Berkshire Hathaway (BRK-B) 10-K risk factor changes: FY2023 vs FY2022

A [removed: cyber, biological, nuclear] [added: nuclear, biological] or chemical terrorist attack [added: or armed terrorist incursions] could produce significant losses to our worldwide operations.

Our business operations could be adversely affected from such acts through the loss of human [removed: resources or] [added: life,] destruction of production facilities and information [removed: systems.][added: systems or other property damage.]

We share [removed: the risk] [added: these risks] with all businesses.

Although we have taken steps intended to mitigate these risks, including business continuity planning, disaster recovery planning and business impact analysis, a significant disruption or cyber intrusion at one or more of our significant operations could adversely affect our results of operations, financial condition [removed: and] [added: and/or] liquidity.

Buffett, Chairman of the Board of Directors and Chief Executive Officer, age [removed: 92, in consultation with Charles T.][added: 93.]

We believe that the Board’s succession plan, together with the outstanding managers running our numerous and highly diversified operating [removed: units] [added: units,] helps to mitigate this risk.

Our inability to recruit, train and retain qualified and competent managers and personnel could negatively affect the operating results, financial condition [removed: and] [added: and/or] liquidity of our subsidiaries and Berkshire as a whole.

Increased regulatory compliance costs could have a significant negative impact on our operating businesses, as well as on the businesses in which we have [removed: a] significant, but not [removed: controlling] [added: controlling,] economic interests.

Failure to comply with these regulations could result in reputational damage and significant [added: economic] penalties.

Climate change could cause or intensify hurricanes, floods, wildfires, and other extreme weather events that may increase [added: the] physical risks to and impacts on our operations.

Additional GHG policies, including legislation, may emerge that accelerate the transition to a [removed: lower GHG] [added: lower-GHG] emitting economy and could, in turn, increase costs for our businesses to comply with those policies, including BNSF and BHE, which combined represent more than 90% of Berkshire’s direct emissions.

Our tolerance for [added: underwriting] risk in our [added: various] insurance businesses may result in significant underwriting losses.

We employ various disciplined underwriting practices intended to mitigate potential [removed: losses and] [added: losses,] attempt to take into account all possible correlations and avoid writing groups of policies from which pre-tax losses from a single catastrophe event might aggregate in excess of $15 billion.

Although we believe that [added: recorded] liabilities for unpaid losses are adequate, we will not know whether these liabilities or the premiums charged for the coverages provided were sufficient until well after the balance sheet date.

Our estimated unpaid losses arising under contracts covering property and casualty insurance risks are large [removed: ($143] [added: ($146] billion at December 31, [removed: 2022),] [added: 2023),] and a small percentage increase to those liabilities can result in materially lower reported earnings.

Such regulations may relate [removed: to] [added: to,] among other things, the types of business that can be written, the rates that can be charged for coverage, the level of capital that must be [removed: maintained,] [added: maintained] and restrictions on the types and size of investments that can be made.

To the extent that changes in government policies limit or restrict the usage of coal as a [removed: source of] fuel [added: source] in generating electricity or alternate fuels, such as natural gas, or [added: otherwise] displace coal [removed: on a competitive basis,] [added: as an energy source,] revenues and earnings could be adversely affected.

System assets may need to be operational for long periods of time [removed: in order] to justify the financial investment.

Cybersecurity risks.

Geopolitical events could cause losses to our business and losses in the values of securities we own.

We believe risks of adverse effects from geopolitical events are rising, through armed and diplomatic conflicts involving governments in various parts of the world.

Government policies and actions taken, including responses of other governments to such actions, may adversely affect our operating businesses through reduced sales, increased costs, restricted supply chains, physical damage to our properties and loss of life of our employees.

We share these risks with all businesses.

Cyber security risks

Munger, Vice Chairman of the Board of Directors, age 99.

| | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | |

[removed: | Insurance – underwriting | $ | (90 | ) | | $ | 728 | | | $ | 657 | |][added: Insurance—Underwriting]

| Insurance – investment income | | [removed: 6,484] [added: 9,567] | | | | [removed: 4,807] [added: 6,484] | | | | [removed: 5,039] [added: 4,807] | |

[removed: | Utilities] [added: Utilities] and [removed: energy | | 3,904 | | | | 3,572 | | | | 3,141 | |][added: Energy]

| Manufacturing, service and retailing | | [removed: 12,512] [added: 12,759] | | | | [removed: 11,120] [added: 12,512] | | | | [removed: 8,300] [added: 11,120] | |

| Investment and derivative contract gains (losses) | | [removed: (53,612] [added: 58,873] | [removed: )] | | | [removed: 62,340] [added: (53,612] | [added: )] | | | [removed: 31,591] [added: 62,340] | |

| Net earnings [removed: (loss)] attributable to Berkshire Hathaway shareholders | [removed: $] | [removed: (22,819 | ) | |] $ | [removed: 89,795 | | | $ | 42,521] [added: 603] | |

[removed: Includes goodwill and indefinite-lived intangible asset impairment charges of $157] [added: Our after-tax earnings from Kraft Heinz were $790] million in [removed: 2022, $259] [added: 2023, $550] million in [removed: 2021] [added: 2022] and [removed: $11.0 billion] [added: $317 million] in [removed: 2020,] [added: 2021,] which [removed: includes] [added: included] our [added: after-tax] share of [added: goodwill and other intangible asset impairment] charges recorded by Kraft [removed: Heinz.*][added: Heinz of $126 million in 2023, $157 million in 2022 and $259 million in 2021.]

