexity and connectedness of the electronics that facilitate our daily lives,our business is well positioned for long-term,sustainable growth.These opportunities span al

93、l of our end markets and our products serve to accelerate these important global trends.10AMPHENOL CORPORATIONAdditional Financial Data(dollars and shares in millions,except per share data)As of and for the Year Ended December 31,202420232022 2021 2020 Net sales by reportable business segment:Harsh

94、Environment Solutions$4,417.4$3,530.8$3,107.2$2,752.2$2,286.0 Communications Solutions6,323.84,912.85,652.44,832.14,056.2Interconnect and Sensor Systems 4,481.5 4,111.1 3,863.4 3,292.0 2,256.7$15,222.7$12,554.7$12,623.0$10,876.3$8,598.9 Net sales by geographic area:United States$5,272.3$4,405.4$4,15

95、5.2$3,155.9$2,494.0 Foreign 9,950.4 8,149.3 8,467.8 7,720.4 6,104.9$15,222.7$12,554.7$12,623.0$10,876.3$8,598.9 Operating income$3,156.9(1)$2,559.6(2)$2,585.8(3)$2,105.1(4)$1,638.4(5)Operating margin20.7%(1)20.4%(2)20.5%(3)19.4%(4)19.1%(5)Net income from continuing operations attributable to Ampheno

96、l Corporation$2,424.0(1)$1,928.0(2)$1,902.3(3)$1,569.4(4)$1,203.4(5)Net income from continuing operations per common sharediluted$1.92(1)$1.55(2)$1.53(3)$1.25(4)$0.98(5)Weighted average common shares outstandingdiluted1,263.61,241.21,242.01,251.01,230.0Backlog$6,058.9$4,040.9$4,079.4$3,809.1$2,380.4

97、 Cash,cash equivalents and short-term investments$3,335.4$1,660.2$1,434.2$1,241.4$1,738.1 Current and long-term debt$6,886.1$4,337.3$4,577.7$4,799.9$3,866.5 Cash flow provided by operating activities from continuing operations(GAAP)$2,814.7$2,528.7$2,174.6$1,523.9$1,592.0Capital expenditures(GAAP)(6

98、65.4)(372.8)(383.8)(360.4)(276.8)Proceeds from disposals of property,plant and equipment(GAAP)7.84.05.63.712.7Free Cash Flow(non-GAAP)$2,157.1$2,159.9$1,796.4$1,167.2$1,327.9Days sales outstanding in accounts receivable687073 71 72 Inventory turnover4.5X4.2X4.2X 4.5X 4.5X Working capital turnover2.7

99、X3.4X3.3X 3.1X 2.7X Fixed asset turnover8.9X9.5X10.5X 9.3X 8.2X Average employees107,23190,48691,253 85,266 77,788 Year-end common shares outstanding1,209.31,197.81,189.6 1,198.1 1,197.3 All data in the table above and footnotes below are on a continuing operations basis only and exclude results ass

100、ociated with discontinued operations.(1)2024 operating income(GAAP)includes acquisition-related expenses of$145.6,comprised primarily of(i)external transaction costs associated with acquisitions and the amortization related to the value associated with acquired backlog resulting from the acquisition

101、 of Carlisle Interconnect Technologies(“CIT”)(such acquisition-related expenses aggregating$127.4 as presented separately in the Consolidated Statements of Income)and(ii)the amortization of acquisition-related inventory step-up costs of$18.2 associated with the CIT acquisition(such costs are recorde

102、d in Cost of sales in the Consolidated Statements of Income).2024 net income from continuing operations attributable to Amphenol Corporation and net income from continuing operations per common sharediluted(GAAP)includes(a)excess tax benefits of$142.6($0.11 per share)related to stock-based compensat

103、ion resulting from stock option exercises and(b)a discrete tax benefit of$18.6($0.01 per share)related to the settlement of tax audits and associated lapses of statutes of limitation,along with a difference in a non-U.S.tax filing position,partially offset by(c)the aforementioned acquisition-related

104、 expenses of$145.6($119.3 after-tax,or$0.09 per share).Excluding these effects,Adjusted Operating Income,Adjusted Operating Margin,Adjusted Net Income from continuing operations attributable to Amphenol Corporation and adjusted net income from continuing operations per common sharediluted(“Adjusted

105、Diluted EPS”),each non-GAAP financial measures as defined in Part II,Item 7 of the Companys Form 10-K,were$3,302.5,21.7%,$2,382.1 and$1.89,respectively,for the year ended December 31,2024.(2)2023 operating income(GAAP)includes acquisition-related expenses of$34.6,comprised primarily of external tran

106、saction costs,along with the amortization related to the value associated with acquired backlog resulting from three of the acquisitions that closed in 2023.2023 net income from continuing operations attributable to Amphenol Corporation and net income from continuing operations per common sharedilut

107、ed(GAAP)include(a)excess tax benefits of$82.4($0.07 per share)related to stock-based compensation resulting from stock option exercises and(b)the gain of$5.4($0.00 per share)associated with a bargain purchase acquisition that closed in the second quarter of 2023,partially offset by(c)the aforementio

108、ned acquisition-related expenses of$34.6($30.2 after-tax,or$0.02 per share).Excluding these effects,Adjusted Operating Income(non-GAAP),Adjusted Operating Margin(non-GAAP),Adjusted Net Income from continuing operations attributable to Amphenol Corporation(non-GAAP)and Adjusted Diluted EPS(non-GAAP)w

109、ere$2,594.2,20.7%,$1,870.4 and$1.51,respectively,for the year ended December 31,2023.(3)2022 operating income(GAAP)includes acquisition-related expenses of$21.5,comprised primarily of the amortization related to the value associated with acquired backlog resulting from the two acquisitions that clos

110、ed in 2022,along with external transaction costs.2022 net income from continuing operations attributable to Amphenol Corporation and net income from continuing operations per common sharediluted(GAAP)include excess tax benefits of$56.0($0.05 per share)related to stock-based compensation resulting fr

111、om stock option exercises,partially offset by the aforementioned acquisition-related expenses of$21.5 ($18.4 after-tax,or$0.01 per share).Excluding these effects,Adjusted Operating Income(non-GAAP),Adjusted Operating Margin(non-GAAP),Adjusted Net Income from continuing operations attributable to Amp

112、henol Corporation(non-GAAP)and Adjusted Diluted EPS(non-GAAP)were$2,607.3,20.7%,$1,864.7 and$1.50,respectively,for the year ended December 31,2022.(4)2021 operating income(GAAP)includes acquisition-related expenses of$70.4,comprised primarily of transaction,severance,restructuring and certain non-ca

113、sh purchase accounting costs related to the acquisition of MTS Systems Corporation in the second quarter of 2021,along with external transaction costs and certain non-cash purchase accounting costs related to the acquisition of Halo Technology Limited in the fourth quarter of 2021.2021 net income fr

