Genuine Parts Company (GPC) 2024年10-K年度報告「NYSE」.pdf

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1、UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549Form 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THESECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2024Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THESECURITIES EXCHANGE ACT OF 1934For the t

2、ransition period from to Commission file number:1-5690GENUINE PARTS COMPANY(Exact name of registrant as specified in its charter)GA58-0254510(State or other jurisdiction ofincorporation or organization)(I.R.S.Employer Identification No.)2999 WILDWOOD PARKWAY,ATLANTA,GA30339(Address of principal exec

3、utive offices)(Zip Code)678-934-5000(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on whichregisteredCommon Stock,$1.00 par value per shareGPCNew York Stock ExchangeSecurities regis

4、tered pursuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the SecuritiesAct.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of theExchange Act

5、.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)ofthe Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant wasrequired to file such reports),and(2)has been subject to suc

6、h filing requirements for the past90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required tobe submitted pursuant to Rule 405 of Regulation S-T(232,495 of this chapter)during the preceding 12 months(or forsuch shorter period that

7、 the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-acceleratedfiler,a smaller reporting company or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated file

8、r,”“smaller reporting company”and emerging growth company in Rule 12b-2 of the Exchange Act.Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth company2025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-2024

9、1231.htm1/100If an emerging growth company,indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.Indicate by check mark whether the Regist

10、rant has filed a report on and attestation to its managementsassessment of the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities

11、are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.Indicate by check mark whether any of those error corrections are restatement

12、s that required a recovery analysisof incentive-based compensation received by any of the registrants executive officers during the relevant recoveryperiod pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No As of June

13、 30,2024,the aggregate market value of the registrants common stock held by non-affiliates of theregistrant was approximately$16.2 billion based on the closing sale price as reported on the New York StockExchange.There were 138,782,030 shares of the companys common stock outstanding as of February 1

14、8,2025.DOCUMENTS INCORPORATED BY REFERENCESpecifically identified portions of the companys definitive Proxy Statement for the Annual Meeting ofShareholders to be held on April 28,2025 are incorporated by reference into Part III of this Form 10-K.2025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives

15、/edgar/data/40987/000004098725000026/gpc-20241231.htm2/100Table of ContentsPART IPage Item 1.Business2Item 1A.Risk Factors8Item 1B.Unresolved Staff Comments16Item 1C.Cybersecurity16Item 2.Properties17Item 3.Legal Proceedings17Item 4.Mine Safety Disclosures17 PART II Item 5.Market for Registrants Com

16、mon Equity,Related Stockholder Matters and Issuer Purchases ofEquity Securities18Item 6.Reserved19Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations20Item 7A.Quantitative and Qualitative Disclosures About Market Risk33Item 8.Financial Statements and Supplemen

17、tary Data35Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure74Item 9A.Controls and Procedures74Item 9B.Other Information76Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections76 PART III Item 10.Directors,Executive Officers and Corporat

18、e Governance77Item 11.Executive Compensation78Item 12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters78Item 13.Certain Relationships and Related Transactions,and Director Independence78Item 14.Principal Accounting Fees and Services78 PART IV Item 15.Exhi

19、bits and Financial Statement Schedules80Item 16.Form 10-K Summary84Signatures852025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm3/100Table of ContentsPART I.ITEM 1.BUSINESS.Incorporated in the State of Georgia in 1928,Genuine Parts Company is

20、 a global service organization engaged inthe distribution of automotive and industrial replacement parts.We serve our customers from more than 10,700locations,primarily in North America,Europe,as well as Australia and New Zealand(Australasia).We offeroutstanding service,an industry-leading assortmen

21、t of replacement parts,extensive supply chain and distributioncapabilities,and enhanced technology solutions.As used in this report,we,us,our,GPC,and the“company”refers to GPC and its subsidiaries,except asotherwise indicated by the context;and the terms“automotive parts”and“industrial parts”refer t

22、o replacement parts ineach respective category.OUR BUSINESSWe are one global team unified by our mission to be an employer of choice,supplier of choice,valued customer,responsible corporate citizen and investment of choice for our shareholders.In order to execute this mission,we focusour businesses

23、on delivering excellent customer service,profitable growth,operational efficiencies and strong cashflow.In 2024,we had net sales of$23.5 billion and our revenue mix was 74%in North America,16%in Europe and10%in Australasia.We are organized into two business segments:our Automotive Parts Group(“Autom

24、otive”)and our Industrial PartsGroup(“Industrial”).Our main Automotive customers are repair and maintenance shops,and our main Industrialcustomers are businesses operating distribution,manufacturing and production equipment.In Automotive,we see long-term growth opportunities across each of the marke

25、ts we serve which are supported byan increasing number of miles driven,a growing and aging car parc,increasing vehicle complexity,and an emergingopportunity with electric vehicles.In Industrial,growth drivers include disruptions in the global supply chain creatingopportunities with nearshoring,a str

26、ong outlook for automation and robotics solutions,the need for industrial expertisedue to an aging technical workforce and diversified end market opportunities.Together,our business segments createa competitive differentiation in two distinct and growing markets with compelling shareholder value.We

27、believe our primary competitive advantages are our:(1)global presence and brand strength;(2)industry-leading positions in each of the markets we serve;(3)extensive supply chain and distribution capabilities;and(4)enhanced technology solutions.Our strategic financial objectives complement our mission

28、 and drive value for all our stakeholders.These financialobjectives include:(1)revenue growth in excess of market growth;(2)continuously improving operating margins;(3)maintaining a strong balance sheet and cash flows;and(4)effective capital allocation.As we look to the future,our strategy is built

29、to position us for long-term,profitable growth.By staying true to ourpurpose,leveraging our strengths,and executing on our strategic priorities,we are confident in our ability to deliversustainable growth and create lasting value for our shareholders,customers,employees,and communities.OUR SEGMENTSA

30、UTOMOTIVEOur Automotive segment,which represents 63%of total GPC net sales,is the largest global automotive network ofparts and autocare.We distribute automotive parts,accessories and solutions in North America,Europe andAustralasia.Our Automotive businesses offer extensive inventory depth and assor

31、tment,cataloging,marketing,trainingand other programs to the aftermarket in each of these regions,distinguishing our business from the competition.Our global Automotive network sells to customers in both commercial do-it-for-me(“DIFM”)and retail do-it-yourself(“DIY”)segments of the market and covers

32、 substantially all global motor vehicle models.Our DIFM customers includelocal,regional and national repair centers,auto dealers,service stations and both private and public sector accounts.Our DIY customers are primarily served over-the-counter at our global stores or digitally.Our DIFM and DIY cus

33、tomersrepresent approximately 80%and 20%of total Automotive sales,respectively,and channel mix varies by geography.Our Automotive network consists of over one million customer locations.We have diversity amongst ourcommercial customer base with no specific customer type representing an outsized conc

34、entration of our overallbusiness.Our Automotive segment operates in large and fragmented markets with a combined total addressable22025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm4/100Table of Contentsmarket of over$200 billion.The majority

35、of the automotive aftermarket is comprised of small,local competitors and ourscale,advanced technology,and supply chain efficiency differentiates us from competitors.Our Automotive distribution network provides access to hundreds of thousands of replacement parts(other thancollision parts and tires)

36、and accessory items for substantially all motor vehicle makes and models,including hybridand electric vehicles,trucks,and SUVs,as well as for buses,motorcycles,farm equipment,and heavy duty equipment.We supply certain equipment parts and technologies used by repair shops,service stations,fleet opera

37、tors,automobileand truck dealers,leasing companies,farms,and individuals who perform their own maintenance and parts installation.Inventory availability is critical to the success of our business and our teams utilize data and analytics to have theright parts,in the right place and at the right time

38、.The majority of products distributed in North America utilize the NAPAbrand,which we believe is a competitive differentiator.In Australasia and Europe,products are distributed underseveral brand names,including many of the national brands,as well as the NAPA brand.Our U.S.Automotive businessoffers

39、approximately 800,000 different parts and related supply items.These items are purchased from hundreds ofdifferent suppliers,with approximately 55%of 2024 automotive parts inventories purchased from 10 major suppliers.Regional Operations&Products.In North America,our U.S.operations are headquartered

40、 in Atlanta,Georgiaand our Canadian operations are headquartered in Montreal,Quebec.We are differentiated from many of our NorthAmerican competitors because our revenues are primarily generated with commercial DIFM customers.We service theU.S.and Canadian markets primarily through company-owned and

41、independent auto part stores,heavy vehicle stores,and specialty paint and equipment stores.Our North American auto parts stores sell a comprehensive range ofautomotive parts,including brakes,batteries,filters,engine components,tools,accessories,and fluids.Some locationsoffer custom services such as

42、paint mixing,hydraulic hose assembly,battery testing,and key cutting.Our heavyvehicle stores sell parts,accessories,and tools and equipment for servicing heavy duty and diesel vehicles,and weoperate service and mechanical repair centers for heavy vehicles.We serve the heavy vehicle market under theb

43、anners Traction,TruckPro,TW,and Cadel.In Canada,our specialty stores operate paint and body care equipmentand supply under the banner NAPA/CMAX and high-quality replacement parts and lubricants for imported vehiclesunder the banners Altrom and AutoCamping.Separately,we provide a unique NAPA Auto Car

44、e program available to independent repair shops and auto carecenters across the U.S.and Canada where they can leverage the NAPA brand to increase visibility as well as receivepart discounts and other product and technology benefits.We also offer technical expertise by training and employingknowledge

45、able staff who can provide technical assistance,product recommendations,and guidance on automotiverepairs and maintenance,and we organize DIY workshops and training sessions to educate customers on automotiverepair and maintenance tasks.Our online platform in North America is NAPA online,which provi