The business segment data (Note [removed: 25] [added: 26] to the accompanying Consolidated Financial Statements) should be read in conjunction with this discussion.

We cannot reliably predict [added: the] future economic effects of these events on our businesses.

Insurance underwriting generated [removed: an] after-tax [removed: loss] [added: earnings] of [removed: $90] [added: $5.4 billion in 2023, losses of $30] million in 2022 and [removed: after-tax] earnings of [removed: $728 million in 2021 and $657] [added: $870] million in [removed: 2020.][added: 2021.]

[removed: Insurance underwriting] [added: Underwriting] results [added: in 2022 and 2021] included after-tax losses from significant catastrophe events of approximately $2.4 billion [removed: in 2022, $2.3 billion in 2021] and [removed: $750 million in 2020.][added: $2.3 billion, respectively.]

After-tax earnings from insurance investment income increased [added: $3.1 billion (47.5%) in 2023 and] $1.7 billion in 2022 [added: (34.9%)] compared to [removed: 2021, attributable to increased dividend income and higher interest rates.][added: corresponding prior years.]

Management’s Discussion and Analysis [removed: *(Continued)*]

Results of Operations [removed: *(Continued)*]

After-tax earnings of [removed: our railroad,] BNSF [added: declined 14.4% in 2023 compared to 2022 and] were relatively unchanged in 2022 compared to [removed: 2021 and increased 16.1% in 2021 versus 2020.][added: 2021.]

Results in 2022 reflected higher revenue per car/unit, substantially offset by lower overall freight volumes and higher fuel and other operating [removed: costs.][added: costs compared to 2021.]

After-tax earnings of our utilities and energy business [added: declined 40.3% in 2023 compared to 2022 and] increased 9.3% in 2022 compared to [removed: 2021 and 13.7% in 2021 versus 2020.][added: 2021.]

Earnings from our manufacturing, service and retailing businesses increased [removed: 12.5%] [added: 2.0%] in [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] and [removed: 34.0%] [added: 12.5%] in [removed: 2021 versus 2020.][added: 2022 compared to 2021.]

While customer demand for products and services was relatively good in 2022, [added: we experienced weakening] demand [removed: began to weaken] in the second half of the year at certain of our [removed: businesses.][added: businesses, which continued through 2023.]

Investment and derivative contract gains (losses) in each of the three years [removed: presented] predominantly derived from our investments in equity securities and included significant net unrealized gains and losses from market price changes.

We believe that investment gains and losses on investments in equity securities, whether realized from dispositions or unrealized from changes in market prices, are generally meaningless in understanding our reported [removed: quarterly or annual] [added: periodic] results or evaluating the economic performance of our operating businesses.

Other earnings included after-tax foreign exchange rate gains of approximately [added: $200 million in 2023,] $1.3 billion in 2022 and $1.0 billion in 2021 [removed: and after-tax losses of $764 million in 2020] related to the non-U.S. Dollar denominated debt issued by Berkshire and its U.S.-based finance subsidiary, Berkshire Hathaway Finance Corporation (“BHFC”).

[removed: Significant catastrophe] [added: In 2022, significant] events [removed: in 2022 included] [added: were] Hurricane Ian and floods in Australia, while significant events in 2021 included Hurricane Ida, floods in Europe and Winter Storm Uri.

Unpaid loss estimates, including estimates under retroactive reinsurance contracts, were approximately [removed: $143] [added: $146] billion as of December 31, [removed: 2022] [added: 2023] and [removed: $125] [added: $143] billion as of December 31, [removed: 2021.][added: 2022.]

Our periodic underwriting results may also include [removed: significant] foreign currency transaction gains and losses arising from the changes in the valuation of non-U.S. Dollar denominated liabilities of our [removed: U.S. based insurance] [added: U.S.-based] subsidiaries due to foreign currency exchange rate fluctuations.

Insurance—Underwriting [removed: *(Continued)*]

We strive to produce pre-tax underwriting earnings [removed: (premiums] [added: (defined as premiums] earned less [removed: losses] [added: insurance losses/benefits] incurred and underwriting expenses) over the long term in all business categories, except [removed: for] [added: in] BHRG’s retroactive reinsurance and periodic payment annuity [removed: contracts.][added: businesses.]

Time-value-of-money is an important element in establishing prices for [removed: these contracts.][added: retroactive reinsurance and periodic payment annuity policies.]

We normally receive [removed: all] premiums at the contract inception date, which are [removed: immediately] [added: then] available for investment.

Ultimate claim payments can extend for decades and are expected to exceed premiums, producing underwriting losses over the claim settlement periods, primarily through deferred charge [added: asset] amortization and [added: liability] discount accretion charges.

| GEICO | $ | [removed: (1,880] [added: 3,635] | [removed: )] | | $ | [removed: 1,259] [added: (1,880] | [added: )] | | $ | [removed: 3,428] [added: 1,259] | |

| Berkshire Hathaway Primary Group | | [removed: 393] [added: 1,374] | | | | [removed: 607] [added: 393] | | | | [removed: 110] [added: 607] | |

| Berkshire Hathaway Reinsurance Group | | [removed: 1,389] [added: 1,904] | | | | [removed: (930] [added: 1,465] | [removed: )] | | | [removed: (2,700] [added: (755] | ) |

| Pre-tax underwriting earnings [added: (loss)] | | [removed: (98] [added: 6,913] | [removed: )] | | | [removed: 936] [added: (22] | [added: )] | | | [removed: 838] [added: 1,111] | |

| Income taxes and noncontrolling interests | | [removed: (8] | [removed: ) | | | 208 | | | | 181] [added: 365] | |

| Net underwriting earnings (loss) | $ | [removed: (90] [added: 5,428] | [removed: )] | | $ | [removed: 728] [added: (30] | [added: )] | | $ | [removed: 657] [added: 870] | |

| Effective income tax rate | | [removed: 8.5] [added: 21.5] | % | | [added: *] | [removed: 22.2] | [removed: %] | | | [removed: 21.5] [added: 21.7] | % |