114、om continuing operations attributable to Amphenol Corporation and net income from continuing operations per common sharediluted(GAAP)include (a)excess tax benefits of$63.4($0.05 per share)related to stock-based compensation resulting from stock option exercises and(b)a discrete tax benefit of$14.9($

115、0.01 per share)related to the settlement of uncertain tax positions in certain non-U.S.jurisdictions,partially offset by(c)the aforementioned acquisition-related expenses of$70.4($57.3 after-tax,or$0.05 per share).Excluding these effects,Adjusted Operating Income(non-GAAP),Adjusted Operating Margin(

116、non-GAAP),Adjusted Net Income from continuing operations attributable to Amphenol Corporation(non-GAAP)and Adjusted Diluted EPS(non-GAAP)were$2,175.5,20.0%,$1,548.4 and$1.24,respectively,for the year ended December 31,2021.(5)2020 operating income(GAAP)includes acquisition-related expenses of$11.5,c

117、omprised primarily of external transaction costs related to acquisitions that were announced or closed.2020 net income from continuing operations attributable to Amphenol Corporation and net income from continuing operations per common sharediluted(GAAP)include(a)excess tax benefits of$42.8($0.03 pe

118、r share)related to stock-based compensation resulting from stock option exercises and(b)a discrete tax benefit of$19.9($0.02 per share)related to the settlements of refund claims in a non-U.S.jurisdiction and the resulting adjustments to deferred taxes,partially offset by(c)the aforementioned acquis

119、ition-related expenses of$11.5($10.7 after-tax,or$0.01 per share).Excluding these effects,Adjusted Operating Income(non-GAAP),Adjusted Operating Margin(non-GAAP),Adjusted Net Income from continuing operations attributable to Amphenol Corporation(non-GAAP)and Adjusted Diluted EPS(non-GAAP)were$1,649.

120、9,19.2%,$1,151.4 and$0.94,respectively,for the year ended December 31,2020.Note:For definitions of non-GAAP financial measures and reconciliations to their most directly comparable U.S.GAAP financial measures for the years ended December 31,2024,2023 and 2022,refer to Part II,Item 7.Managements Disc

121、ussion and Analysis of Financial Condition and Results of Operations of the Companys Form 10-K for the year ended December 31,2024,included in this Annual Report.UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington,D.C.20549 FORM 10-K (Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF

122、THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31,2024 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number:1-10879 AMPHENOL CORPORATION(Exact name of Registrant as specified in its

123、 charter)Delaware(State or other jurisdiction of incorporation or organization)22-2785165(I.R.S.Employer Identification No.)358 Hall Avenue,Wallingford,Connecticut 06492(Address of principal executive offices,including zip code)203-265-8900(Registrants telephone number,including area code)Securities

124、 registered pursuant to Section 12(b)of the Act:Title of each class Trading Symbol(s)Name of each exchange on which registered Class A Common Stock,$0.001 par value APH New York Stock Exchange Securities registered pursuant to Section 12(g)of the Act:None Indicate by check mark if the registrant is

125、a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be file

126、d by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant

127、 has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the

128、 registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company,”and“emerging growth company”in Rule 12b-2 of the Exchange Ac

129、t.Large Accelerated Filer Accelerated Filer Non-accelerated Filer Smaller Reporting Company Emerging Growth Company If an emerging growth company,indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

130、standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S

131、.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previous

132、ly issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).Indicate

133、by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No As of June 30,2024,the aggregate market value of Amphenol Corporation Class A Common Stock(based upon the closing price of such stock on the New York Stock Exchange)held by non-affiliates was approxim

134、ately$70,603 million.As of January 31,2025,the total number of shares outstanding of Registrants Class A Common Stock was 1,211,081,107.DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrants definitive proxy statement,which is expected to be filed within 120 days following the end of the fi

135、scal year covered by this report,are incorporated by reference into Part III hereof.1 INDEX Page PART I Item 1.Business.2 General.2 Reportable Business Segments.2 Our Strategy.4 Markets.5 Customers and Geographies.7 Manufacturing.8 Research and Development.8 Intellectual Property.9 Raw Materials.9 C

136、ompetition.9 Backlog and Seasonality.10 Environmental Matters.10 Government Regulation.10 Human Capital Management and Our Culture.10 Sustainability Report.11 Available Information.12 Item 1A.Risk Factors.12 Item 1B.Unresolved Staff Comments.22 Item 1C.Cybersecurity.22 Item 2.Properties.23 Item 3.Le

137、gal Proceedings.23 Item 4.Mine Safety Disclosures.23 PART II Item 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities.24 Item 6.Reserved.26 Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations.27 Item 7A.

138、Quantitative and Qualitative Disclosures About Market Risk.48 Item 8.Financial Statements and Supplementary Data.50 Report of Independent Registered Public Accounting Firm.50 Consolidated Statements of Income.52 Consolidated Statements of Comprehensive Income.53 Consolidated Balance Sheets.54 Consol

139、idated Statements of Changes in Equity.55 Consolidated Statements of Cash Flow.56 Notes to Consolidated Financial Statements.57 Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.95 Item 9A.Controls and Procedures.95 Item 9B.Other Information.95 Item 9C.Discl

140、osure Regarding Foreign Jurisdictions that Prevent Inspections.95 PART III Item 10.Directors,Executive Officers and Corporate Governance.96 Item 11.Executive Compensation.96 Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.96 Item 13.Certain Rela

141、tionships and Related Transactions,and Director Independence.97 Item 14.Principal Accountant Fees and Services.97 PART IV Item 15.Exhibits and Financial Statement Schedules.98 Item 16.Form 10-K Summary.101 Signatures .103 2 Cautionary Note Regarding Forward-Looking Statements This Annual Report on F

142、orm 10-K(“Annual Report”)includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933,as amended,and Section 21E of the Securities Exchange Act of 1934,as amended(the“Exchange Act”).Such

143、 forward-looking statements are based on our managements assumptions and beliefs about future events or circumstances using information currently available,and,as a result,they are subject to risks and uncertainties.Forward-looking statements address events or developments that Amphenol Corporation(

144、together with its subsidiaries,“Amphenol,”the“Company,”“we,”“our,”or“us”)expects or believes may or will occur in the future.These forward-looking statements,which address the Companys expected business and financial performance and financial condition,among other matters,may contain words and terms

145、 such as:“anticipate,”“believe,”“commit,”“continue,”“could,”“estimate,”“expect,”“forecast,”“guidance,”“intend,”“look ahead,”“may,”“ongoing,”“optimistic,”“plan,”“potential,”“predict,”“project,”“seek,”“should,”“target,”“will”or“would”and other words and terms of similar meaning.Forward-looking stateme

146、nts by their nature address matters that are,to different degrees,uncertain,such as statements about expected earnings,revenues,growth,liquidity,effective tax rate,interest rates,the expected timing for the closing of certain acquisitions or other matters.Although the Company believes the expectatio

147、ns reflected in all forward-looking statements are based upon reasonable assumptions,the expectations may not be attained or there may be material deviation.Readers and investors are cautioned not to place undue reliance on these forward-looking statements,which speak only as of the date on which th

