AYI — what changed in the latest 10-K

Text added vs the prior filing · source: 10-K · 2026-10-23

• At AIS, through Atrius®, Distech Controls®, and QSC®, we have unique and disruptive technologies that are driving productivity for people experiencing spaces and for the people operating those spaces. We do this through edge-with-cloud network effects, data-driven growth, a global operating model an…

• Atrius makes data in a space accessible, usable, and actionable. Our data platform and cloud applications for building performance and spatial intelligence aim to maximize occupant and owner experiences. Our Distech Controls intelligent Building Management Systems (“BMS”) provide management of a spa…

• Our market is influenced by evolving technologies. For the ABL segment, this evolution includes the development of new or improved lighting technologies, including solid-state lighting, electronic drivers, embedded lighting controls, and more effective optical designs and lamps. For the AIS segment,…

Text removed vs the prior filing · source: 10-K · 2025-10-27

• Our mission at AIS is to make spaces smarter, safer, and greener through our strategy of connecting the edge with the cloud using disruptive technologies. Through Atrius®, Distech Controls®, and QSC®, we are driving productivity for people who own and manage a space and for the people who utilize a …

• Our market is influenced by evolving technologies. This evolution includes: the development of new or improved lighting technologies, including solid-state lighting, electronic drivers, embedded lighting controls, and more effective optical designs and lamps; federal, state, and local requirements f…

Text added vs the prior filing · source: 10-K · 2026-10-23

• Our strategic adoption and integration of artificial intelligence (“AI”) across our products, services, and operations may expose us to significant operational, legal, competitive, regulatory, cybersecurity, and reputational risks that could adversely affect our business, results of operations, fina…

• As part of our business strategy, we are increasingly incorporating AI and machine learning technologies into our product offerings, customer-facing solutions, and internal operations to enhance innovation, efficiency, decision-making, and the value we deliver to customers and other stakeholders. We…

• The use of AI technologies also presents risks relating to intellectual property ownership and infringement, data privacy, data protection, data provenance, cybersecurity, model transparency, ethical use, workforce management, employee relations, and compliance with evolving legal and regulatory req…

• Further, governments, regulatory bodies, and industry organizations worldwide are actively developing and implementing laws, regulations, standards, and guidance governing the development and use of AI technologies. Existing and future regulatory requirements may impose additional compliance obligat…

• annual negotiations with unions in Mexico. While we believe that we have good relationships with both our unionized and non-unionized employees, we may become vulnerable to a strike, work stoppage, or other labor action by these employees.

Text removed vs the prior filing · source: 10-K · 2025-10-27

• are already deployed, potentially allowing them to persist within our systems for extended periods. The Company monitors its data, information technology, and personnel usage of Company systems to reduce these risks and continues to do so on an ongoing basis for any current or potential threats. Ref…

• frequently enacted. Inconsistencies between the interpretation and the practical application of both existing and new laws are common across jurisdictions. Additionally, we routinely undertake contractual obligations to comply with all applicable laws, so a violation of a data privacy or security la…

• Our success is also dependent upon our ability to attract, retain, and motivate a qualified and diverse workforce, and there can be no assurance that we will be able to do so, particularly during times of increased labor costs or labor shortages. We rely upon the knowledge and experience of employee…

• We source certain components and finished goods from countries outside of the United States, some of which are subject to import tariffs. These tariffs could increase in future periods resulting in higher costs and/or lower demand. We could be adversely affected to the extent we are unable to mitiga…

• We are also subject to certain other laws and regulations affecting our international operations, including laws and regulations such as the United States-Mexico-Canada Agreement (“USMCA”), which, among other things, provide certain beneficial duties and preferential tariff treatment for qualifying …

Text added vs the prior filing · source: 10-K · 2026-10-23

• We generated $825.6 million of cash flows from operating activities during fiscal 2026 compared with $601.4 million in the prior-year period, an increase of $224.2 million. Cash flows from operations increased due primarily to higher profit, including $51.3 million of received tariff refunds, and lo…

• During fiscal 2026, we repaid our outstanding term loan using cash on hand and proceeds from our Credit Agreement entered into on May 8, 2026. At August 31, 2026, we had $200.0 million in remaining borrowings under our Credit Agreement. In September 2026, subsequent to the end of fiscal 2026, we vol…

• During fiscal 2026 and 2025, we repurchased approximately 0.9 million shares and 0.4 million shares of our outstanding common stock for $289.5 million and $117.1 million, respectively.

• Total cash outflows for share repurchases during fiscal 2026 and 2025 were $287.2 million and $118.5 million, respectively. We expect to repurchase shares on an opportunistic basis subject to various factors including stock price, Company performance, market conditions, and other possible uses of ca…

• Net sales of $4.64 billion for the year ended August 31, 2026 increased by $296.2 million, or 6.8%, compared with the prior year due primarily to higher sales in our AIS segment, partially offset by lower sales in our ABL segment. The increase in our AIS segment was driven by the acquisition of QSC,…

Text removed vs the prior filing · source: 10-K · 2025-10-27

• We generated $601.4 million of cash flows from operating activities during fiscal 2025 compared with $619.2 million in the prior-year period, a decrease of $17.8 million. Cash flows from operations decreased as payments for acquisition-related costs, higher interest, and increased purchases of inven…

• On November 25, 2024, we entered into an amendment to our credit agreement (the “Credit Agreement”) that, among other things, provided for a delayed draw term under the Term Loan Facility of up to $600.0 million. In January 2025, we drew the full $600.0 million on the Term Loan Facility to fund the …

• During fiscal 2025, we repurchased approximately 0.4 million shares of our outstanding common stock for $117.1 million. Total cash outflows for share repurchases during fiscal 2025 were $118.5 million. During fiscal 2024, we repurchased 0.5 million shares of our outstanding common stock for $87.8 mi…

• On January 25, 2024, the Board approved an increase of three million shares to the maximum number of shares that may yet be repurchased under the share repurchase program. As of August 31, 2025, the maximum number of shares that may yet be repurchased under the share repurchase program authorized by…

• Net sales of $4.35 billion for the year ended August 31, 2025 increased by $504.6 million, or 13.1%, compared with the prior-year period due primarily to increases in sales in both our AIS and ABL segments. The increase in our AIS segment was driven by the acquisition of QSC, which contributed $428.…

Text removed vs the prior filing · source: 10-K · 2025-10-27

• Our exposure to foreign currency risk related to our operations in Europe is immaterial and has been excluded from this analysis.