GEICO [added: primarily] writes private passenger automobile insurance, offering coverages to insureds in all 50 states and the District of Columbia.

| | [removed: 2022] [added: 2023] | | | | [added: 2022] | | | | 2021 | | | [removed: | | | | | 2020 | | | | | | |]

| Insurance – underwriting | $ | 5,428 | | | $ | (30 | ) | | $ | 870 | |

| BNSF | | 5,087 | | | | 5,946 | | | | 5,990 | |

| Berkshire Hathaway Energy (“BHE”) | | 2,331 | | | | 3,904 | | | | 3,572 | |

| Pilot Travel Centers (“PTC”) | | 603 | | | | — | | | | — | |

| Non-controlled businesses* | | 1,750 | | | | 1,528 | | | | 804 | |

| Other | | (175 | ) | | | 509 | | | | 434 | |

| Net earnings (loss) attributable to Berkshire Hathaway shareholders | $ | 96,223 | | | $ | (22,759 | ) | | $ | 89,937 | |

——————

Includes certain businesses in which Berkshire had between a 20% and 50% ownership interest.*

To varying degrees, our operating businesses have been impacted by government and private sector actions taken to mitigate the adverse economic effects of the COVID-19 virus and its variants, as well as by the development of global geopolitical conflicts, supply chain disruptions and government actions to slow inflation.

Earnings in 2023 benefited from relatively low losses from significant catastrophe events during the year and improved underwriting results at GEICO compared to 2022, reflecting the impacts of premium rate increases and lower claims frequencies.

Underwriting losses in 2022 also reflected accelerating claims costs at GEICO.

Earnings from insurance underwriting increased $60 million in 2022 and $142 million in 2021 from amounts previously reported due to the retrospective adoption of ASU 2018-12.

These increases were primarily attributable to higher short-term interest rates, which resulted in significant increases in earnings from our short-term investments.

The decrease in 2023 was primarily attributable to lower overall freight volumes and higher non-fuel operating costs, partially offset by lower fuel costs.

The earnings decline in 2023 reflected lower earnings from the U.S. regulated utilities, reflecting increased wildfire loss estimates, as well as lower earnings from other energy businesses and real estate brokerage businesses.

As disclosed in Note 2 to the accompanying Consolidated Financial Statements, we increased our ownership in PTC from 38.6% to 80% on January 31, 2023 and we began consolidating PTC’s results of operations on February 1, 2023.

In 2021 and 2022 and through January 31, 2023, earnings from PTC on our 38.6% interest were determined under the equity method and are included in earnings from non-controlled businesses in the preceding table.

Earnings in 2023 reflected increases at certain industrial products manufacturers and services businesses and the impact of Alleghany’s non-insurance businesses acquired in 2022, partially offset by lower earnings from several of our other manufacturing businesses, and from certain of our service and retailing businesses.

Investment and derivative contract gains (losses) also included an after-tax non-cash remeasurement gain of approximately $2.4 billion in the first quarter of 2023 related to our previously held 38.6% interest in PTC through the application of the acquisition accounting method.

Significant catastrophe events in 2023 were a cyclone and floods in New Zealand and a hailstorm in Italy.

Berkshire acquired Alleghany Corporation (“Alleghany”) on October 19, 2022.

Alleghany conducts property and casualty insurance businesses through RSUI Group Inc. and CapSpecialty, Inc. (“RSUI and CapSpecialty” or “Alleghany Insurance”), and reinsurance businesses through Transatlantic Reinsurance Company and affiliates (“TransRe Group”).

Underwriting results of Alleghany Insurance are included in BH Primary and underwriting results of TransRe Group are included in BHRG.

Management’s Discussion and Analysis

BHRG’s pre-tax underwriting earnings in 2022 and 2021 were revised from amounts previously reported for the retrospective adoption of ASU 2018-12.

| Income taxes and noncontrolling interests | | 1,485 | | | | 8 | | | | 241 | |

——————

Not meaningful.*

GEICO also operates an insurance agency that offers primarily homeowners and renters insurance to its auto policyholders.

GEICO’s pre-tax underwriting earnings in 2023 reflected higher average premiums per auto policy, lower claims frequencies, reductions in prior accident years’ claims estimates and a reduction in advertising costs.

However, average claims severities continued to rise in 2023 due to higher auto repair parts prices, labor costs and medical inflation.

GEICO sought rate increases in numerous states in 2022 and 2023 in response to accelerating claims costs.

GEICO also significantly reduced advertising expenditures in 2022 and 2023, which contributed to reductions of policies-in-force.

2023 versus 2022

Premiums written increased $730 million (1.9%) in 2023 compared to 2022, reflecting higher average premiums per auto policy (16.8%) due to rate increases, partially offset by a 9.8% decrease in policies-in-force.

Premiums earned increased $280 million (0.7%) in 2023 compared to 2022.