46、des our customers anoption to browse,purchase,and have automotive products bought online and picked up in store or delivered to theirhomes or businesses.Through NAPA Online,customers can also locate nearby participating NAPA Auto Carelocations.We believe that the quality and the range of products an

47、d services provided to our North American customersconstitute a significant advantage for our automotive parts distribution system.Our goal is to properly stock ourlocations with the right parts to ensure we provide quick and quality service to our customers whose orders are oftenfilled and shipped

48、the same day they are received.Our services also include up to date parts cataloging(including theuse of electronic NAPA Auto Parts catalogs)and stock adjustments through a continuous parts classification systemwhich,as initiated by us,allows independently-owned stores to return certain merchandise

49、on a scheduled basis.Weoffer our NAPA Auto Parts stores various management aids,marketing aids and service on topics such as selling andpromotional tools,inventory control,pricing and cost analysis,as well as marketing conferences and seminars,salesand advertising manuals and training programs.We ha

50、ve developed and refined an inventory classification system todetermine the most advantageous distribution center and auto parts store inventory levels for automotive parts stockingbased on automotive registrations,usage rates,production statistics,technological advances,including predictiveanalytic

51、s,and other similar factors.This system,which undergoes continuous analytical review,is an integral part ofour inventory control procedures and comprises an important feature of the inventory management services that wemake available to our NAPA Auto Parts stores.Losses from inventory obsolescence h

52、ave not been significanthistorically which we attribute to the successful operation of our classification system,including product returnprivileges with most of our suppliers.In Europe,we operate Alliance Automotive Group(“AAG”),headquartered in London,England.Europe ispredominantly a DIFM market,wi

53、th very few over-the-counter sales.We serve thousands of vehicle repairers,collisionshops and auto-centers from over 2,500 distributor outlets across Europe,supported by a logistics infrastructure ofnational and regional distribution centers.Our distributor outlets include company-owned and independ

54、ent auto partstores and outlets,heavy vehicle outlets,and online and specialty outlets.Our European32025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm5/100Table of Contentsbanners include Groupauto,Precisium and Pices Auto in France;Coler,Busc

55、h,Hennig and Knoll in Germany;Groupauto,UAN,FPS Distribution,APEC Braking,BTN Turbo,Platinum International,Alliance Automotive U.K.Subsidiaries,and J&S Automotive Distributors in the U.K.and Republic of Ireland;PartsPoint in Belgium and theNetherlands;Lausan,Soulima and Gaudi in Spain and Portugal;a

56、nd GroupAuto in Poland.In France,we also provideparts and services for heavy duty and diesel vehicles under the Todd banner and we operate Back2Car,whichdistributes recycled car parts.In the Netherlands and Belgium,we offer programs for repair shops that want to join ourinstaller network to increase

57、 their visibility and brand awareness while remaining independent.Separately in Europe,we operate WinParts,an online platform for customers to browse,purchase,and have automotive products deliveredto their homes or businesses.In Australia and New Zealand,we operate GPC Asia Pacific the regions large

58、st automotive aftermarket partssupplier.We resell and distribute automotive replacement parts,accessories and related tools and equipment througha network of company-owned retail stores and advanced distribution centers.In our Australasian operations,we go tomarket solely with a company-owned store

59、model.GPC Asia Pacific operates three main lines of business:AutomotiveAustralia,Automotive New Zealand and Two Wheel Division.Automotive Australia and Automotive New Zealandoperate our auto parts stores in Australia and New Zealand under two banners:(i)Repco,which operates a nationwidedual-format s

60、tore network across both countries,providing parts,equipment,tools,batteries,technology,and oil to bothtrade and retail customers,and(ii)NAPA Auto Parts,which offers automotive electrical and mechanical parts to trade,fleet,industrial,commercial and mining specialist customers.Both Repco and NAPA co

61、mpliment their network with themarkets leading digital capability,providing our customers with a seamless omni-channel transactional capability.OurTwo Wheel Division is a whole seller and retails motorcycle parts,apparel and accessories,with the markets leadingrange of the worlds most respected moto

62、rcycle brands,many of which are supplied under exclusive distributionagreements.Two Wheel Division operates two wholesale banners(McLeod Accessories and John Titman Racing),andalso operates Australias largest and fastest growing motorcycle accessories and apparel retailer(AMX Super Stores).Distribut

63、ion Network.Our independently-owned and company-owned stores located in every region are sourcedby our distribution networks.Both types of automotive stores sell to a wide variety of customers in the automotiveaftermarket.We strategically locate our stores close to repair shops and autocare service

64、centers,which are ourprimary customers,and we deliver products to our customers routinely throughout each business day by deliveryvehicles.Traditional over-the-counter retail sales make up a smaller part of our overall business and vary bygeography.Independently-owned stores purchase inventory from

65、our company-operated distribution centers.Theseindependently-owned stores are responsible for operating and managing their businesses,including operating costsand capital expenditures.We generally do not receive a royalty from independently-owned stores.Independently-owned stores,which represent 63%

66、of our total automotive store network,provide a competitive advantage in certainmarkets by allowing for local market knowledge and insights,enabling quicker adaptation to local customerpreferences.The mix of independently-owned versus company-owned stores in a given market varies based on several fa

67、ctorsincluding our overall market strategy,the ability to access desirable local retail space,the complexity,profitability andexpected ultimate size of the market and our ability to provide operational support within a geographic region.In 2024,as part of our strategic financial objectives to grow r

68、evenue and improve operating margins,we made a pivot instrategy in the U.S.to own more stores in priority markets.We made significant progress on this initiative in 2024,including the acquisition of our two largest independently owned stores groups,Motor Parts&Equipment Corporation(MPEC)and Walker A

69、utomotive Supply,Inc(Walker),and completed strategic acquisitions of more than 500 NAPAstores from independent owners,as well as competitive stores,bringing our company owned store count toapproximately 35%of our store mix.These acquisitions are in key markets where we can provide synergies andresou

70、rces for these stores to further drive revenue growth.During 2024,we expanded our network with the addition of 41 net new stores during the year.The following tabledetails the breakdown of our Automotive distribution network including our distribution centers,company-owned andindependently-owned aut

71、omotive stores by geographic region as of December 31,2024.North AmericaEuropeAustralasiaTotalDistribution centers75 73 14 162 Company-owned stores2,279 782 561 3,622 Independently-owned stores4,464 1,760 6,224 Total automotive locations6,818 2,615 575 10,008 42025/5/19 09:51gpc-20241231https:/www.s

72、ec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm6/100Table of ContentsRepair Center Networks.We provide programs for repair centers to join regional networks to leverage ourbranding and supply network to increase their visibility and awareness while remaining independent.The larg

73、est ofthese is our independent NAPA Auto Care center network in the U.S.and Canada,which includes over 19,000locations nationwide.NAPA.We are the sole member of the National Automotive Parts Association,LLC a voluntary associationformed in 1925 to promote the distribution of automotive parts for its

74、 members.NAPA,which neither buys nor sellsautomotive parts,functions as a trade association that develops marketing concepts and programs for its sole member.Among the automotive products purchased by us from various manufacturers for distribution are certain linesdesignated,cataloged,advertised and

75、 promoted as“NAPA”lines.Generally,we are not required to purchase anyspecific quantity of parts and we may purchase competitive lines from the same as well as other supply sources.We use the federally registered trademark NAPA as part of the trade name of many of our distribution centers andparts st

76、ores in the U.S.,Canada and Australia.We fund NAPAs advertising program,which is designed to increasepublic recognition of the NAPA brand and to promote NAPA product lines.We are a party to,together with the former members of NAPA,a consent decree entered by the Federal DistrictCourt in Detroit,Mich

77、igan,on May 4,1954.The consent decree enjoins certain practices under the federal antitrustlaws,including the use of exclusive agreements with manufacturers of automotive parts,allocation or division ofterritories among us and former NAPA members,fixing of prices or terms of sale for such parts amon

78、g such members,and agreements to adhere to any uniform policy in selecting parts customers or determining the number and locationof,or arrangements with,auto parts customers.Competition.The automotive aftermarket is highly competitive.We compete with other national,regional andlocal automotive parts

79、 chains,automobile manufacturers(some of which sell replacement parts for vehicles built byother manufacturers as well as those that they build themselves),automobile dealers,and warehouse clubs.Inaddition,we compete with the distributing outlets of parts manufacturers,mass merchandisers(including n

80、ational retailchains)and other parts distributors and retailers,including online retailers.We compete primarily on availability ofproduct offering,service,brand recognition and price.Our automotive competitors include AutoZone,Inc.,O-Reilly AutoParts,Inc.,Advance Auto Parts,Inc.,LKQ Corporation(pred

81、ominantly in Europe)and Bapcor(Australasia),amongmany others.Further information regarding competition in the industry is set forth in“Item 1A.Risk Factors We facesubstantial competition in the industries in which we do business.”INDUSTRIALOur Industrial segment,which represents 37%of total GPC net

82、sales,operates in both North America andAustralasia through our wholly-owned subsidiaries Motion Industries,Inc.(“Motion”),headquartered in Birmingham,Alabama,and Motion Asia Pacific,headquartered in Sydney,Australia.Our Industrial business offers replacement partsand solutions to maintenance,repair

83、 and operation(“MRO”)customers and original equipment manufacturer(“OEM”)customers.Our Industrial segment operates in a large and fragmented market with a total addressable market ofgreater than$150 billion.In 2024,our Industrial segment served over 190,000 MRO and OEM customers in all types ofindus

84、tries with approximately 900,000 customer locations.The nature of Motions business demands the maintenance of adequate inventories and the ability to promptlymeet critical delivery requirements.Virtually all of the products distributed are installed by the customer or used in plantand facility maint