148、ey are made.There are risks and uncertainties that could cause actual results to differ materially from these forward-looking statements.A description of some of these uncertainties and other risks is set forth under the caption“Risk Factors”in Part I,Item 1A and elsewhere in this Annual Report,as w

149、ell as other reports filed with the Securities and Exchange Commission(“SEC”),including,but not limited to,Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.There may be other risks and uncertainties not identified in these documents(that we either currently do not expect to have an adv

150、erse effect on our business or that we are unable to predict or identify at the time of this Annual Report)that may cause the Companys actual future results to be materially different from those expressed in any forward-looking statements.Our forward-looking statements may also be impacted by,among

151、other things,future tax,regulatory and other legal changes that may arise in any of the jurisdictions in which we operate.The Company undertakes no obligation to update or revise any forward-looking statements except as required by law.PART I Item 1.Business General Amphenol Corporation is one of th

152、e worlds largest designers,manufacturers and marketers of electrical,electronic and fiber optic connectors and interconnect systems,antennas,sensors and sensor-based products and coaxial,high-speed and specialty cable.The Company estimates,based on recent reports of industry analysts,that worldwide

153、sales of interconnect and sensor-related products were approximately$250 billion in 2024.Certain predecessor businesses of the Company were founded in 1932,and the Company was incorporated under the laws of the State of Delaware in 1986.The Companys Class A Common Stock(“Common Stock”)began trading

154、on the New York Stock Exchange in 1991.Reportable Business Segments The Companys strategy is to provide our customers with comprehensive design capabilities,a broad selection of products and a high level of quality and service on a worldwide basis,while maintaining continuing programs of productivit

155、y improvement and cost control.The Company aligns its businesses into three reportable business segments:(i)Harsh Environment Solutions,(ii)Communications Solutions and(iii)Interconnect and Sensor Systems.This alignment and segment structure reinforces the Companys entrepreneurial culture and enable

156、s clear accountability of each of our business unit general managers,while enhancing the scalability of Amphenols business for the future.The Company has three segment managers who lead their respective reportable business segments,each reporting directly to the Companys Chief Executive Officer.All

157、segment information throughout this Annual Report is presented under our three reportable segments.4 Our Strategy The Companys overall strategy is to provide our customers with comprehensive design capabilities,a broad selection of products and a high level of quality and service on a worldwide basi

158、s,while maintaining continuing programs of productivity improvement and cost control.Specifically,our business strategy is as follows:Pursue broad market diversification-The Company constantly strives to increase the diversity of its markets,customers,applications and products.Due to the tremendous

159、variety of opportunities in the electronics industry,management believes that it is important to participate wherever significant growth opportunities are available.This diversification positions us to proliferate our technologies across the broadest array of opportunities and reduces our exposure t

160、o any one particular market,thereby reducing the variability of our financial performance.An overview of the Companys market and product participation is described under“Markets”.Develop high-technology performance-enhancing solutions-The Company seeks to expand the scope and number of its preferred

161、 supplier relationships with customers across its diverse end markets.The Company works closely with its customers at the design stage to create and manufacture innovative solutions.These products generally have higher value-added content than other interconnect,antenna and sensor products,and have

162、been developed across the Companys end markets.The Company is focused on technology leadership in the interconnect areas of radio frequency,power,harsh environment,high-speed and fiber optics,as well as antennas and sensors,as it views these technology areas to be of particular importance to our glo

163、bal customer base.Expand global presence-The Company is strategically expanding and shifting its global manufacturing,engineering,sales and service operations to better serve its existing customer base,penetrate developing markets and establish new customer relationships.As the Companys global custo

164、mers have grown their international operations to access developing world markets and lower manufacturing costs,the Company is continuing to expand and shift its international footprint in order to provide real-time capabilities to these customers.The majority of the Companys international operation

165、s have broad capabilities,including new product development.The Company is also able to take advantage of the lower manufacturing costs in some regions,and has established low-cost manufacturing and assembly facilities around the world.Control costs-The Company recognizes the importance in todays gl

166、obal marketplace of maintaining a competitive cost structure.Innovation,product quality and performance,and comprehensive customer service are not mutually exclusive with controlling costs.Controlling costs is part of a mindset.It is having the discipline to invest in programs that have a good retur

167、n,maintaining a cost structure as flexible as possible to respond to changes in the marketplace,working with suppliers and vendors in a fair but prudent way to ensure a reasonable cost for materials and services and creating a mindset where managers manage the Companys assets as if they were their o

168、wn.Pursue strategic acquisitions and investments-The Company believes that the industry in which it operates is highly fragmented and continues to provide significant opportunities for strategic acquisitions.As a result,we continue to pursue acquisitions of high-potential companies with strong manag

169、ement teams that complement our existing business while further expanding our product lines,technological capabilities and geographic presence.We seek to enhance the performance of acquired companies by leveraging Amphenols position with customers across our diverse end markets,our leading technolog

170、ies and our access to low-cost manufacturing around the world.In 2024,the Company invested approximately$2.2 billion to fund two acquisitions,while in 2023,the Company invested approximately$970 million to fund 10 acquisitions.Our acquisitions in 2024 and 2023 have strengthened our customer base and

171、 product offerings in many of our end markets and have brought new high-performing management teams into the Company.In particular,the acquisition in May 2024 of Carlisle Interconnect Technologies(“CIT”),a leading global supplier of harsh environment interconnect solutions,primarily to the commercia

172、l aerospace,defense and industrial end markets,with a wide range of products,including wire and cable,cable assemblies,contacts,connectors and sensors,represents one of the largest acquisitions in the Companys history.Management believes that CITs wide range of products are highly complementary to A

173、mphenols existing interconnect and sensor solutions.5 Foster collaborative,entrepreneurial management-Amphenols management system is designed to provide clear income statement and balance sheet responsibility in a flat organizational structure.Each general manager is enabled and incented to grow and

174、 develop their business and to think entrepreneurially in providing innovative,timely and cost-effective solutions to meet customer needs.In addition,Amphenols general managers have access to the resources of the larger organization and are encouraged to work collaboratively with their peers through

175、out the Company to meet the needs of the expanding marketplace and to achieve common goals.As the Company has grown,we have preserved this unique culture of entrepreneurship by ensuring that our executive organization can effectively drive the performance of and collaboration among our global genera

176、l managers.The alignment of the Companys businesses into three divisions(representing the Companys reportable business segments),each led by a segment manager reporting directly to the Chief Executive Officer,reinforces this culture and enables clear accountability,while enhancing the scalability of

177、 the Companys entrepreneurial organization.Markets The Company sells products to customers in a diversified set of end markets.For a discussion of certain risks related to the Companys end markets,refer to the subsection titled“Risks Related to our End Markets”included in Part I,Item 1A.Risk Factors

178、 herein.Automotive-Amphenol is a leading supplier of advanced interconnect systems,sensors and antennas for a growing array of automotive applications.In addition,Amphenol has developed advanced technology solutions for hybrid and electric vehicles and is working with leading global customers to pro