GEICO’s loss ratio (losses and loss adjustment expenses to premiums earned) was 81.0% in 2023, a decrease of 12.1 percentage points compared to 2022.

The decline reflected the impact of higher average premiums per auto policy, lower claims frequencies and increased favorable development of prior accident years’ claims estimates, partially offset by increases in average claims severities.

Management’s Discussion and Analysis

| Railroad | | 5,946 | | | | 5,990 | | | | 5,161 | |

| Other* | | 2,037 | | | | 1,238 | | | | (11,368 | ) |

The COVID-19 pandemic affected our operating businesses in varying ways and degrees, particularly in 2020 and 2021.

Significant disruptions of supply chains and higher costs emerged in 2021 and persisted in 2022.

Further, geopolitical conflicts, including the Russia-Ukraine conflict, developed in 2022 and are continuing in 2023.

Nor can we reliably predict how these events will alter the future consumption patterns of consumers and businesses we serve.

Underwriting results in 2022 were also negatively impacted by increases in private passenger automobile claims frequencies and severities at GEICO, and favorably impacted by higher earnings from reinsurance underwriting and foreign currency exchange rate gains arising from the remeasurement of non-U.S. Dollar denominated liabilities of our U.S. insurance subsidiaries.

Underwriting results in 2021 were favorably impacted by reductions in incurred losses for prior accident years under property and casualty insurance and reinsurance contracts.

Underwriting results in 2021 were negatively impacted by higher private passenger auto claims frequencies and severities and by the reduction in earned premium from the GEICO Giveback program, as well as from high claims costs in the life reinsurance business.

Underwriting results in 2020 included the effects of the pandemic, arising from premium reductions from the GEICO Giveback program, significantly reduced claims frequencies for private passenger automobile insurance and increased loss estimates for certain commercial insurance coverages.

After-tax earnings from insurance investment income in 2021 and 2020 were negatively affected by low interest rates on our substantial holdings of cash and U.S. Treasury Bills.

K-33

The earnings increase in 2021 reflected overall higher freight volumes, higher average revenue per car/unit and improved productivity, partly offset by higher average fuel prices and volume related costs.

Earnings in 2020 reflected relatively low railroad operating revenues from reduced shipping volumes, attributable to the COVID-19 pandemic, partly offset by lower operating costs and the effects of productivity improvements.

The increase in 2021 reflected higher earnings from the U.S. utilities and natural gas pipelines businesses.

We experienced the negative effects of higher materials, freight, labor and other input costs through much of 2022.

Many of our businesses generated significantly higher earnings in 2021 compared to 2020, attributable to relatively strong customer demand for products and higher selling prices, partially offset by higher materials, freight and other input costs attributable to ongoing disruptions in global supply chains.

Other earnings also included after-tax goodwill and indefinite-lived intangible asset impairment charges of $157 million in 2022, $259 million in 2021 and $11.0 billion in 2020.

Such amounts included our share of impairment charges recorded by Kraft Heinz.

Approximately $9.8 billion of the charges in 2020 were attributable to impairments of goodwill and indefinite-lived intangible assets recorded in connection with Berkshire’s acquisition of Precision Castparts in 2016.

K-34

On October 19, 2022, Berkshire acquired Alleghany Corporation (“Alleghany”), which operates property and casualty insurance and reinsurance businesses.

These businesses were included in the BH Primary and BHRG underwriting results beginning as of that date.

GEICO’s pre-tax underwriting results in each of the past three years were significantly affected by changes in average claims frequencies and severities.

Beginning in the first quarter of 2020 and continuing through the first quarter of 2021, average claims frequencies were significantly below historical levels from the effects of less driving by policyholders during the COVID-19 pandemic.

Starting in the second quarter of 2021, average claims frequencies began to increase as driving by policyholders increased.

Increases in used car prices are producing increased claims severities on total losses and shortages of car parts are contributing to elevated claims severities on partial losses.

In addition, injury claims severities continued to trend higher in 2022.

Premiums earned increased $1.3 billion (3.4%) in 2022 compared to 2021, partially attributable to a reduction in 2021 of approximately $475 million from the remaining impact of the GEICO Giveback program.

The reductions in 2022 reflected decreases in all major coverages except collision and property damage coverages, while the reductions in 2021 were across all major coverages.

GEICO has successfully obtained premium rate increase approvals from certain states in response to the significant claims costs increases it has experienced in recent years.

As a result, we currently expect GEICO to generate an underwriting profit in 2023.

2021 versus 2020

Premiums written in 2021 increased $3.5 billion (9.9%) compared to 2020, which included a reduction of approximately $2.9 billion attributable to the GEICO Giveback program.

Premiums earned in 2021 increased $2.6 billion (7.4%) compared to 2020.

The GEICO Giveback Program reduced earned premiums by approximately $2.5 billion in 2020 with the remainder of the impact included in 2021.

Voluntary auto policies-in-force in 2021 were slightly higher compared to 2020.

GEICO’s loss ratio increased 8.1 percentage points compared to 2020.

The increase in the loss ratio reflected an increase in average claims frequencies and severities and higher losses from significant catastrophe events, partially offset by increased reductions of ultimate estimated losses for claims occurring in prior years.

Ultimate claim loss estimates for claims occurring in prior years were reduced approximately $1.8 billion in 2021 and $253 million in 2020.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] as required by the Securities Exchange Act of 1934 Rule 13a-15(c).