85、enance activities.Most orders are filled immediately from existing stock and deliveries are normallymade within 24 hours of order receipt.The majority of all sales are on open account.Motion has ongoing salesagreements with many of its national account customers which,collectively,represent 45%of it

86、s annual sales volume.Operations&Products.Motion is a premier industrial solutions provider in North America and Australasia(including Australia,New Zealand,Indonesia and Singapore)due to our superior customer service,value-addedservices and access to approximately 18 million replacement parts.Our p

87、roduct and solution offerings include MROand OEM support,specialty stores,on-site solutions offerings,service and repair offerings,and e-business assistance.We distribute a large range of MRO and OEM industrial products,including replacement parts and related suppliessuch as abrasives,adhesives,seal

88、ants and tape,bearings,chemicals,cutting tools,electrical,facility maintenance,hose and fittings,hydraulics,janitorial,mechanical power transmission,pneumatics,process pumps and equipment,safety,seals and gaskets,and tools and testing instruments.The sectors we operate in include aggregate and cemen

89、t,automotive,chemical and allied products,equipment and machinery,equipment rental and leasing,fabricated metals,food and beverage,iron and steel,mining,lumber and wood,oil and gas,pulp and paper,and rubber products.Wehave strategically targeted specialty industries in power generation,alternative52

90、025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm7/100Table of Contentsenergy,government,transportation,ports,and an electric vehicle battery category based on increasing opportunitiespresented by the build-out of new battery manufacturing fac

91、ilities across North America.Motion provides customers with supply chain efficiencies achieved through our on-site solutions offering.Ouronsite solutions service provides inventory management,asset repair and tracking,vendor managed inventory(VMI),as well as radio frequency identification(RFID)asset

92、 management of the customers inventory.We also provide awide range of services and repairs such as gearbox and fluid power assembly and repair,process pump assembly andrepair,drive shaft repair,electrical panel assembly and repair,and hose and gasket manufacture and assembly.Motionis also a leading

93、supplier of automation products and motion control solutions in North America through Motion AI.Separately,Motion provides leading e-business capabilities through MiSupplierConnect,a highly developed supplychain with vendor partnerships and connectivity that provides integration between our informat

94、ion technology networkand suppliers systems,creating numerous benefits for both the supplier and customer.These services and supplychain efficiencies assist Motion in providing the cost savings that many of its customers require and expect.Distribution Network.The following table details the breakdo

95、wn of our Industrial distribution centers,branchesand service centers by geographic region as of December 31,2024.North AmericaAustralasiaTotalDistribution centers17 13 30 Branches534 140 674 Service centers77 4 81 Total industrial locations628 157 785 Our Industrial distribution centers serve the b

96、ranches and service centers located throughout the geographicregions in which we operate.The branches and service centers,in turn,sell to MRO and OEM customers in all types ofindustries across North America and Australasia.We are committed to enhancing the customer experience by improving access to

97、inventory through our marketdistribution centers.The market distribution center strategy is designed to address the customer expectations of abroader inventory selection closer to the point of demand,supported by world-class final-mile delivery occurring thenext business day with same-day service av

98、ailable.We continued to invest in our market distribution center strategywith the opening of a third North American facility in 2024.We plan to open additional North American facilities in thefuture.In North America,sales are generated from facilities in the U.S.,Puerto Rico,Mexico and Canada.Motion

99、 hasaccess to approximately 18 million different items which are purchased from more than 45,000 different suppliers.Approximately 46%of total industrial product purchases in 2024 were made from our top 50 strategic suppliers.In Australasia,our Industrial business operates a network of distribution

100、centers,branches and service centersacross Australia,New Zealand,Indonesia and Singapore as of December 31,2024.Most branches are facilities that stock inventory representative of the products used by customers in the respectivemarket areas served.Supplier Agreements.Non-exclusive distributor agreem

101、ents are in effect with most of the Industrial suppliers.Theterms of these agreements vary;however,it has been our experience that the custom of the trade is to treat suchagreements as continuing until breached by one party or until terminated by mutual consent.Competition.The industrial distributio

102、n business is highly competitive and fragmented.We compete with national,regional and local distributors,general line distributors and others.To a lesser extent,we compete with manufacturersthat sell directly to the customer and with various industrial eCommerce sites.Our Industrial competitors incl

103、udeApplied Industrial Technologies,Inc.,Fastenal Company,and W.W.Grainger,Inc,among many others.We competeprimarily on the breadth of product offerings,quality service and competitive pricing.Further information regardingcompetition in the industry is set forth in“Item 1A.Risk Factors We face substa

104、ntial competition in the industries inwhich we do business.”ENVIRONMENTAL SUSTAINABILITYWe are committed to the development of sustainable and efficient operations and business practices that enhanceand protect our people,our communities and our planet.Our goal is to generate above-market returns wh

105、ile aligningour business practices to support the interests of our stakeholders.Our process of defining sustainability priorities focuses on the simultaneous improvement of our environmental,social and financial position,and our strong leadership and governance practices that strive to integrate6202

106、5/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm8/1002025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm9/100Table of Contentssustainability into our business strategy and corporate cultur

107、e.The Nominating and ESG Committee of the Board ofDirectors oversees our sustainability initiatives which aim to deliver long-term value for our shareholders and all ourstakeholders.We seek to promote an inclusive workplace and to ensure the health,safety and well-being of all employees.Weemphasize

108、giving back and uplifting the communities in which we operate through partnerships and volunteer efforts.Refer to the“Human Capital Management”section below for further information on our human capital managementinitiatives.We are committed to reducing our environmental footprint through the impleme

109、ntation of sustainable initiativesthroughout our value chain.We are continuously incorporating environmental stewardship in our practices anddiscovering opportunities to develop more efficient operations.Additional information regarding our sustainability effortsand future initiatives can be found i

110、n our 2024 Sustainability Report and the Sustainability section of our website .HUMAN CAPITAL MANAGEMENTOur key human capital management objectives are to attract,retain and develop the highest quality talent.Tosupport these objectives,our human resources programs are designed to connect prospective

111、 and current talent toopportunities at the company,engage current employees through an inclusive culture,and develop employees to growfor future opportunities within the organization.As of December 31,2024,we employed more than 63,000 people worldwide and operated within 17 countries.Weare proud of

112、our employees and are committed to helping them improve their physical,emotional,financial and socialwell-being.Our benefit offerings are designed to meet the varied and evolving needs of a diverse workforce acrossbusinesses and geographies while helping our employees care for themselves and their f

113、amilies.We offer healthcarebenefits aimed at improving quality of care while limiting out-of-pocket costs.In addition,our well-being programsinclude an online platform that offers an interactive way to accomplish personal and financial goals and a rewardsplatform to reward employees for completing c

114、ompany sponsored competitions and well-being activities.We periodically conduct a global engagement survey as a means of measuring employee engagement andsatisfaction,as well as a tool for improving our human capital management strategies.Our leadership team reviews thesurvey results and based on th

115、e survey responses,action plans are developed to focus on areas of opportunity.Weare pleased to report that our most recent engagement survey results were favorable overall and have shown that ouremployees are proud to work for the company.The results of the engagement surveys help us continuously i

116、mproveour human capital strategies and find ways to foster engagement and growth for our employees.In addition,to empower employees to continually enhance their skills and reach their maximum potential,weprovide a range of development programs,resources and opportunities.Many are facilitated locally

117、 by each businessunit with core leadership development at the enterprise level.One of our more significant programs is focused on highpotential employees from all global business units.This program is a combination of in-person and virtual courseworkand training with the intent that participants bec

118、ome fully immersed in the operations of our business and developstrategies and improvements cross-functionally.We also offer various internship and rotational programs that allowemployees to see different operations of our business while also building strong relationships throughout the company.Othe

119、r development opportunities include on-demand and live training courses to help our employees achieve theirprofessional and personal goals.We believe these programs demonstrate our ongoing commitment to develop ourfuture leaders.Our culture is strengthened by our core values,which includes a steadfa

120、st commitment to standing up for equalityfor our teammates,suppliers,customers,communities and other stakeholders.We embrace different ideas andperspectives and are committed to creating a welcoming environment where all teammates have opportunities to growand feel a sense of belonging.Our goal is t

121、o create an inclusive and welcoming culture where we value,respect,andprovide equal opportunities for all employees.Please refer to our 2024 Sustainability Report and Human Rights Policy,which can be found on our investorrelations website,for further information on human capital management.Additiona

122、l InformationOur website can be found at .We make available,free of charge through our website,access toour Annual Reports on Form 10-K,Quarterly Reports on Form 10-Q,Current Reports on Form 8-K,proxy statements,any amendments to these documents,and other reports.These documents and reports are avai

123、lable under theInvestor Relations section of our website as soon as reasonably practicable after such material is filed with or furnishedto the Securities and Exchange Commission(“SEC”).We also use our website as a means of disclosing materialinformation and for complying with our disclosure obligat

124、ions under the SECs Regulation FD2025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm10/10072025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm11/100Table of Contents(Fair Disclosure).Impor

125、tant information,including news releases,analyst presentations and financial informationregarding GPC is routinely posted on our website.Accordingly,investors should monitor the Investor Relations portionof our website,in addition to following our press releases,SEC filings and public conference cal

126、ls and webcasts.Additionally,our corporate governance guidelines,codes of conduct and ethics,charters of the Compensation andHuman Capital Committee and the Nominating and ESG Committee,and information regarding our procedure forshareholders and other interested parties to communicate with our Board