179、liferate these advanced interconnect products into next-generation automobiles.Sales into the automotive market represented approximately 20%of the Companys net sales in 2024,with sales into the following primary end applications:antennas lighting charging stations passenger connectivity climate con

180、trol power management electric vehicles safety and security systems engine management and control sensing systems exhaust monitoring and cleaning telematics systems hybrid vehicles transmission systems infotainment and communications Broadband Communications-Amphenol is a world leader in broadband c

181、ommunication products for cable,satellite and telecommunications-based video and data networks,with industry-leading engineering,design and manufacturing expertise.The Company offers a wide range of products to service the broadband market,including customer premises and distribution cable,connector

182、s and value-add interconnect products,passive components,active and passive fiber optic interconnect components,interconnect enclosures,as well as interconnect products integrated into headend equipment.Sales into the broadband communications market represented approximately 3%of the Companys net sa

183、les in 2024,with sales into the following primary end applications:cable,satellite&telecommunications networks network switching equipment customer premises equipment satellite interface devices high-speed internet hardware set-top boxes 6 Commercial Aerospace-Amphenol is a leading provider of high-

184、performance interconnect systems and components to the commercial aerospace market.In addition to connector and interconnect assembly products,the Company also provides rigid and flexible printed circuits,high-technology cable management products as well as sensors.Our products are specifically desi

185、gned to operate in the harsh environments of commercial aerospace,while also providing substantial weight reduction,simplified installation and/or minimal maintenance.Sales into the commercial aerospace market represented approximately 6%of the Companys net sales in 2024,with sales into the followin

186、g primary end applications:aircraft and airframe power distribution in-flight entertainment avionics in-flight internet connectivity controls and instrumentation lighting and control systems engines wire bundling and cable management Defense-Amphenol is a world leader in the design,manufacture and s

187、upply of high-performance interconnect systems for harsh environment aerospace and defense applications.Such products require superior performance and reliability under conditions of stress and in hostile environments such as vibration,pressure,humidity,radiation and rapid and severe temperature cha

188、nges.Amphenol provides an unparalleled product breadth,from aerospace and defense specification connectors to customized high-speed board level interconnects;from flexible to rigid printed circuit boards;from backplane systems to completely integrated assemblies;and from sensors to sensor-based syst

189、ems.Amphenol is a technology leader,participating in major programs from the earliest inception across each phase of the production cycle.Sales into the defense market represented approximately 11%of the Companys net sales in 2024,with sales into the following primary end applications:airframe naval

190、 avionics ordnance and missile systems communications radar systems engines rotorcraft ground vehicles and tanks satellite and space programs homeland security unmanned aerial vehicles Industrial-Amphenol is a technology leader in the design,manufacture and supply of high-performance interconnect sy

191、stems,sensors and antennas for a broad range of industrial applications.Amphenols core competencies include application-specific industrial interconnect solutions utilizing integrated assemblies,including with both cable and flexible printed circuits,as well as high-power interconnects requiring adv

192、anced engineering and system integration.In particular,our innovative solutions facilitate the increasing demands of embedded computing,power distribution and electrification within industrial applications.Sales into the industrial market represented approximately 24%of the Companys net sales in 202

193、4,with sales into the following primary end applications:agricultural equipment marine alternative and traditional energy generation medical equipment batteries and hybrid drive systems oil and gas entertainment power distribution factory and machine tool automation public safety heavy equipment rai

194、l mass transit instrumentation semiconductor manufacturing equipment internet of things smart manufacturing LED lighting transportation Information Technology and Data Communications-Amphenol is a global provider of interconnect solutions to designers,manufacturers and operators of internet-enabling

195、 systems.With our industry-leading high-speed,power and active and passive fiber optic interconnect technologies,together with superior simulation and testing capability and cost effectiveness,Amphenol is a market leader in interconnect development for the information technology and data communicati

196、ons(“IT datacom”)market.Our products enable a broad array of IT datacom systems and applications,including a growing range of systems to power artificial intelligence and machine learning.Whether industry standard or application-specific designs are required,Amphenol provides customers with products

197、 that enable performance at the leading edge of next-generation,high-speed,power and fiber optic technologies.Sales into the IT datacom market 7 represented approximately 24%of the Companys net sales in 2024,with sales into the following primary end applications:artificial intelligence(“AI”)servers

198、cloud computing and data centers storage systems gaming systems transmission networking equipment web service providers Mobile Devices-Amphenol designs and manufactures an extensive range of interconnect products,antennas and electromechanical components,including hinges,found in a wide array of mob

199、ile computing devices.Amphenols capability for high-volume production of these technically demanding,miniaturized products,combined with our speed of new product introduction,are critical drivers of the Companys long-term success in this market.Sales into the mobile devices market represented approx

200、imately 9%of the Companys net sales in 2024,with sales into the following primary end applications:consumer electronics production-related products mobile and smart phones,including accessories wearable and hearable devices mobile computing devices,including laptops,tablets and e-readers Mobile Netw

201、orks-Amphenol is a leading global interconnect solutions provider to the mobile networks market and offers a wide product portfolio,including antennas,cable,connectors and interconnect systems.The Companys products are used in current and next generation wireless communications standards,including i

202、n 5G networks.In addition,the Company works with service providers around the world to offer an array of antennas and installation-related site solution interconnect products.Sales into the mobile networks market represented approximately 3%of the Companys net sales in 2024,with sales into the follo

203、wing primary end applications:antenna systems mobile switches base stations radio links core network controllers small cells distributed antenna systems(DAS)Customers and Geographies The Company manufactures and sells a broad portfolio of products on a global basis to customers in a wide variety of

204、industries.Our customers include many of the leaders in their respective industries,and our relationships with them typically date back many years.We believe that our diversified customer base provides us with the opportunity to leverage our skills and experience across markets and reduces our expos

205、ure to particular end markets.Additionally,we believe that the diversity of our customer base is an important asset of the Company.For many years,customers have generally been consolidating their lists of qualified suppliers to companies that have the ability to meet certain technical,quality,delive

206、ry and other standards while maintaining geographic flexibility and competitive prices.The Company has positioned its global resources to compete effectively in this environment.As an industry leader,the Company has established close working relationships with many of its customers on a global basis

207、.These relationships allow the Company to better anticipate and respond to these customer needs when designing new products and new technical solutions.By working with customers to develop new products and technologies,the Company is able to identify and act on trends and leverage knowledge about ne

208、xt-generation technology across our portfolio of products.In addition,the Company has concentrated its efforts on service,procurement and manufacturing improvements designed to increase product quality and performance and lower product lead-time and cost.For a discussion of certain risks related to

209、the Companys sales,refer to the subsection titled“Risks Related to our End Markets”included in Part I,Item 1A.Risk Factors herein.The Companys products are sold to thousands of original equipment manufacturers(or OEMs)in numerous countries throughout the world.The Companys products are also sold to