Based on our evaluation under the framework in *Internal Control—Integrated Framework* (2013), our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which appears on page K-67.

February 24, 2024

February 25, 2023

Berkshire’s [removed: corporate] senior management team participates in and is ultimately responsible for significant capital allocation decisions, investment activities and the selection of the Chief Executive to head each of the operating businesses.

Berkshire and its [removed: consolidated subsidiaries] [added: subsidiary business units] employed approximately [removed: 383,000] [added: 396,500] people worldwide at the end of [removed: 2022,] [added: 2023,] of which approximately [removed: 78%] [added: 80%] were in the United States (“U.S.”) and 20% were represented by unions.

Berkshire’s [removed: consolidated] [added: combined] U.S. workforce demographics, based on U.S. Equal Employment Opportunity Commission guidelines, are available on its website (https://www.berkshirehathaway.com), under sustainability.

Berkshire’s insurance subsidiaries provide insurance and reinsurance of property and casualty risks [removed: and reinsurance of] [added: as well as] life and health risks worldwide.

Berkshire’s insurance [removed: subsidiaries] [added: businesses] employed approximately [removed: 50,000] [added: 43,000] people at the end of [removed: 2022.][added: 2023.]

Such risks may relate to property, casualty (or liability), life, accident, health, financial or other perils that [removed: may] arise from an insurable event.

States establish minimum capital levels for insurance companies and establish guidelines for permissible business and investment [removed: activities.][added: activities and have the authority to suspend or revoke a company’s authority to do business.]

States regulate the payment of [added: shareholder] dividends by insurance companies [removed: to their shareholders] and other transactions with affiliates.

Insurers [removed: may] [added: that] market, sell and service insurance policies in the states where they are [removed: licensed.][added: licensed are referred to as admitted insurers.]

In [removed: addition to its activities relating to the annual statement,] [added: addition,] the NAIC develops or adopts statutory accounting principles, model laws, regulations and programs for use by its members.

The IAIS is developing capital standards for internationally active insurance groups [removed: (the “Insurance] [added: (“Insurance] Capital Standard”) based on a consolidated group approach and is also evaluating a potentially comparable group capital standard based on the aggregation of regulated entities and their underlying local capital requirements [removed: (the “Aggregation] [added: (“Aggregation] Method”).

The IAIS [added: is also developing] standards [added: that] address [removed: a variety of topics regarding] supervision, coordination of regulators, [removed: insurance capital standards,] risk management and governance.

The Nebraska Department of Insurance acts as the lead supervisor for [removed: our group of] [added: Berkshire’s] insurance companies and chairs the Berkshire supervisory college.

The NAIC [removed: recently] adopted a group capital calculation based on methodology similar to the Aggregation Method, which leverages the NAIC’s existing [removed: Risk Based Capital standards.][added: risk based capital calculation methods.]

The combined statutory surplus of Berkshire’s U.S.-based insurers was approximately [removed: $272] [added: $303] billion at December 31, [removed: 2022.][added: 2023.]

The Terrorism Risk Insurance Act of 2002 established [added: a Terrorism Insurance Program (“Program”)] within the [added: U.S.] Department of the Treasury [removed: a Terrorism Insurance Program (“Program”) for commercial property and casualty insurers by providing] [added: to provide] federal reinsurance of [removed: insured] [added: certified] terrorism [removed: losses.][added: losses incurred by U.S. commercial property and casualty insurers.]

The Program currently extends to December 31, 2027 through [removed: other Acts, most recently] the Terrorism Risk Insurance Program Reauthorization Act of 2019.

[removed: Under TRIA, the Department of the Treasury is charged with certifying “acts of terrorism.” Coverage] [added: Federal reinsurance] under TRIA [removed: occurs] [added: may apply] if the industry insured loss for certified events occurring during the calendar year exceeds $200 [removed: million in any calendar year.][added: million.]

To be eligible for [removed: federal reinsurance,] [added: reinsurance under TRIA,] insurers must make [removed: available] insurance coverage [added: available] for acts of [removed: terrorism,] [added: terrorism] by providing policyholders with clear and conspicuous notice of the amount of premium that will be charged for [removed: this] [added: the] coverage and [removed: of] the federal share of [removed: any] insured losses resulting from [removed: any] [added: an] act of terrorism.

TRIA [removed: currently also] excludes certain forms of direct [removed: insurance (such] [added: insurance, such] as personal and commercial auto, burglary, theft, surety and certain professional liability [removed: lines).][added: lines.]

In the event of a certified act of terrorism, the federal government will reimburse insurers (conditioned on their satisfaction of policyholder notification requirements) for 80% of their insured losses in excess of [removed: an insurance group’s] [added: the insurers group] deductible.

The aggregate deductible [removed: in 2023] for Berkshire’s insurance group is expected to approximate [removed: $2.25 billion.][added: $2.5 billion in 2024.]

There is also an aggregate program limit of $100 billion on the amount of the federal [removed: government] [added: reinsurance] coverage for each TRIA year.

The extent of insurance regulation varies [removed: significantly] [added: widely] among the countries [removed: in which our] [added: where Berkshire’s] non-U.S. operations conduct business.

[removed: While each] [added: Each] country imposes licensing, solvency, auditing and financial reporting requirements, [added: although] the type and extent of the requirements [added: may] differ [removed: substantially.][added: substantially by jurisdiction.]

Significant variations can also be found in the size, structure and resources of the local [added: non-U.S.] regulatory departments that oversee insurance activities.