127、 of Directors,are available also on ourwebsite.In Part III of this Form 10-K,we incorporate certain information by reference to our proxy statement for our 2025annual meeting of shareholders.We expect to file the proxy statement with the SEC on or about February 28,2025,and it will be available onli

128、ne at the same time at http:/ refer to the proxy statementfor the information incorporated by reference into Part III of this Form 10-K when it is available.ITEM 1A.RISK FACTORS.FORWARD-LOOKING STATEMENTSSome statements in this report,as well as in other materials we file with the SEC or otherwise r

129、elease to thepublic and in materials that we make available on our website,constitute forward-looking statements that are subject tothe safe harbor provisions of the Private Securities Litigation Reform Act of 1995.Senior officers may also make verbalstatements to analysts,investors,the media and ot

130、hers that are forward-looking.Forward-looking statements mayrelate,for example,to future operations,including the anticipated synergies and benefits of any acquisitions ordivestitures,as well as prospects,strategies,investments,financial condition,economic performance(including growthand earnings),i

131、ndustry conditions and demand for our products and services.We caution that our forward-lookingstatements involve risks and uncertainties,and while we believe that our expectations for the future are reasonable inview of currently available information,you are cautioned not to place undue reliance o

132、n our forward-lookingstatements.Actual results or events may differ materially from those indicated in our forward-looking statements as aresult of various important factors.Such factors include,but are not limited to,those discussed below.Forward-looking statements are only as of the date they are

133、made,and we undertake no duty to update ourforward-looking statements except as required by law.You are advised,however,to review any further disclosures wemake on related subjects in our subsequent Forms 10-Q,8-K and other reports filed with the SEC.You should carefully consider the risks described

134、 below in addition to the other information set forth in this AnnualReport on Form 10-K.Set forth below are the material risks and uncertainties that,if they were to occur,couldmaterially and adversely affect our business or could cause our actual results to differ materially from the resultscontemp

135、lated by the forward-looking statements in this report and in the other public statements we make.Please beaware that these risks may change over time and other risks may prove to be important in the future.New risks mayemerge at any time,and we cannot predict such risks or estimate the extent to wh

136、ich they may affect our business,financial condition,results of operations or the trading price of our securities.The considerations and risks that followare organized within relevant headings but may be relevant to other headings as well.Furthermore,it is possiblematerial risks and uncertainties de

137、scribed below have already materialized.STRATEGIC AND OPERATIONAL RISKSOur business will be adversely affected if demand for our products slows.Our business depends on customer demand for the products that we distribute.Demand for these productsdepends on many factors.With respect to our Automotive

138、segment,the primary factors are:the number of miles vehicles are driven annually,as higher vehicle mileage increases the need formaintenance and repair;the number of vehicles in the car parc,a function of new vehicle sales and vehicle scrappage rates,as asteady or growing total vehicle population su

139、pports the continued demand for maintenance and repair;the quality of the vehicles manufactured by the original vehicle manufacturers and the length of the warrantyor maintenance offered on new vehicles;the number of vehicles in current service that are six years old and older,as these vehicles are

140、typically nolonger under the original vehicle manufacturers warranty and will need more maintenance and repair thannewer vehicles;82025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm12/100Table of Contentsthe addition of electric vehicles,hybri

141、d vehicles,ride sharing services,alternative transportation means andautonomously driven vehicles and future legislation,including incentivizing the purchase of electric andhybrid vehicles,related thereto,may result in reduced need for parts;gas prices,as increases in gas prices may deter consumers

142、from using their vehicles;changes in travel patterns,which may cause consumers to rely more on other transportation;the weather,as milder weather conditions may lower the failure rates of automotive parts,while extendedperiods of rain and winter precipitation may cause our customers to defer mainten

143、ance and repair on theirvehicles;extremely hot or cold conditions may enhance demand for our products due to increased failurerates of our customers automotive parts,and global warming trends and other significant climate changescan create more variability in the short term or lead to other weather

144、conditions that could impact ourbusiness;restrictions on access to diagnostic tools and repair information imposed by the original vehiclemanufacturers or by governmental regulation,as consumers may be forced to have all diagnostic work,repairs and maintenance performed by the vehicle manufacturers

145、dealer networks;andthe economy generally,which in declining conditions including persistent inflation,volatile and/or elevatedinterest rates and higher levels of consumer debt may cause consumers to defer vehicle maintenance andrepair and defer discretionary spending and purchases.With respect to ou

146、r Industrial segment,the primary factors are:the level of industrial production and manufacturing capacity utilization,as these indices reflect the need forindustrial replacement parts;changes in manufacturing reflected in the level of the Institute for Supply Managements PurchasingManagers Index,as

147、 an index reading of 50 or more implies an expanding manufacturing economy,while areading below 50 implies a contracting manufacturing economy;the consolidation of certain of our manufacturing customers and the trend of manufacturing operations beingmoved overseas,which subsequently reduces demand f

148、or our products;changes in legislation or government regulations or policies which could impact international trade amongour multi-national customer base and cause reduced demand for our products;andthe economy in general,which in declining conditions may cause reduced demand for industrial output.S

149、upply chain delays or interruptions,including as it relates to our dependence on our supplier relationshipsand the modernization of our supply chain,could harm our businessAs a distributor of automotive and industrial parts,our business depends on developing and maintaining close andproductive relat

150、ionships with our suppliers.We depend on our suppliers to sell us quality products at favorable prices.Avariety of factors,many outside our control,affect our suppliers ability to deliver quality merchandise to us at favorableprices and in a timely manner.These include raw material shortages,inadequ

151、ate manufacturing capacity,labor strikes,shortages and disputes anywhere within the supply and distribution chain delivering products to us,tariff and customslegislation and enforcement,transportation disruptions,tax and other legislative uncertainties,public healthemergencies and/or weather conditi

152、ons.Furthermore,financial or operational difficulties at a particular supplier could cause that supplier to increase thecost,or decrease the quality,of the products we purchase.Supplier consolidation could also limit the number ofsuppliers from which we may purchase products and could materially aff

153、ect the prices we pay for these products.Inaddition,we would suffer an adverse impact if our suppliers limit or cancel the return privileges that currently protect usfrom inventory obsolescence.Additionally,in connection with our supply chain modernization initiative,we have,and intend to continue t

154、o,investin capital improvements and operational enhancements to certain of our existing market distribution and fulfillmentcenters,as well as the development of new market distribution and fulfillment centers.Our supply chain modernizationinitiative is designed to improve our efficiency,geographic r

155、each and market penetration;however,executing thisinitiative requires substantial capital investment,including significant expenditures for,among other things,real estateand construction and technology enhancements.Delays or disruptions in executing our supply chain modernizationinitiative,including

156、 the investment in our market distribution centers,could have a material adverse impact on ourbusiness,financial condition and results of operations.92025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm13/100Table of ContentsWe face substantial

157、competition in the industries in which we do business.The sale of automotive and industrial parts,particularly replacement automotive parts,is highly competitive andimpacted by many factors,including name recognition,product availability,customer service,changing customerpreferences,store location,a

158、nd pricing pressures.Because we seek to offer competitive prices,we may be forced toreduce our prices if our competitors reduce their prices or increase promotional spending,which could result in amaterial decline in our revenues and earnings.Increased competition among distributors of automotive an

159、d industrialparts,including increased availability among digital and e-commerce providers across the markets in which we dobusiness,could cause a material adverse effect on our results of operations.We anticipate no decline in competition inany of our business segments in the foreseeable future.In a

160、ddition,the automotive aftermarket industry continues to experience consolidation.Consolidation among ourcompetitors could further enhance their financial position,provide them with the ability to offer more competitive pricesto customers for whom we compete,take advantage of acquisitions and other

161、opportunities morereadily,more successfully utilize developing technology,including data analytics,artificial intelligence,and machinelearning,and allow them to achieve increased efficiencies in their consolidated operations that enable them to moreeffectively compete for customers.If we are unable

162、to continue to develop successful competitive strategies or if ourcompetitors develop more effective strategies,we could lose customers and our sales and profits may decline.The impact of geopolitical conflicts may adversely affect our business and results of operations.We have operations or activit

163、ies in numerous countries and regions outside the United States,including throughoutwestern Europe and Australasia.As a result,our global operations are affected by economic,geopolitical and otherconditions in the foreign countries in which we do business as well as U.S.laws regulating international

164、 trade.Specifically,instability in the geopolitical environment in many parts of the world(including as a result of the conflictbetween Russia and Ukraine,the conflict and unrest in the Middle East,and China-Taiwan relations)and otherdisruptions may continue to put pressure on global economic condit

165、ions and supply chains.For example,the U.S.,other NATO members and other countries across the globe have instituted sanctions and other penalties againstRussia in response to its conflict with Ukraine.While we do not have operations in Russia or Ukraine,retaliatorymeasures such as this have created,

166、and may continue to create,global security concerns that could result in broadermilitary and political conflicts,further disrupt global automotive supply chains and otherwise have a substantial impacton regional and global economies,any or all of which could adversely affect our business,particularl

167、y our Europeanoperations.While the broader consequences are uncertain at this time,the continuation and/or escalation of these or othergeopolitical conflicts creates a number of risks that could adversely impact our business,including:persistent inflationary pressures and significant volatility in c

168、ommodity prices;disruptions to our global technology infrastructure,including through cyberattacks,ransom attacks or cyber-intrusion;adverse changes in international trade policies and relations,including U.S.relations with China;our ability to maintain or increase our prices,including freight in re

169、sponse to increased fuel costs;disruptions in global supply chains;increased exposure to foreign currency fluctuations;andconstraints,volatility or disruption in the credit and capital markets.If we experience a security breach,if our internal information systems fail to function properly or if we a