210、electronic manufacturing services(EMS)companies,to original design manufacturers(or ODMs)and to service providers,including telecommunications network service providers and web service providers.No single customer accounted for 10%or more of the Companys net sales during the years ended December 31,

211、2024,2023 and 2022.8 The Company sells its products through its own global sales force,independent representatives and a global network of electronics distributors.The Companys sales to distributors represented approximately 18%and 17%of the Companys net sales in 2024 and 2023,respectively.In additi

212、on to product design teams and collaborative initiatives with customers,the Company uses key account managers to manage certain customer relationships on a global basis so that it can bring to bear its total resources to meet the worldwide needs of its multinational customers.Manufacturing The Compa

213、ny is a global manufacturer employing advanced manufacturing processes including molding,stamping,plating,turning,computer numerical control(CNC)machining,3D printing,extruding,die casting,certain other manufacturing,automation and assembly operations and proprietary process technology for connector

214、s,specialty and coaxial cable production,antenna and sensor fabrication.Outsourcing of certain manufacturing processes is used when cost-effective.Substantially all of the Companys manufacturing facilities operate under certification to management system standards of globally recognized,industry cer

215、tification organizations.Many of our facilities are certified to quality management systems,primarily ISO9001,but also may include ISO13485,AS9100,and IATF16949.In addition,approximately half of our facilities are also certified to environmental or occupational health and safety management systems,i

216、ncluding ISO14001 and ISO45001.The Companys manufacturing facilities are generally vertically integrated operations from the initial design stage through final design and manufacturing.The Company designs,manufactures and assembles its products at facilities in approximately 40 countries around the

217、world.Our global coverage positions us near many of our customers locations and allows us to assist them in consolidating their supply base and lowering their production and logistics costs.In addition,the Company generally relies on local management in every region,which we believe creates a high d

218、egree of organizational stability and operational agility,as well as a deeper understanding of local markets.We believe our broad and balanced geographic distribution lowers our exposure to particular geographies.This was evident in recent years,as we were generally able to support our customers eve

219、n if pandemic-related restrictions and other challenges were present in a particular geography.The Company believes that its global presence is an important competitive advantage,as it allows the Company to provide quality products on a timely and worldwide basis to its multinational customers,while

220、 at the same time offering a level of resiliency and diversification against local risks and challenges that may emerge in any single geography.The Company employs a global manufacturing strategy to provide proximity and reliable service to customers,while also lowering production and logistics cost

221、s.Our strategy is to maintain strong cost and quality controls in our manufacturing and assembly operations.The Company evaluates and adjusts its expense levels and workforce to reflect current business conditions and attempts to maximize operating profitability as well as the return on capital inve

222、stments.This strategy has been,and continues to be,critical to the Companys ability to mitigate any potential supply chain constraints.The Company sources materials and components for its products on a worldwide basis.To better serve certain high-volume customers,the Company has established faciliti

223、es near these major customers.The Company seeks to position its manufacturing and assembly facilities in order to serve local markets while coordinating,as appropriate,product design and manufacturing responsibility with the Companys other operations around the world.For a discussion of certain risk

224、s related to the Companys global operations,refer to the subsection titled“Risks Related to our Global Operations”included in Part I,Item 1A.Risk Factors herein.Research and Development The Companys product development strategy is to rely on product design teams at most of our business units around

225、the world working collaboratively with customers,which often results in the Company obtaining approved vendor status for its customers new products and programs.The Company focuses its research and development efforts primarily on those product areas that it believes have the potential for broad mar

226、ket applications and significant sales within a one-to three-year period.The Company seeks to have its products become widely accepted within the industry for similar applications and products manufactured by other potential customers,which the Company believes will provide additional sources of fut

227、ure revenue.At the end of 2024,our research,development and engineering efforts,which relate to the creation of new and improved products and processes,were supported by approximately 4,600 of our employees and were performed primarily by individual business units focused on specific markets and pro

228、duct technologies.9 Intellectual Property We own a significant portfolio of patents that principally relate to mechanical,electrical,radio frequency,optical and electronic features of interconnect,antenna and sensor products.We also own a portfolio of trademarks and are a licensee of various patents

229、 and trademarks.Patents for individual products extend for varying periods according to the date of patent filing or grant and the legal term of patents in the various countries where patent protection is obtained.Trademark rights may potentially extend for longer periods of time and are dependent u

230、pon the laws of various jurisdictions and the use of the trademarks.We also rely upon trade secrets,manufacturing know-how,continuing technological innovations and licensing opportunities to maintain and improve our competitive position.We review third-party proprietary rights,including patents and

231、patent applications,as available,in an effort to develop an effective intellectual property strategy,avoid infringement of third-party proprietary rights,identify licensing opportunities and monitor the intellectual property claims of others.From time to time,the Company is involved in disputes with

232、 third parties regarding the Companys or such third partys intellectual property assets,particularly patents.While we consider our patents and trademarks to be valuable assets,we do not believe that our competitive position or our operations are dependent upon or would be materially impacted by the

233、loss of any single patent or group of related patents,or by a third partys successful enforcement of its patents against us or any of our products.For a discussion of certain risks related to the Companys intellectual property,refer to the risk factor titled“We may experience difficulties in enforci

234、ng our intellectual property rights,which could result in loss of market share,and we may be subject to claims of infringement of the intellectual property rights of others”in Part I,Item 1A.Risk Factors herein.Raw Materials The Company purchases a wide variety of raw materials for the manufacture o

235、f its products,including(i)precious metals such as gold,silver and palladium,(ii)aluminum,steel,copper,titanium and metal alloy products and(iii)plastic materials.The Company also purchases a wide variety of mechanical and electronic components for the manufacturing of its products.Such raw material

236、s and components are generally available throughout the world and are purchased locally from a variety of suppliers.The Company is generally not dependent upon any one source for raw materials or components or,if one source is used,the Company generally attempts to protect itself through long-term s

237、upply agreements.From time to time,the Company has encountered,and in the future may encounter,difficulties in obtaining certain raw materials or components necessary for production at reasonable costs due to supply chain constraints and logistical challenges,which may include regulatory restriction

238、s and the imposition of additional tariffs.These difficulties may also negatively impact the pricing of materials and components sourced or used by the Company.While the Company does not currently anticipate significant,broad-based difficulties in obtaining raw materials or components necessary for

239、production,inflationary pressures and increased commodity prices may impact the cost and availability of certain raw materials and components used by the Company and result in supply shortages for discrete raw materials or components.For a discussion of certain risks related to the availability of a

240、nd dependence on raw materials and components,refer to the risk factor titled“The Company and certain of its suppliers and customers have experienced,and may in the future experience,difficulties obtaining certain raw materials and components,and the cost of certain of the Companys raw materials and

241、 components may increase”in Part I,Item 1A.Risk Factors herein.Information regarding our obligations related to commitments to purchase certain goods and services is disclosed in Note 14 of the Notes to Consolidated Financial Statements.Competition The Company encounters competition in all areas of