Certain regulators [removed: prefer] [added: maintain] close relationships with [removed: all] subject insurers and others operate a risk-based approach.

Berkshire’s [added: non-U.S.] insurance [removed: group operates in some countries] [added: operations are conducted] through subsidiaries and [removed: in some countries through] branches of subsidiaries.

Berkshire insurance subsidiaries are located in several countries, including Germany, the United Kingdom (“U.K.”), Ireland, [added: Luxembourg,] Australia and South Africa, and also maintain branches in several other countries.

Other legal requirements [removed: include] [added: involve] discretionary licensing procedures, local retention of funds and records, and data privacy and protection [removed: program requirements.][added: programs.]

There are various regulatory bodies and initiatives that impact Berkshire in multiple international jurisdictions and the potential for significant effect on the Berkshire insurance group could be heightened [removed: as a result of recent] [added: due to] industry and economic developments.

Alleghany’s operating subsidiaries include property and casualty reinsurance and insurance, as well as a portfolio of [removed: non-financial] [added: non-insurance] businesses.

[removed: Information regarding] Alleghany’s primary insurance [removed: and reinsurance activities is provided] [added: businesses are included] in the Berkshire Hathaway Primary Group and [removed: Berkshire Hathaway Reinsurance Group sections and] its [removed: non-insurance] [added: reinsurance] businesses are included in the [removed: manufacturing and services sections.][added: Berkshire Hathaway Reinsurance Group.]

Underwriting profit is defined as earned premiums less [removed: associated] incurred losses, loss adjustment expenses and [removed: underwriting and] policy acquisition [added: and other underwriting] expenses.

The GEICO [added: insurance] companies [removed: primarily] offer private passenger automobile insurance to individuals in all 50 states and the District of [removed: Columbia.][added: Columbia, and also offer insurance for motorcycles, all-terrain vehicles, recreational vehicles, boats and small commercial fleets.]

GEICO also [removed: provides insurance for motorcycles, all-terrain vehicles, recreational vehicles, boats and small commercial fleets and acts] [added: operates] as an [removed: agent] [added: insurance agency] for other [removed: insurers who] [added: insurance carriers that] offer homeowners, renters, [added: condominium,] life and identity [removed: management] [added: protection] insurance to individuals desiring insurance coverages other than those offered by [removed: GEICO.][added: GEICO insurance entities.]

[removed: GEICO’s marketing] [added: Marketing] is primarily through direct response methods in which applications for insurance are submitted directly to the companies via the Internet or by telephone, and to a lesser extent, through captive agents.

According to the most recently published A.M. Best data for [removed: 2021,] [added: 2022,] the five largest automobile insurers had a combined market share [removed: in 2021] of approximately [removed: 60.5%] [added: 61.2%] based on written premiums, with GEICO’s market share being the [removed: second] [added: third] largest at approximately [removed: 14.4%.][added: 13.8%.]

However, extraordinary weather conditions or other [added: events and] factors may have a significant effect upon the frequency or severity of automobile claims.

State insurance departments stringently regulate private passenger auto [removed: insurance.][added: insurance policies and rates.]

The primary focus of state regulation is to monitor financial solvency of insurers and otherwise protect policyholder interests.

The Department of the Treasury is responsible for certifying acts of terrorism under TRIA.

Alleghany’s non-insurance businesses are included in the manufacturing and services segments.

GEICO’s insurance subsidiaries are led by Government Employees Insurance Company and include several other GEICO insurance entities.

MLMIC is based in Albany, New York.

BHLN significantly curtailed its periodic payment annuity business in 2023 in response to changing economic and market conditions.

PTC became a subsidiary in Berkshire’s Consolidated Financial Statements beginning February 1, 2023.

On January 16, 2024, Berkshire acquired an additional 20% interest in PTC and as of that date PTC became an indirect wholly-owned Berkshire subsidiary.

PTC’s business activities are primarily associated with fuel distribution and energy products and services.

Berkshire Hathaway Energy

MEC’s diverse retail customer base operates in the electronic data storage, agricultural, manufacturing and government service centers industries.

In May 2023, the EPA proposed new rules addressing GHG emissions for the power sector.

The proposed requirements would take effect January 1, 2030.

The EPA subcategorized the best system of emissions reduction based on fuel type.

For existing coal, the EPA determined that the best system of emissions reduction is carbon capture and sequestration.

For existing natural gas-fueled steam units, the EPA determined that the best system of emissions reduction is an emissions limit between 1,300 and 1,500 pounds of carbon dioxide per gross megawatt hour.

For existing natural gas combustion turbines, the EPA determined the best system of emissions reduction applies only to large, high-load turbines, which must either use carbon capture and sequestration or a co-fueling with hydrogen.

Finally, for new natural gas combustion turbines, the EPA determined that the best system of emissions reduction is a co-fueling with hydrogen between 30% and 96% blend rates by 2038.

The EPA intends to finalize the rule by May 2024.

The rule was finalized in December 2023.

Affected sources may have up to five years from the rule’s effective date to comply with requirements identified in state implementation plans.

of $34.1 billion through 2023 and has ceased coal operations at 18 coal generation units.

PTC operates more than 650 travel center and approximately 75 fuel-only retail locations across 44 U.S. states and five Canadian provinces, primarily under the names Pilot or Flying J, as well as large wholesale fuel and fuel marketing businesses in the U.S. PTC also sells diesel fuel at over 140 retail locations in the U.S. and Canada through various arrangements with third party travel centers.