170、reunsuccessful in implementing,integrating or upgrading our information systems,our business operationscould be materially affected.We depend on information systems to process customer orders,manage inventory and accounts receivablecollections,purchase products,manage accounts payable processes,ship

171、 products to customers on a timely basis,maintain cost effective operations,provide superior service to customers and consolidate financial results,amongmany other things.Despite our implementation of various security measures,our IT systems and operations could be subject todamage or interruption f

172、rom computer viruses,natural disasters,unauthorized physical or electronic access,poweroutages,telecommunications failure,computer system or network failures,wire transfer failure,employeeerror/malfeasance,cyber-attacks,security breaches,and other similar disruptions.For example,the CrowdStrikeoutag

173、e that occurred in July 2024 negatively impacted our operations and financial results in the third quarter of 2024.In addition,the IT systems of businesses that we have acquired or may acquire could present issues that we were not2025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/4098

174、7/000004098725000026/gpc-20241231.htm14/100102025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm15/100Table of Contentsable to identify prior to the acquisition or other issues that continue to pose risk to us,such as those related tocollection

175、,use maintenance and data disclosure practices or other cybersecurity vulnerabilities.Additionally,thetechniques and sophistication used to conduct cyber-attacks and breaches of IT systems change frequently,includingas a result of the deployment of evolving artificial intelligence tools used to iden

176、tify vulnerabilities and create moreeffective phishing attempts,and have the potential to not be recognized until such attacks are launched or have been inplace for a period of time.Maintaining,operating,and protecting these systems and related personal and sensitiveinformation about our employees,c

177、ustomers and suppliers requires continuous investments in physical andtechnological security measures,employee training,and third-party services which we have made and will continue tomake.A cyber-attack or security breach could result in,among other things,sensitive and confidential data being lost

178、,manipulated or exposed to unauthorized persons or to the public or delay our ability to process customer orders andmanage inventory.While we also seek to obtain assurances from third parties with whom we interact to protectconfidential information,there are risks that the confidentiality or accessi

179、bility of data held or utilized by such thirdparties may be compromised.To date,we have not experienced a material breach of cybersecurity;however,our computer systems and thecomputer systems of our third-party service providers have been,and will likely continue to be,subjected tounauthorized acces

180、s or phishing attempts,computer viruses,malware,ransomware or other malicious codes.Inparticular,work-from-home arrangements rely on virtual environments and communications systems,which have beensubjected to increasing third-party vulnerabilities and security risks at various businesses.A serious p

181、rolonged disruption of our information systems for any of the above reasons could materially impairfundamental business processes and increase expenses,decrease sales or otherwise impact earnings and cash flows.Furthermore,such a disruption may harm our reputation and business prospects and subject

182、us to legal claims if thereis loss,disclosure or misappropriation of or access to our customers,employees or suppliers information.As theregulatory environment related to information security,data collection and use,and privacy becomes increasinglyrigorous,compliance with these requirements could al

183、so result in significant additional costs.As threats related tocybersecurity breaches grow more sophisticated and frequent,it may become more difficult to timely detect and protectour data and infrastructure.We recognize the growing demand for business-to-business and business-to-customer e-commerce

184、 optionsand solutions,and we could lose business if we fail to provide or adapt to the e-commerce options andsolutions our customers wish to use.Our retail and business customers increasingly demand convenient,easy-to-use e-commerce tools as an option toconduct their business with us.The success of

185、our e-commerce platform depends on our ability to accurately identifythe products to make available through our e-commerce platform,and to provide and maintain an efficient onlineexperience with the highest level of data security for our customers.Operating an e-commerce platform is a complexunderta

186、king and exposes us to risks and difficulties frequently experienced by internet-based businesses,includedrisks related to,among other things,our ability to support,expand,and develop our internet operations,website,mobile applications and software and related operational systems.Continuing to impro

187、ve our e-commerce platforminvolves substantial investment of capital and resources,increasing supply chain and distribution capabilities,attracting,developing and retaining qualified personnel with relevant subject matter expertise and effectively managingand improving the customer experience.If we

188、are unable to successfully provide the e-commerce solutions our retailand business customers desire,differentiate ourselves from our competitors e-commerce solutions or adapt to new orenhanced e-commerce tools,we may lose existing customers and fail to attract new ones.Our business,financialconditio

189、n,results of operations and cash flows may be materially and adversely affected as a result.Our dependence on key personnel and the increasing potential for union activity could adversely affect ourfuture results and harm our business.Our future success significantly depends on the continued service

190、s and performance of our key managementpersonnel.We believe our management teams depth and breadth of experience in our industry is integral to executingour business plan.We also will need to continue to attract,motivate,and retain other key personnel as well as maintainemployee safety and well-bein

191、g.The loss of services of members of our senior management team or other keyemployees,the inability to attract additional qualified personnel as needed or failure to plan for the succession of seniormanagement and key personnel could have a material adverse effect on our business.In addition,in rece

192、nt years there has been an increase in workers exercising their right to form or join a union,particularly in the U.S.There can be no assurance that our employees will not elect to be represented by labor unionsin the future,which could among other things,adversely impact our culture,increase operat

193、ing costs and otherwisedisrupt our business and operations.Further,our responses to any union organizing efforts could112025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm16/100Table of Contentsnegatively impact how our brand is perceived by ou

194、r employees and customers and have material adverse effects onour business and future results.Our strategic transactions,initiatives and transformation plan involve risks,which could have an adverseimpact on our financial condition and results of operation,and we may not realize the anticipated bene

195、fits ofthese transactions and initiatives.We regularly consider and enter into strategic transactions,including mergers,acquisitions,investments,alliances,and other growth and market expansion strategies,with the expectation that these transactions will result in increasesin sales,cost savings,syner

196、gies and various other benefits.Assessing the viability and realizing the benefits of thesetransactions is subject to significant uncertainty,and we face significant competition in pursuing strategicallybeneficially transactions.Pursuing strategic transactions is also a time-consuming process that c

197、an involve significantexpenses and management attention.For each of our acquisitions,we need to successfully integrate the targetcompanys products,services,associates and systems into our business operations,including in particular thechallenges associated with the integration of foreign operations

198、to ensure the adequacy of internal controls.Integrationcan be a complex and time-consuming process,and if the integration is not fully successful or is delayed for a materialperiod of time,we may not achieve the anticipated synergies or benefits of the acquisition.Furthermore,even if thetarget compa

199、nies are successfully integrated,the acquisitions may fail to further our business strategy as anticipated,expose us to increased competition or challenges with respect to our products or services,and expose us to additionalliabilities.Any impairment of goodwill or other intangible assets acquired i

200、n a strategic transaction may reduce ourearnings.In addition,any investments we hold in other companies are subject to a risk of partial or total loss of ourinvestment.We also consider and enter into divestitures from time to time,with the expectation that these transactionswill result in increases

201、in cost savings and various other benefits.Strategic divestitures are subject to uncertainty andcan be a complex and time-consuming process.If the divestiture is not fully successful or is delayed for a materialperiod of time,or if we are unable to reinvest the proceeds of the divestiture in a manne

202、r consistent with our strategicobjectives,we may not achieve the anticipated benefits of the divestiture.Additionally,in undertaking the transformation plan for our business,we have integrated our strategic initiatives intoa cohesive business model which balances competing priorities.If we are unabl

203、e to continue to implement thesestrategic initiatives,such as our technology,supply chain and sales effectiveness initiatives,efficiently and effectively,or if these strategic initiatives are unsuccessful,our business,financial condition,results of operations and cash flowscould be adversely affecte

204、d.To facilitate this transformation plan,we are continuing to make substantial investments,recruit new talent,and optimize our business model,management system,and organization.Accordingly,a strongbalance sheet that provides the flexibility to invest in these new growth opportunities and maintaining

205、 discipline in ourcapital allocation is critical to the success of our transformation plans.If we are unable to continue to maintain a strongbalance sheet or optimize our capital allocation or are otherwise not successful in executing our strategic initiatives andtransformation plan(or are delayed f

206、or reasons outside of our control),we may not be able to realize the full benefits ofour plan.Furthermore,if we are unable to successfully drive employee or customer adoption of certain strategicinitiatives,we may not realize the full benefits of our plan.Additionally,failure to continue to make pro

207、gress on ourplans(or failure to accurately measure progress on our plan),may disrupt the conduct of our business and divertmanagements attention and resources.All of these potential outcomes could have an adverse effect on our financialcondition and results of operations.If we fail to maintain an ef

208、fective system of internal controls over financial reporting there is a reasonablepossibility that a material misstatement of our annual or interim financial statements will not be prevented ordetected on a timely basis,which could result in a loss of investor confidence and negatively impact ourbus

209、iness,results of operations,financial condition and stock price.Effective internal controls are necessary for us to provide reliable and accurate financial statements and toeffectively prevent fraud.However,a control system,no matter how well conceived and operated,can provide onlyreasonable,not abs

210、olute,assurance that the objectives of the control system are met.There can be no assurance thatall control issues or fraud will be detected.As we continue to grow our business,our internal controls continue tobecome more complex and require more resources.Further,some of our employees work remotely

211、 and couldintroduce potential vulnerabilities to our financial reporting systems and our internal control environment and theeffectiveness of our internal controls over financial reporting.Any failure to maintain effective controls could prevent usfrom timely and reliably reporting financial results

212、 and may harm our operating results.In addition,if we are unable toconclude that we have effective internal control over financial reporting,or if our independent registered publicaccounting firm is unable to provide an unqualified report as to the effectiveness of our internal control over financia

213、lreporting,as of each fiscal year end,we may be exposed to negative publicity,which could cause investors to loseconfidence in our reported financial information.Any failure to maintain effective internal controls and any suchresulting negative publicity may negatively affect our business and stock