242、its business.The Company competes primarily on the basis of technology innovation,product quality and performance,price,customer service and delivery time.Primary competitors include Aptiv,Belden,CommScope,Eaton,Foxconn,Glenair,HARTING,Hirose,HUBER+SUHNER,ICT Luxshare,JAE,Jonhon,JST,Molex,Phoenix Co

243、ntact,Radiall,Rosenberger,Sensata,TE Connectivity and Yazaki,among others.In addition,the Company competes with a large number of smaller companies who compete in specific geographies,markets or products.For a discussion of certain risks related to competition,refer to the risk factor titled“The Com

244、pany encounters competition in all areas of our business”in Part I,Item 1A.Risk Factors herein.10 Backlog and Seasonality The Company estimates that its backlog of unfilled firm orders as of December 31,2024 was approximately$6.1 billion compared with backlog of approximately$4.0 billion as of Decem

245、ber 31,2023.The increase in the Companys backlog was primarily related to strong demand for the Companys products that support AI applications,as well as contributions from the Companys acquisition program.Orders typically fluctuate from quarter to quarter based on customer demand and general busine

246、ss conditions.Unfilled orders may generally be cancelled prior to shipment of goods.It is expected that nearly all of the Companys backlog will be filled within the next 12 months.A significant portion of the Companys business,such as sales to the communications-related markets and sales to distribu

247、tors,generally have short lead times.Therefore,backlog may not be indicative of future demand.Generally,the Company does not experience significant seasonality in its business,although historically,the strongest quarters have typically been the last two quarters of our fiscal year.Environmental Matt

248、ers Certain operations of the Company are subject to environmental laws and regulations that govern the discharge of pollutants into the air and water,as well as the handling and disposal of solid and hazardous wastes.The Company believes that its operations are currently in substantial compliance w

249、ith applicable environmental laws and regulations and that the costs of continuing compliance will not have a material adverse effect on the Companys financial condition,results of operations or cash flows.For more information on certain environmental matters,refer to Note 14 of the Notes to Consoli

250、dated Financial Statements.For a discussion of certain risks related to environmental matters,refer to the risk factor titled“The Company is subject to environmental laws and regulations that could adversely affect our business”in Part I,Item 1A.Risk Factors herein.Government Regulation As a global

251、company,we are subject to various laws and regulations applicable to parties doing business with the U.S.and other governments,including laws and regulations governing reporting obligations,interactions with government officials,performance of government contracts,the use and treatment of government

252、 furnished property and the nature of materials used in our products.In addition,the Company and its products are subject to import and export regulations present in each of the various jurisdictions in which we operate around the world.Certain of our products,including purchased components of such

253、products,are subject to U.S.and non-U.S.export control laws and regulations,and may be exported only with the required export license or through an export license exception.The issuances of such licenses,in particular within the defense market,are subject to complex laws and regulations that could c

254、hange frequently and with limited notice,depending on the jurisdiction,geopolitical events or other factors.The Company has systems in place to apply for licenses and to maintain compliance with any such regulations.Separately,we are required to comply with certain U.S.and non-U.S.economic sanctions

255、 and trade embargoes,as well as the terms of any preferential duty and/or tariff programs in which we participate.For a discussion of certain risks related to government regulation,including export and import controls and sanctions,refer to the risk factors titled“The Company is exposed to political

256、,economic,military and other risks related to operating in countries outside the United States,and changes in general economic conditions,geopolitical conditions,U.S.and other countries trade policies and other factors beyond the Companys control may adversely impact its business and operating resul

257、ts,”“The Company must comply with complex export and import controls as well as economic sanctions and trade embargoes imposed by the United States government and other countries,”“Our business and financial results may be adversely affected by government contracting risks,”and“Our international ope

258、rations require us to comply with anti-corruption laws and regulations of the U.S.government and various foreign jurisdictions,and our business reputation and financial results may be impaired by improper conduct by any of our employees,customers,suppliers,distributors or any other business partners

259、,”in Part I,Item 1A.Risk Factors herein.Human Capital Management and Our Culture The Companys success is closely tied to the capability,adaptability and accountability of our diverse,global organization.One of the key components of our business strategy is the fostering of a collaborative and entrep

260、reneurial management culture.Each of our general managers operates in a flat organizational structure and is enabled and incented to grow and develop their business,with the support of the resources of the larger organization.We believe this structure,with approximately 140 general managers running

261、unique,independent businesses,creates an environment and 11 culture where each of our general managers has a more direct link to the success of their individual businesses and a more personal connection to the employees they oversee and the communities in which they operate.As of December 31,2024,th

262、e Company had approximately 125,000 employees worldwide,of which approximately 12,000 were located in the United States.Less than 10%of Amphenols U.S.workforce is represented by an independent trade union or covered by collective bargaining.The Company believes that it has a good relationship with b

263、oth its unionized and non-unionized employees.Our Board of Directors(the“Board”)is actively involved in overseeing the Companys employee-related strategies and practices as well as the Companys culture.This oversight is conducted both directly and through certain of the Boards committees.At each of

264、its regularly scheduled quarterly meetings,the Board reviews changes in key personnel and,at least once a year,meets with management to discuss various human resources related topics.We believe the Companys culture has been a critical component of the Companys success and reinforcing that culture is

265、 a key responsibility of our executive management.Our business spans the globe,and the employees in our facilities reflect the diversity of the communities in which we operate.At Amphenol,we promote and maintain a culture of respect and appreciation of differences in our employees.The Company genera

266、lly relies on local management in every business unit to foster a strong culture consistent with the Companys values and to be cognizant of local circumstances and requirements,which we believe creates a high degree of organizational stability and a deep commitment to our people and the local commun

267、ity.A key hallmark of our structure is our entrepreneurial culture that creates clear accountability for each of our general managers,who are our key business leaders.Our core management team is comprised of these general managers and their controllers,as well as our group general managers and execu

268、tive management team.Women represented 22%of this core management team at the end of 2024.Of our total employees worldwide,approximately half are women.The safety and well-being of our employees is critical to the successful operation of our business.Our health and safety activities are overseen by

269、our corporate environmental,health,safety and sustainability leadership team and are managed by our local teams,who coordinate on-site safety programs,resources,reporting and training in our facilities.We believe that this model of coaching and tracking at the corporate level,but administering at th

270、e facility level,has allowed us to provide training and supervision that better fits the local needs of each of our workforces.The Company is focused on providing fair and competitive compensation and benefits to our employees around the world.In the U.S.,in addition to competitive compensation,the

271、Company maintains various employee benefits such as health and related insurance,retirement savings programs and health savings and flexible spending accounts.Outside the U.S.,we maintain compensation and other benefits competitive with local market conditions.Amphenol strives to be a positive influ

272、ence in the communities in which we operate around the world.Most of our community outreach is organized by our local management teams,which helps ensure that our efforts are working in support of the local communities in which our employees live and work.Sustainability Report We have a shared commi