PTC sold over 16 billion gallons of fuel (primarily diesel and gasoline) in 2023 on a retail and wholesale basis, including 1.3 billion gallons of low carbon fuels and 325 million gallons of diesel exhaust fluid.

PTC and its subsidiaries had approximately 26,700 employees at the end of 2023, of which 2,160 work at joint venture travel centers operated by PTC.

The global outbreak of COVID-19 which began in March 2020 drove unprecedented build rate reductions and destocking in the aerospace market through 2021.

In 2022, PCC began to see recovery in the domestic markets, with international travel starting to improve in the latter part of 2022.

Domestic travel has surpassed 2019 levels, while international travel remains just below 2019 levels.

IMC’s primary brand names include ISCAR®, TaeguTec®, Ingersoll®, Tungaloy®, and NTK®.

Key raw materials, including aluminum and copper are widely available.

Beginning in 2024, Marmon includes the Scott Fetzer companies, which were previously included in other industrial products businesses.

The industrial products group also includes W&W|AFCO Steel (“W&W|AFCO”), a leading structural steel fabricator and steel construction business in North America.

W&W|AFCO operates 19 steel fabrication plants located across the U.S. W&W|AFCO’s projects include semiconductor plants, stadiums, high-rise buildings, bridges, mining facilities, aircraft hangars, military projects, automotive assembly plants, as well as international projects.

W&W|AFCO currently has a substantial multiyear backlog of projects.

W&W|AFCO was acquired in connection with the Alleghany acquisition in October 2022, and its headquarters are in Oklahoma City, Oklahoma.

However, the effects of significant increases in home mortgage interest rates in the U.S. over the past year has slowed demand for new home construction, partially mitigated by low supplies of pre-existing homes for sale.

In 2023, Shaw acquired a controlling interest in Watershed Solar LLC (“Watershed Solar”), which was merged into Watershed Geo.

Watershed Solar provides patented renewable energy solutions.

The technology, branded PowerCap®, supplies low profile, high output solar arrays on top of landfills, coal ash closures and roof tops, and otherwise underutilized spaces, producing renewable energy.

The relationship with Ace has expanded considerably since 2019.

The primary focus of regulation is to assure that insurers are financially solvent and that policyholder interests are otherwise protected.

States have the authority to suspend or revoke a company’s authority to do business as conditions warrant.

Dividends, capital distributions and other transactions of extraordinary amounts are subject to prior regulatory approval.

These insurers are referred to as admitted insurers.

Assumed reinsurance is specifically excluded from TRIA participation.

For example:

in some countries, insurers are required to prepare and file monthly and/or quarterly financial reports, and in others, only annual reports;

some regulators require intermediaries to be involved in the sale of insurance products, whereas other regulators permit direct sales contact between the insurer and the customer;

the extent of restrictions imposed upon an insurer’s use of local and offshore reinsurance vary;

policy form filing and rate regulation vary by country;

the frequency of contact and periodic on-site examinations by insurance authorities differ by country;

the scope and prescriptive requirements of an insurer’s risk management and governance framework vary significantly by country; and

regulatory requirements relating to insurer dividend policies vary by country.

GEICO’s insurance subsidiaries consist of Government Employees Insurance Company, GEICO General Insurance Company, GEICO Indemnity Company, GEICO Casualty Company, GEICO Advantage Insurance Company, GEICO Choice Insurance Company, GEICO Secure Insurance Company, GEICO County Mutual Insurance Company, GEICO Texas County Mutual Insurance Company and GEICO Marine Insurance Company.

GEICO conducts business through regional service centers and claims adjustment and other facilities in 39 states.

The automobile insurance business is highly competitive in the areas of price and service.

GEICO’s advertising campaigns and competitive rates contributed to a cumulative increase in voluntary policies-in-force of approximately 4.0% over the past five years.

During 2022, GEICO experienced a reduction of 1.7 million voluntary policies-in-force after flat year-over-year growth from 2020 to 2021.

GEICO’s management estimates its current market share is approximately 13.9%.

The COVID-19 pandemic and subsequent supply chain disruptions affecting automobile manufacturers have impacted GEICO’s business and underwriting results in 2020 and thereafter.

As a result, it is difficult for insurance companies to differentiate their products.

BH Specialty also maintains international offices and branches located in Australia, New Zealand, Canada and several countries in Asia, Europe and the Middle East.

MLMIC Insurance Company (“MLMIC”) is a leading writer of medical professional liability insurance in New York State.

International business is also written through brokers, including Faraday Underwriting Limited (“Faraday”), a subsidiary.

The life/health business is marketed on a direct basis.

NICO also occasionally writes retroactive reinsurance contracts.

Premiums from such contracts may be exceptionally large in amount.

The cost of float was nominal in 2022, reflecting a small underwriting loss.

In 2021 and 2020, the cost of float was negative, reflecting underwriting earnings in each of those years.

BNSF also operates a relatively smaller third-party logistics services business.

MEC has a diverse retail customer base consisting of urban and rural residential customers and a variety of commercial and industrial customers.

The Biden administration plans to propose a replacement to the Clean Power Plan and Affordable Clean Energy rule by April 2023.

The effects of the COVID-19 pandemic produced significant adverse effects on the PCC aerospace business in 2020 and 2021.

The sudden and material reductions in air travel led to aircraft build rate reductions and customer destocking at extraordinary rates.

Further, production delays in Boeing’s 737 MAX and 787 programs during this time also adversely impacted PCC over the past three years.