214、price.122025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm17/1002025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm18/100Table of ContentsAdditionally,the existence of any material weakne

215、sses or significant deficiencies would require management todevote significant time and incur significant expense to remediate any such material weaknesses or significantdeficiencies and management may not be able to remediate any such material weaknesses or significant deficienciesin a timely manne

216、r.The existence of any material weakness in our internal control over financial reporting could alsoresult in errors in our financial statements that could require us to restate our financial statements,cause us to fail tomeet our reporting obligations and cause stockholders to lose confidence in ou

217、r reported financial information,all ofwhich could materially and adversely affect us and the market price of our common stock.MACROECONOMIC,INDUSTRY AND FINANCIAL RISKSUncertainty and/or deterioration in general macro-economic conditions domestically and globally,includinginflation or deflation,emp

218、loyment rates and wages,changes in tax policies,changes in energy costs,uncertain credit markets,or other economic conditions,could have a negative impact on our business,financial condition,results of operations and cash flows.Our business,financial condition,results of operations and cash flows ha

219、ve been and may in the future beadversely affected by uncertain global economic conditions,including inflation or deflation,domestic outputs,geopolitical uncertainty and unrest,employment rates and wages,including increases in minimum wage,changes intax policies,changes in energy costs,instability i

220、n credit markets,declining consumer and business confidence,fluctuating commodity prices,elevated interest rates for prolonged periods,monetary policies,volatile exchange rates,changes in fiscal and regulatory priorities as a result of the outcome of the 2024 U.S.presidential election,and otherchall

221、enges that could affect the global economy.Both our commercial and retail customers may experiencedeterioration of their financial resources,which could result in existing or potential customers delaying or cancelingplans to purchase our products.Our vendors may also be adversely affected by these a

222、nd other uncertain or deteriorating macro-economicconditions,which could impact their ability to fulfill their financial obligations to us.Fluctuations in foreign currency exchange rates have adversely affected and could continue to adverselyaffect our operating results.Because the functional curren

223、cy of most of our foreign operations is the applicable local currency,but our financialreporting currency is the U.S.dollar,we are required to translate the assets,liabilities,expenses,and revenues of ourforeign operations into U.S.dollars at the applicable exchange rate in preparing our Consolidate

224、d FinancialStatements.Accordingly,we face foreign currency exchange rate risk arising from transactions in the normal course ofbusiness,such as sales and loans to wholly owned subsidiaries,sales to third-party customers,purchases fromsuppliers,and bank lines of credit with creditors denominated in f

225、oreign currencies.Foreign currency exchange rates have affected our net sales,net earnings,and operating results and couldcontinue to result in declines in our reported net sales and net earnings.Currency exchange rate fluctuations may alsoaffect the comparative prices between products we sell and p

226、roducts our foreign competitors sell in the same market,which may decrease demand for our products.Substantial exchange rate fluctuations as a result of the strengtheningof the U.S.dollar or otherwise,may have an adverse effect on our operating results,financial condition,and cash flows,as well as t

227、he comparability of our Consolidated Financial Statements between reporting periods.While we activelymanage our foreign currency market risk in the normal course of business by entering into various derivativeinstruments to hedge against such risk,these derivative instruments involve risks and may n

228、ot effectively limit ourunderlying exposure to foreign currency exchange rate fluctuations or minimize our net earnings and cash volatilityassociated with foreign currency exchange rate changes.Further,the failure of one or more counterparties to ourforeign currency exchange rate contracts to fulfil

229、l their obligations to us could adversely affect our operating results.Our debt levels could adversely affect our cash flow and prevent us from fulfilling our obligations.We have an unsecured revolving credit facility and unsecured senior notes and our level of indebtedness could,among other things:

230、make it more difficult to satisfy our financial obligations,including those relating to our unsecured revolvingcredit facility and our unsecured senior notes;increase our vulnerability to adverse economic and industry conditions;limit our flexibility in planning for,or reacting to,changes and opport

231、unities in our industry,which may placeus at a competitive disadvantage;132025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm19/100Table of Contentsrequire us to dedicate a substantial portion of our cash flows to service the principal and inte

232、rest on the debt,reducing the funds available for other business purposes,such as working capital,capital expenditures orother cash requirements;limit our ability to incur additional debt with acceptable terms;andexpose us to fluctuations in interest rates.The terms of our financing obligations incl

233、ude restrictions,such as affirmative,negative and financial covenants,conditions on borrowing and subsidiary guarantees.A failure to comply with these restrictions could result in a defaultunder our financing obligations or could require us to obtain waivers from our lenders for failure to comply wi

234、th theserestrictions.The occurrence of a default that remains uncured or the inability to secure a necessary consent or waivercould have a material adverse effect on our business,financial condition,results of operations and cash flows.We alsoguarantee the borrowings of certain independently owned a

235、utomotive parts stores and certain other affiliates in whichwe have a non-controlling equity ownership interest.To date,we have not experienced any significant losses inconnection with these guarantees.However,if any of the borrowers under these guarantees experienced a default,wemay be required to

236、satisfy their payment obligations in an amount that could be material.In addition,our indebtedness is rated by credit rating agencies.Our overall credit rating may be negativelyimpacted by deteriorating and uncertain credit markets or other factors that may or may not be within our control.Theintere

237、st rates on our unsecured revolving credit facility,as well as any additional indebtedness we may incur in thefuture,are impacted by our credit ratings.Accordingly,any negative impact of our credit ratings,or placement of ourcredit ratings on“review”or“watch”status,could result in higher interest ex

238、pense and could impact the terms of anyadditional indebtedness we incur in the future.LEGAL AND REGULATORY RISKSWe may be affected by global climate change or legal,tax,regulatory,or market responses to such change.The concern over climate change has led to legislative and regulatory initiatives aim

239、ed at reducing greenhouse gasemissions(“GHG”).For example,regulations that impose extensive mandatory requirements related to GHG continueto be considered by or have been issued by policy makers in both the federal and certain state governments in theU.S.,by the European Union,and by national govern

240、ments in Canada,the U.K.,Australia and elsewhere.Many of theregulations that have been issued create mandatory,annual reporting requirements related to carbon emissions andother sustainability-related information that will ultimately be subject to audit and could expose our company to fines,regulato

241、ry inquiry or negative publicity if we fail to comply.Additionally,significant increases in fuel economyrequirements,new federal or state restrictions on emissions of carbon dioxide or new federal or state incentiveprograms that may be imposed on vehicles and automobile fuels could adversely affect

242、demand for the products wesell.We may not be able to accurately predict,prepare for and respond to new kinds of technological innovations withrespect to electric vehicles and other technologies that minimize emissions.Laws enacted to reduce GHG coulddirectly or indirectly affect our suppliers and co

243、uld adversely affect our business,financial condition,results ofoperations and cash flows.Changes in automotive technology(including the adoption of electric vehicles or the use ofartificial intelligence)and compliance with any new or more stringent laws or regulations,or stricter interpretations of

244、existing laws,could require additional expenditures by us or our suppliers all of which could adversely impact thedemand for our products and our business,financial condition,results of operations or cash flows.Because we are involved in litigation from time to time and are subject to numerous laws

245、and governmentalregulations,we could incur substantial judgments,fines,legal fees and other costs as well as reputationalharm.We are sometimes the subject of complaints or litigation from customers,employees or other third parties forvarious reasons,including as a result of new legal or regulatory f

246、rameworks.For example,we are party to,amongother litigation,numerous pending asbestos liability lawsuits relating to our national distribution of automotive parts andsupplies sold primarily before 1991,many of which involve claims of personal injury allegedly resulting from the use ofautomotive part

247、s distributed by us.The damages sought against us in some of these litigation proceedings aresubstantial.Although we maintain liability insurance for some litigation claims,if one or more of the claims were togreatly exceed our insurance coverage limits or if our insurance policies do not cover a cl

248、aim our business,financialcondition,results of operations and cash flows could be materially and adversely affected.Additionally,we are subject to an increasing number of laws in the various jurisdictions in which we operate as wellas governmental regulations relating to taxes,environmental protecti

249、on,product quality standards,cybersecurity,machine learning,artificial intelligence,data privacy,building and zoning requirements,and employment law matters.Ifwe fail to comply with existing or future laws or regulations,we may be subject to142025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/ed

250、gar/data/40987/000004098725000026/gpc-20241231.htm20/100Table of Contentsgovernmental or judicial fines or sanctions,while incurring substantial legal fees and costs.In addition,our capitalexpenses could increase due to remediation measures that may be required if we are found to be noncompliant wit

251、hany existing or future laws or regulations.Changes in legislation or government regulations or policies,particularly those relating to taxation andinternational trade,could have a significant impact on our results of operations.Our business is global,so changes to existing international trade agree

252、ments,blocking of foreign trade,increasedprotectionism,or imposition of tariffs on foreign goods could result in decreased revenues and/or increases in pricing,either of which could have an adverse impact on our business,results of operations,financial condition and cash flowsin future periods.For i

253、nstance,the United States imposed Section 232 tariffs on many imported products of steel andaluminum in March 2018 and expanded the tariffs to additional derivative products of steel and aluminum effectiveFebruary 8,2020.The United States imposed Section 301 tariffs on most imported products from Ch

254、ina starting in July2018.Although the United States and China reached a Phase One trade deal in January 2020,there was no PhaseTwo trade deal implemented and most of the tariffs imposed remain in place.Uncertainty persists in the traderelationship between the two countries that impacts the global tr

255、ade landscape,and as of February 2025,new tariffswere enacted that significantly increase tariffs on foreign imports into the United States.The effects of these changes,including responsive actions from foreign governments,could also have significant impacts on our financial results.In addition,as a