273、tment to create innovative products that enable our customers to improve the lives of people around the world,to support the well-being of our employees and communities and to sustain the health of our planet.We believe that long-term value for our Company is created through making sustainable busin

274、ess choices,building strong relationships with our stakeholders and engaging in good corporate governance.Whether through reducing our and our partners environmental footprint,following humane labor practices,supporting the development of our global team,ensuring the strength and integrity of our su

275、pply chain or giving back to our communities,we have always believed that it is not just good stewardship,but good business to focus on the long-term sustainability of Amphenol.The Company publishes an annual sustainability report(“Sustainability Report”)to highlight our goals and areas of progress

276、and success in sustainability matters,including climate-related topics.The Sustainability Report discusses our approach and progress on the environmental,social and governance(“ESG”)issues most significant to our business,including ESG-related strategies,programs,goals and metrics that demonstrate o

277、ur commitment to our stakeholders.The Sustainability Report is designed to inform and engage the Companys broad range of stakeholders,such as investors,customers,suppliers,employees and members of the communities in which we operate,among others.Our 2023 Sustainability Report was prepared in accorda

278、nce with the Global Reporting Initiative(“GRI”)Standards 12 framework and topics identified under the Sustainability Accounting Standards Board(“SASB”)standards and outlines board and executive-level oversight of climate-related risks and opportunities identified in the Task Force on Climate-Related

279、 Financial Disclosures(“TCFD”)recommendations.The SASB standards and GRI and TCFD frameworks encourage companies to disclose climate-related topics that are important to certain interested stakeholders,even if not material for purposes of the U.S.securities laws.Furthermore,the materiality standards

280、 under these frameworks and other regimes we may consider are different from,and often more expansive than,the materiality standard under the U.S.securities laws.Our 2023 Sustainability Report is available on our website at https:/ items discussed in our 2023 Sustainability Report have not required

281、material capital expenditures or operating expenses,nor caused material operational challenges or risks to the Companys business or results of operations beyond those items disclosed in Item 1A.Risk Factors within the risk factors titled“The Company may be negatively impacted by extreme weather cond

282、itions and natural catastrophic events,including those caused or intensified by climate change and global warming,”and“The Company is subject to,and may continue to be subject to,incremental costs,risks and regulations associated with efforts to combat the negative effects of climate change.”Informa

283、tion included in our 2023 Sustainability Report and our website is not incorporated by reference in,and does not form part of,this Annual Report.Our 2024 Sustainability Report is expected to be released during the second quarter of 2025.Available Information The SEC maintains a website that contains

284、 reports,proxy and information statements and other information regarding issuers,including Amphenol,that file with the SEC.Any such documents that the Company files with the SEC can be obtained by the public on the SECs website at http:/www.sec.gov.This Annual Report and all of the Companys other f

285、ilings with the SEC,such as quarterly reports on Form 10-Q,current reports on Form 8-K,proxy statements,and any amendments to such reports filed or furnished pursuant to Section 13(a)or 15(d)of the Exchange Act,are also available to view,free of charge,on the Companys website,as soon as reasonably p

286、racticable after they are electronically filed with,or furnished to,the SEC.Also included on the Companys website are press releases,information about the Companys financial results and performance,and other information about the Companys business.Copies of this Annual Report are also available with

287、out charge,from Amphenol Corporation,Investor Relations,358 Hall Avenue,Wallingford,CT 06492.The information on our website is not incorporated by reference in this Annual Report.Item 1A.Risk Factors The Companys business,operations,financial condition,liquidity,results of operations and stock price

288、 can be negatively affected by many risk factors.Investors should carefully consider the risks described below and all other information in this Annual Report.The Companys past financial performance,including historical trends,should not be considered a reliable indicator of future performance.The r

289、isks and uncertainties described below are not the only ones facing the Company.Additional risks and uncertainties not presently known to the Company or that we currently consider immaterial may materialize and impair the Companys business,operations,financial condition,liquidity,results of operatio

290、ns and/or stock price.If actions taken by management to limit,monitor or control enterprise risk exposures are not successful,the Companys business,operations,financial condition,liquidity and results of operations could be materially adversely affected.In such case,the trading price of the Companys

291、 Common Stock and debt securities could decline and investors may lose all or part of their investment.RISKS RELATED TO OUR GLOBAL OPERATIONS The Company is exposed to political,economic,military and other risks related to operating in countries outside the United States,and changes in general econo

292、mic conditions,geopolitical conditions,U.S.and other countries trade policies and other factors beyond the Companys control may adversely impact its business and operating results.The Companys operations and performance depend significantly on global,regional and U.S.economic and geopolitical condit

293、ions.During 2024,non-U.S.markets constituted approximately 65%of the Companys net sales,with China constituting approximately 22%of the Companys net sales.The Company employs nearly 90%of its 13 workforce outside the United States.The Companys customers are located throughout the world,and the Compa

294、ny has many manufacturing,administrative and sales facilities outside the United States.During the last few years,there have also been significant changes to U.S.and other countries trade policies,export control laws,sanctions,legislation,treaties and tariffs,including,but not limited to,U.S.trade p

295、olicies and tariffs affecting China and certain of the other countries in which we operate.These changes have,in certain cases,increased our costs of doing business.There is significant uncertainty about the future of trade relationships around the world,including potential changes to trade laws and

296、 regulations,trade policies,and tariffs.For example,effective February 4,2025,the U.S.government implemented an additional 10%tariff on goods being imported from China and,in response,the Chinese government implemented a 15%tariff on certain goods being imported into China from the U.S.The U.S.has a

297、lso announced additional 25%tariffs for goods imported into the U.S.from Mexico and Canada beginning in March 2025.We cannot predict what additional actions may ultimately be taken by the U.S.or other governments with respect to tariffs or trade relations,what products may be subject to such actions

298、(including subject to U.S.export control restrictions),or what actions may be taken by the other countries in retaliation.The imposition of additional tariffs or other trade barriers could increase our costs in certain markets and may cause our customers to find alternative sourcing or could make it

299、 more difficult for us to sell our products in some markets or to some customers,which may result in declines in our sales and operating income.We have manufacturing facilities in certain jurisdictions that are authorized to operate under preferential duty and/or tariff programs that provide for red

300、uced tariffs and/or eased import and export regulations and are subject to compliance with the terms of such programs,which have become stricter.Failure to comply with the terms of such programs could increase our manufacturing costs and adversely affect our business,operating results and financial

301、condition.Additionally,it is possible that government policy changes and uncertainty about such changes could increase market volatility and currency exchange rate fluctuations.As a result of these dynamics,we cannot predict the impact to our business of any future changes to the U.S.s or other coun

302、tries trading relationships or the impact of new laws or regulations adopted by the U.S.or other countries.In addition to the risks noted above,a number of other legal,economic and geopolitical factors could have a material adverse effect on the Companys business,operations,financial condition,liqui

303、dity and/or results of operations,such as:a global or regional economic slowdown or recession in any of the Companys end markets(or a prolonging or intensification of such a slowdown or recession),which could negatively affect the financial condition of our customers and result in reduced demand;pos