256、 global business,we are subject to taxation in each of the jurisdictions in which we operate.Changes in the tax laws of these jurisdictions,or in the interpretation or enforcement of existing tax laws,could subjectour business to audits,inquiries and legal challenges from taxing authorities and coul

257、d reduce the benefit of taxstructures previously implemented for our operations.As a result,we may incur additional costs,including taxes andpenalties for historical periods,that may have a material and adverse effect on our business,financial condition,resultsof operations and cash flows.GENERAL RI

258、SKSWe are subject to risks related to corporate social responsibility and reputation.Many factors influence our reputation and the value of our brands including the perception held by our customers,business partners,investors,regulators,other key stakeholders and the communities in which we do busin

259、ess.Ourbusiness faces increasing scrutiny and regulations related to corporate social responsibility practices and disclosuresand we face an increasing risk of damage to our reputation and the value of our brands if we fail to act responsiblyand/or in compliance with applicable laws and regulations

260、in a number of areas,such as environmental stewardshipand sustainability,supply chain management,climate change,inclusion,workplace conduct,human rights,philanthropyand support for local communities.We are continually assessing our obligations under proposed and enacted rules andexpect that complian

261、ce could require substantial effort in the future.Standards for tracking and reporting onsustainability matters,including climate-related matters,have also not been harmonized.Changes to these standardscould require adjustments to our accounting or operational policies,as well as updates to our exis

262、ting systems to meetthese reporting obligations.We will therefore likely need to be prepared to contend with overlapping,yet distinct,disclosure approaches,frameworks and requirements.Our 2024 Sustainability Report is available on our website.If our sustainability practices or disclosures do notmeet

263、,or are perceived not to meet,evolving regulatory,investor and other stakeholder expectations and standards,ourreputation,our ability to attract or retain employees,and our attractiveness as an investment or business partner couldbe negatively affected.Similarly,our failure,or perceived failure,to p

264、ursue or fulfill any sustainability-focused goals,targets,or objectives,to comply with ethical,environmental,or other standards,regulations,or expectations,or tosatisfy various reporting standards with respect to these matters,within the timelines we announce,or at all,couldadversely affect our busi

265、ness or reputation,as well as expose us to government enforcement actions and privatelitigation.While we monitor a broad range of sustainability matters,we cannot be certain that we will manage suchmatters successfully,or that we will successfully meet the expectations of regulators,investors,employ

266、ees,customersand other stakeholders.Any failure to meet such expectations could impact employee engagement and retention andthe willingness of customers and our partners to do business with us,which could have a material adverse effect onour business,results of operations and cash flows.Our stock pr

267、ice is subject to fluctuations,and the value of your investment may decline.The trading price of our common stock is subject to fluctuations,and may be subject to fluctuations in the futurebased upon external economic and market conditions.The stock market in general has experienced significant pric

268、eand volume fluctuations that sometimes have been unrelated or disproportionate to the operating performance of listedcompanies.These broad market,geopolitical and industry factors among others may harm the market price152025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/0000040

269、98725000026/gpc-20241231.htm21/100Table of Contentsof our common stock,regardless of our operating performance and growth outlook,and the value of your investmentmay decline.ITEM 1B.UNRESOLVED STAFF COMMENTS.Not applicable.ITEM 1C.CYBERSECURITY.Our information security program is managed by a dedica

270、ted Chief Information Security Officer(CISO),whoseteam is responsible for leading enterprise-wide cybersecurity strategy,risk assessment and management policies,standards,architecture,and processes.The CISO,along with the Chief Information and Digital Officer(CIDO),eachhave over 20 years of prior wo

271、rk experience in various roles involving information technology,including security,compliance,and systems.The CISO provides periodic reports,which take into account information from internalstakeholders,known privacy and security vulnerabilities,threat detection plans,and information from external s

272、ourcessuch as reported security incidents,industry trends,and third-party evaluations to our executive leadership team and,as well as regular updates to our Audit Committee.The Audit Committee receives regular updates specific to thecompanys cyber security program and IT security risk,including thre

273、at protection posture,IT compliance reporting,andIT risk posture.The Board of Directors(Board)has ultimate oversight for risks relating to our information securityprogram and practices and receives periodic updates from the Audit Committee Chair on cybersecurity and IT securityrisk and mitigation st

274、rategies,as well as periodic updates directly from the CIDO and CISO.Our program is regularlyevaluated by internal and external resources with the results of those reviews reported to senior management,theAudit Committee and the Board.We also actively engage with key vendors,industry participants,an

275、d intelligence andlaw enforcement communities for benchmarking and awareness of best practices as part of our continuing efforts toevaluate and enhance the effectiveness of our information security policies and procedures.As part of ourcybersecurity risk management system,our governance,risk and com

276、pliance team tracks and logs privacy andsecurity incidents across GPC as well as performs third-party risk management to identify and mitigate risks from thirdparties such as vendors and suppliers.The results of our evaluations and the feedback from our engagements areused to drive alignment on,and

277、prioritization of,initiatives to enhance our cybersecurity strategies,policies,andprocesses and make recommendations to improve processes.Our policies,standards,processes and practices for assessing,identifying,and managing material risks fromcybersecurity threats are integrated into our overall ris

278、k management program to ensure that cybersecurityconsiderations are an integral part of our decision-making processes and are based on frameworks established by theNational Institute of Standards and Technology Cybersecurity Framework(“NIST CSF”)and other applicable industrystandards.In connection w

279、ith our information security program,we perform ongoing internal and external riskassessment activities,and deploy systems,processes,and procedures across our global business units in response toidentified risks.As cybersecurity events are detected via our global processes,the potential impact of th

280、e events isassessed based on criticality,and mitigation and remediation actions are taken in accordance with our incidentresponse plan.The incident response plan is periodically evaluated by our cybersecurity team as well as byindependent advisors using simulated security exercises.Security awarenes

281、s training is also key component of ourinformation security program and involves required training for all our teammates and contingent workers.Although we have not experienced a material breach of cybersecurity to date,our computer systems and thecomputer systems of our third-party service provider

282、s have been,and will likely continue to be,subjected tounauthorized access or phishing attempts,computer viruses,malware,ransomware or other malicious codes.Despiteour security measures,there can be no assurance that we,or the third parties with which we interact,will notexperience a cybersecurity i

283、ncident in the future that will materially affect us.For more information about these andother information security risks we face,see“Item 1A.Risk Factors Strategic and Operational Risks.”162025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm22/

284、100Table of ContentsITEM 2.PROPERTIES.The following table summarizes our company-owned and operated distribution centers,retail stores,branches andservice centers as of December 31,2024:Distribution CentersOther LocationsAutomotive:North America752,279Europe73782Australasia14561Total Automotive1623,

285、622Industrial:North America17611Australasia13144Total Industrial30755Total1924,377In addition to the properties set forth above,we have various headquarters,shared service centers and otherfacilities.Our corporate and U.S.Automotive headquarters are located in two office buildings owned by us in Atl

286、anta,Georgia.We generally own distribution centers and lease retail stores and branches.We believe that our facilities as awhole are in good condition,are adequately insured,are fully utilized and are suitable and adequate to conduct thebusiness of our current operations.ITEM 3.LEGAL PROCEEDINGS.Inf

287、ormation with respect to our legal proceedings may be found in the Commitments and Contingencies Footnote inthe Notes to Consolidated Financial Statements in Item 8 of Part II,which is incorporated herein by reference.ITEM 4.MINE SAFETY DISCLOSURES.Not applicable.172025/5/19 09:51gpc-20241231https:/

288、www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm23/100Table of ContentsPART II.ITEM 5.MARKET FOR REGISTRANTS COMMON EQUITY,RELATED STOCKHOLDER MATTERS AND ISSUERPURCHASES OF EQUITY SECURITIES.Market Information Regarding Common StockOur common stock is traded on the New York

289、 Stock Exchange under the ticker symbol“GPC.”Dividend InformationWe have paid a cash dividend to shareholders every year since going public in 1948 and increased the annualdividend for 68 consecutive years through 2024.While we have historically paid dividends to holders of our commonstock on a quar

290、terly basis and expect to continue doing so going forward,the declaration and payment of futuredividends will depend on many factors,including,but not limited to,our earnings,financial condition,businessdevelopment needs and regulatory considerations,and are at the discretion of our Board of Directo

291、rs.Stock Performance GraphSet forth below is a line graph comparing the yearly dollar change in the cumulative total shareholder return on ourcommon stock against the cumulative total shareholder return of the Standard and Poors(S&P)500 Stock Index anda peer group composite index(“Peer Index”)struct

292、ured by us as set forth below for the five year period thatcommenced December 31,2019 and ended December 31,2024.This graph assumes that$100 was invested onDecember 31,2019 in Genuine Parts Company common stock,the S&P 500 Stock Index(we are a member of theS&P 500 Stock Index,and our cumulative tota

293、l shareholder return went into calculating the S&P 500 Stock Indexresults set forth in the graph)and the peer group composite index as set forth below,and assumes reinvestment of alldividends.Comparison of five year cumulative total shareholder returnCumulative Total Shareholder Return$atFiscal Year

294、 End201920202021202220232024Genuine Parts Company$100.00$97.82$140.26$177.84$145.59$126.35S&P 500 Stock Index$100.00$118.39$152.34$124.73$157.48$196.85Peer Index$100.00$121.13$150.76$124.23$145.76$137.18In constructing the Peer Index for use in the stock performance graph above,we used the sharehold

295、er returns ofvarious publicly held companies(weighted in accordance with each companys stock market capitalization atDecember 31,2019 and including reinvestment of dividends)that compete with us in our two industry segments:automotive parts and industrial parts(each group of companies included in th