304、tponement of customer spending,in response to tighter credit,inflationary pressures,financial market volatility and other global economic factors;effects of significant changes in economic,monetary and/or fiscal policies,including interest rate changes by the U.S.Federal Reserve or other internation

305、al central banking systems,foreign currency fluctuations,significant income tax changes and inflationary pressures;intergovernmental and other conflicts or actions,including,but not limited to,armed conflict,such as the ongoing military conflicts between Ukraine and Russia,as well as between Israel

306、and its adversaries in the Middle East,trade wars,cyberattacks and acts of terrorism or war;employment regulations and local labor conditions,including increases in employment costs,particularly in low-cost regions in which the Company currently operates;industrial policies in various countries that

307、 favor domestic industries over multinationals or that restrict foreign companies altogether;difficulties protecting intellectual property;longer payment cycles;changes in exchange control regulations,including any government actions that prohibit,limit or increase the cost of paying a dividend or o

308、therwise moving cash between the Companys subsidiaries located in different countries;credit risks and other challenges in collecting accounts receivable;and changes in assumptions,such as discount rates,along with lower than expected investment returns and performance related to the Companys benefi

309、t plans.We may be negatively impacted by adverse public health developments,including epidemics and pandemics.Any outbreaks of contagious diseases and other adverse public health developments in countries where we operate could have a material and adverse effect on our business,operations,financial

310、condition,liquidity and results of operations.This was particularly evident during the COVID-19 pandemic,which resulted in disruptions to our offices 14 and manufacturing facilities around the world,as well as the facilities of our suppliers,customers and our customers contract manufacturers.These d

311、isruptions included government regulations that inhibited our ability to operate certain of our facilities in the ordinary course,travel restrictions,supplier constraints,supply chain interruptions,logistics challenges and limitations,labor disruptions and reduced demand from certain customers.Futur

312、e disruptions from similar harmful public health developments could have a material adverse impact on our business,operations,financial condition,liquidity and results of operations.The Company and certain of its suppliers and customers have experienced,and may in the future experience,difficulties

313、obtaining certain raw materials and components,and the cost of certain of the Companys raw materials and components may increase.The Company uses basic materials like aluminum,steel,copper,titanium,metal alloys,gold,silver,palladium and plastic resins in its manufacturing processes as well as a vari

314、ety of components and relies on third-party suppliers to secure these materials and components.In the past,prices for these and certain other basic materials have experienced significant volatility.While the Company does not currently anticipate significant,broad-based difficulties in obtaining raw

315、materials or components necessary for production,it has,from time to time,experienced certain difficulties,and inflationary pressures and increased commodity prices may impact the cost and availability of certain raw materials and components used by the Company and result in supply shortages for dis

316、crete raw materials or components.Moreover,the Company may not be able to pass along any increased raw material or component prices to its customers and may not be able to procure and obtain sufficient quantities of raw materials and components in a timely manner and at acceptable prices from our su

317、ppliers.In limited instances,we depend on a single source of supply or participate in commodity markets that may be served by a limited number of suppliers.Delays in obtaining supplies may result from a number of factors affecting our suppliers,and any delay could impair our ability to deliver produ

318、cts to our customers.The cost and availability of raw materials may fluctuate significantly due to external factors including,but not limited to,product scarcity,war or other armed conflict,logistical challenges,disruptions caused by climate change and adverse weather conditions,commodity market flu

319、ctuations,currency fluctuations,governmental policies and regulations such as trade tariffs and import restrictions,as well as pandemics and epidemics,which may,in turn,negatively impact our results of operations and financial condition.Cybersecurity incidents affecting our information technology sy

320、stems could disrupt business operations or cause the release of highly sensitive confidential or personal information,resulting in adverse impacts to our reputation and operating results and potentially leading to litigation and/or governmental investigations,fines and other penalties.We rely on inf

321、ormation technology systems provided by third-party providers and our own information technology systems for critical operations and face numerous and evolving cybersecurity threats and techniques used to disrupt operations and gain unauthorized access to these systems.These threats may arise from d

322、iverse threat actors such as state-sponsored organizations and opportunistic hackers and hacktivists,as well as through diverse attack vectors,including,but not limited to,malware,social engineering/phishing,credential harvesting,ransomware,malfeasance by insiders,human or technological error and ot

323、her increasingly sophisticated attacks.Cyberattacks continue to expand and evolve,making it difficult to detect and prevent such threats from impacting the Company.Globally,there continues to be an elevated volume of cyber threats,exploitation of previously unknown software vulnerabilities,ransomwar

324、e attempts and social engineering attacks,such as phishing and impersonation,and attackers increasingly use tools and techniques that are designed to circumvent controls,avoid detection,and remove or obfuscate forensic evidence.The proliferation of Internet of Things(“IoT”)devices and Operational Te

325、chnology(“OT”)systems has expanded the potential points of entry for an unauthorized user to access a system or network.Threat actors are targeting IoT and OT systems to disrupt critical infrastructure or gain lateral access to corporate networks.In addition,the rise of AI and machine learning has l

326、ed to more sophisticated and deceptive attacks.Cybercriminals are increasingly using AI-generated deepfake videos,audio and text to deceive individuals and organizations.These attacks can be used for impersonation in social engineering and fraud.Attackers can manipulate systems in new ways and more

327、easily perform functions at scale.As a result,we may be unable to detect,investigate,remediate,or recover from future attacks or incidents,or avoid a material adverse impact to our business.In addition,global remote working dynamics continue to present additional risk that threat actors will engage

328、in social engineering(for example,phishing)and exploit vulnerabilities in corporate and non-corporate networks.Ransomware attacks have become easier to execute,and with the rise of ransomware as a service,it has become an increasingly popular business model to lease or sell ransomware variants to an

329、yone willing to pay the fee.15 There can be no assurance that our cybersecurity risk management program and processes,including our policies,controls or procedures,will be fully complied with or effective in protecting our information technology systems.The Company and third-party providers upon who

330、m we may rely for certain information technology services have been,and expect to continue to be,a target of various cybersecurity attacks,including,but not limited to,ransomware attacks,phishing and other sophisticated threats.While the impact of previous attacks has not been material,future cybers

331、ecurity incidents could lead to unauthorized access to and potentially impair the Companys information technology systems,products,customers,suppliers and third-party service providers.Cybersecurity incidents could potentially result in the disruption of our business operations and/or misappropriati

332、on,destruction or corruption of critical data and confidential,personal,or proprietary information.Cybersecurity events could also result in the loss of or inability to access confidential information and critical business,financial or other data,and/or cause the release of highly sensitive confiden

333、tial or personal information.Cybersecurity incidents could also result from unauthorized parties gaining access to our systems or information through fraudulent or other means of deceiving our employees,suppliers or third-party service providers.Our and key third-party information technology systems and infrastructure are susceptible to disruptions from cybersecurity incidents,ransomware attacks,