296、e Peer Index as competing with us in aseparate industry segment is hereinafter referred to as a“Peer Group”).Included in the automotive parts Peer182025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm24/1002025/5/19 09:51gpc-20241231https:/www.s

297、ec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm25/100Table of ContentsGroup are those companies making up the Dow Jones U.S.Auto Parts Index(we are a member of such industrygroup,and its individual shareholder return was included when calculating the Peer Index results set forth

298、 in theperformance graph).Included in the industrial parts Peer Group are Applied Industrial Technologies,Inc.,FastenalCompany,and W.W.Grainger,Inc.In determining the Peer Index,each Peer Group was weighted to reflect our annualnet sales in each industry segment.HoldersAs of December 31,2024,there w

299、ere 6,428 holders of record of the companys common stock.The number ofholders of record does not include beneficial owners of the common stock whose shares are held in the names ofvarious dealers,clearing agencies,banks,brokers and other fiduciaries.Issuer Purchases of Equity SecuritiesThe following

300、 table provides information about the purchases of shares of the companys common stock during thethree month period ended December 31,2024:PeriodTotalNumber ofSharesPurchased(1)AveragePrice Paidper ShareTotal Number of SharesPurchased as Part ofPublicly AnnouncedPlans or Programs(2)Maximum Number of

301、Shares That May Yet bePurchased Under thePlans or ProgramsOctober 1,2024 throughOctober 31,2024206,704$124.18 206,704 7,552,129 November 1,2024 throughNovember 30,2024104,849$119.10 99,318 7,452,811 December 1,2024 throughDecember 31,20248,106$115.22 7,452,811 Total319,659$122.29 306,022 7,452,811(1

302、)Includes shares surrendered by employees to the company to satisfy tax withholding obligations in connection withthe vesting of shares of restricted stock,the exercise of share appreciation rights and/or tax withholdingobligations.(2)On August 21,2017,the Board of Directors announced that it had au

303、thorized the repurchase of 15 million shares.Under this program,shares may be repurchased in privately negotiated and/or open market transactions,includingunder plans complying with Rule 10b5-1 under the Exchange Act.The authorization for these repurchase planscontinues until all such shares have be

304、en repurchased or the repurchase program is terminated by action of theBoard of Directors.The program may be suspended at any time and does not have an expiration date.Approximately 7.5 million shares authorized remain available to be repurchased by the company.There were noother repurchase plans an

305、nounced as of December 31,2024.ITEM 6.RESERVED192025/5/19 09:51gpc-20241231https:/www.sec.gov/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm26/100Table of ContentsITEM 7.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS.The following discussion and an

306、alysis contains forward-looking statements,including,without limitation,statementsrelating to our plans,strategies,objectives,expectations,intentions and resources.Such forward-looking statementsshould be read in conjunction with our disclosures under“Item 1A.Risk Factors”of this Form 10-K.OVERVIEWG

307、enuine Parts Company(GPC)is a global service organization with a long history of growth and innovationdating back to our founding in Atlanta,Georgia,in 1928.Over nearly a century,weve built a reputation for deliveringexcellent customer service,profitable growth,leading distribution capabilities and

308、strong cash flow.In 2024,we conducted business in North America,Europe and Australasia from more than 10,700 locations.OurAutomotive business operated in the U.S.,Canada,Mexico,France,the U.K.,Ireland,Germany,Poland,theNetherlands,Belgium,Spain,Portugal,Australia and New Zealand and accounted for 63

309、%of total revenues for theyear.Our Industrial business operated in the U.S.,Canada,Mexico,Australia,New Zealand,Indonesia and Singaporeand accounted for 37%of total revenues.Our mission is to be the employer,supplier,and investment of choice,while also being a valued corporate citizen inthe communit

310、ies we serve.This mission drives our strategic financial objectives:outpacing market revenue growth,improving operating margins,maintaining a strong balance sheet and cash flows,and allocating capital effectively.Aswe look to the future,we are leaning into modernizing our supply chain and technology

311、 through digital innovation,anddata-driven strategies to enhance our competitive edge.By leveraging technology and optimizing supply chains,weare empowering our teams with cutting-edge tools to focus on delivering exceptional customer service and drivingsustainable growth.At the heart of it all is o

312、ur commitment to excellence,supported by a culture of continuousimprovement and a legacy of strong leadership that has guided us for nearly 100 years.KEY PERFORMANCE INDICATORSWe consider a variety of performance and financial measures in assessing our business,and the key performanceindicators used

313、 to measure our results are summarized below.Comparable SalesComparable sales refer to period-over-period comparisons of our net sales excluding the impact of acquisitions,divestitures,foreign currency and other.Our calculation of comparable sales is computed using total business days forthe period

314、and is inclusive of both company-owned stores and sales to our independent owners stores.We considerthis metric useful to investors because it provides greater transparency into managements view and assessment of ourcore ongoing operations.This metric is widely used by analysts,investors and competi

315、tors in our industry,however ourcalculation of the metric is not comparable to similar measures disclosed by other companies,because not allcompanies and analysts calculate this metric in the same manner.Gross Profit and Gross MarginGross profit represents net sales less cost of goods sold.Gross pro

316、fit as a percentage of net sales is referred to asgross margin.Cost of goods sold primarily represents the cost of merchandise sold,including the cost of inboundfreight from suppliers.It also includes the effects of supplier volume incentives and inventory adjustments.Our grossprofit is variable in

317、nature and generally follows changes in net sales.We believe that gross profit and gross margin areuseful measures because they allow management,analysts,investors and others to evaluate the profit we generatefrom our sales,before operating and other expenses and income.Selling,Administrative and Ot

318、her Expenses(SG&A)SG&A includes all personnel and personnel-related costs at our corporate offices,segment headquarters,distribution centers,stores and branches.Additional costs in SG&A include our facilities,freight and delivery,marketing,advertising,technology,digital,legal and professional costs.

319、Freight and delivery costs are the shipping and handlingcosts incurred related to delivering merchandise to our customers.We believe SG&A is a useful measure because itallows management,analysts,investors and others to understand the level of costs we incur operating our businesseach period.Segment

320、EBITDA and Segment EBITDA MarginSegment EBITDA is the measure we use to assess the profitability of our companys business segments and it iscalculated as net sales less cost of goods sold and total other operating expenses of the business segment,and it202025/5/19 09:51gpc-20241231https:/www.sec.gov

321、/Archives/edgar/data/40987/000004098725000026/gpc-20241231.htm27/100Table of Contentsexcludes amounts reflected in Corporate EBITDA,net interest expense,depreciation and amortization and otherunallocated costs.Segment EBITDA as a percentage of Segment Net Sales is referred to as Segment EBITDA margi

322、n.We changed our segment profit and segment profit margin measures in the fourth quarter of 2024 to SegmentEBITDA and Segment EBITDA margin,respectively.We believe that Segment EBITDA and Segment EBITDA marginare useful measures because they allow management,analysts,investors,and other interested p

323、arties to evaluate theprofitability of our segments and they align with how management evaluates performance and sets compensationplans.Refer to the Segment Data Footnote in the Notes to Consolidated Financial Statements for additionalinformation.Net Income and EBITDAWe believe that net income and E

324、BITDA,along with their respective adjusted measures,are useful measures ofoperating performance.Net income represents our profitability after the effects of all operating and other expenses andincome.EBITDA helps us assess the underlying profitability of our companys business operations before the e

325、ffects ofcertain net expenses that directly arise from our capital investment decisions(depreciation,amortization),financingdecisions(interest),and tax strategies(income taxes).The adjusted measures of net income and EBITDA eliminate certain non-recurring charges and other items that wedo not believ

326、e are reflective of our ongoing business performance.These adjusted measures help us evaluate ouroperating performance on a comparable basis from period-to-period so that we can better understand the ongoingfactors and trends affecting our business operations.We also use adjusted net income,together

327、 with adjusted EBITDA,to forecast our performance,evaluate our actual results against our forecasts and compare our results to others in theindustries that we serve.Adjusted EBITDA is also a measure of performance included in our executive incentivecompensation plans.See“Non-GAAP Financial Measures”

328、below for a discussion of how we define adjusted netincome and adjusted EBITDA and a reconciliation of adjusted net income,EBITDA and adjusted EBITDA to netincome,the most directly comparable financial measure calculated and presented in accordance with accountingprinciples generally accepted in the

329、 United States(“GAAP”).CONSOLIDATED RESULTS OF OPERATIONSOur discussion of our results focuses on 2024 and 2023 and year-to-year comparisons between those periods.Discussions of 2022 results and year-to-year comparisons between 2023 and 2022 results that are not included in thisForm 10-K can be foun

330、d in“Managements Discussion and Analysis of Financial Condition and Results of Operations”in Part II,Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31,2023.In 2024,our net sales of$23.5 billion increased 1.7%year-over-year.Our sales growth was driven primarily byacquisit

331、ions in our Automotive segment and two additional selling days.Sales growth was partially offset by thenegative impact of weak market conditions in both segments,as persistent high interest rates and economicuncertainty led to lower customer demand which resulted in flat Automotive comparable sales

332、and declines in Industrialcomparable sales in 2024.Economic activity in the U.S.manufacturing sector,measured by the Purchasing MangersIndex(PMI),contracted through most of 2024,negatively impacting purchases from our Industrial customers.In 2024,net income totaled$904 million,down 31.3%,driven by c

333、osts associated with our global restructuringprogram,which was designed to better align our assets and cost structure to the current economic environment.Duringthe year,we incurred$221 million in restructuring and other costs under this program,and a charge of$62 million tocost of goods sold to write down certain existing inventory associated with a new global rebranding and relaunch of akey tool