While commercial air travel increased in both the U.S. and international markets during 2022, traffic remains below pre-COVID-19 pandemic levels, especially for international routes.

Further recovery could be uneven, in the event of new COVID-19 variant developments and related travel restrictions, as well as from the changes in supply chain conditions, including the availability of workers.

Commercial aircraft delivery rates by OEMs of narrow-body aircraft have rebounded since the onset of the pandemic.

However, deliveries of wide-body aircraft remain relatively low, in part attributable to the pause in the Boeing 787 program, which resumed deliveries in the third quarter of 2022.

The industrial products group also includes certain manufacturing subsidiaries of Alleghany acquired in October 2022.

Reference is made to Note 27 to the accompanying Consolidated Financial Statements for information concerning certain litigation involving Berkshire subsidiaries.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

| Class A Common Stock Class B Common Stock [removed: 0.750% Senior Notes due 2023] 1.300% Senior Notes due 2024 0.000% Senior Notes due 2025 1.125% Senior Notes due 2027 2.150% Senior Notes due 2028 1.500% Senior Notes due 2030 2.000% Senior Notes due 2034 1.625% Senior Notes due 2035 2.375% Senior Notes due 2039 0.500% Senior Notes due 2041 2.625% Senior Notes due 2059 | | BRK.A BRK.B [removed: BRK23] BRK24 BRK25 BRK27 BRK28 BRK30 BRK34 BRK35 BRK39 BRK41 BRK59 | | New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange [removed: New York Stock Exchange] |

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the [removed: registrant’s] [added: Registrant’s] executive [removed: officers] [added: officers] during the relevant recovery period pursuant to §240.10D-1(b).

State the aggregate market value of the voting stock held by non-affiliates of the Registrant as of June 30, [removed: 2022: $500,000,000,000][added: 2023: $625,500,000,000]

| February [removed: 13, 2023—Class] [added: 12, 2024—Class] A common stock, $5 par value | [removed: 590,835] [added: 566,618] shares |

| February [removed: 13, 2023—Class] [added: 12, 2024—Class] B common stock, $0.0033 par value | [removed: 1,301,100,243] [added: 1,310,805,008] shares |

Portions of the Proxy Statement for the Registrant’s Annual Meeting to be held May [removed: 6, 2023] [added: 4, 2024] are incorporated in Part III.

| Item 2. | [Description of Properties](#item_2_description_properties) | [removed: K-28] [added: K-29] |

| Item 3. | [Legal Proceedings](#item_3_legal_proceedings) | [removed: K-30] [added: K-32] |

| Item 4. | [Mine Safety Disclosures](#item_4_mine_safety_disclosures) | [removed: K-30] [added: K-32] |

| Item 5. | [Market for Registrant’s Common Equity, Related Security Holder Matters and Issuer Purchases of Equity Securities](#item_5_market_for_registrants_common_equ) | [removed: K-31] [added: K-32] |

| Item 6. | [\[Reserved\]](#item_6_reserved) | [removed: K-32] [added: K-34] |

| Item 7. | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#item_7_managements_discussion_analysis_f) | [removed: K-33] [added: K-35] |

| | [Consolidated Balance Sheets— December 31, [removed: 2022] [added: 2023] and December 31, [removed: 2021](#consolidated_balance_sheets)] [added: 2022](#consolidated_balance_sheets)] | K-70 |

| | [Consolidated Statements of Earnings—](#consolidated_statements_earnings) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_earnings)] [added: 2021](#consolidated_statements_earnings)] | K-72 |

| | [Consolidated Statements of Comprehensive Income—](#consolidated_statements_comprehensive_in) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_comprehensive_in)] [added: 2021](#consolidated_statements_comprehensive_in)] | K-73 |

| | [Consolidated Statements of Changes in Shareholders’ Equity—](#consolidated_statements_changes_in_share) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_changes_in_share)] [added: 2021](#consolidated_statements_changes_in_share)] | K-73 |

| | [Consolidated Statements of Cash Flows—](#consolidated_statements_cash_flows) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_cash_flows)] [added: 2021](#consolidated_statements_cash_flows)] | K-74 |

| Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#item_9_changes_in_disagreements_with_acc) | [removed: K-114] [added: K-118] |

| Item 9A. | [Controls and Procedures](#item_9a_controls_procedures) | [removed: K-114] [added: K-118] |

| Item 9B. | [Other Information](#item_9b_or_information) | [removed: K-114] [added: K-118] |

| Item 10. | [Directors, Executive Officers and Corporate Governance](#part_iii) | [removed: K-114] [added: K-118] |

| Item 11. | [Executive Compensation](#part_iii) | [removed: K-114] [added: K-118] |

| Item 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#part_iii) | [removed: K-114] [added: K-118] |

| Item 13. | [Certain Relationships and Related Transactions and Director Independence](#part_iii) | [removed: K-114] [added: K-118] |

| Item 14. | [Principal Accountant Fees and Services](#part_iii) | [removed: K-114] [added: K-118] |

| Item 15. | [Exhibits and Financial Statement Schedules](#item_15_exhibits_financial_statement_sch) | [removed: K-114] [added: K-118] |

| [Exhibit Index](#exhibit_index) | | [removed: K-118] [added: K-122] |

| Item 1C. | [Cybersecurity](#item_1c_cybersecurity) | K-28 |

| Item 9C. | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspection](#item_9c_foreign_jurisdictions2) | K-118 |

| | | |

| [Signatures](#signatures) | | K-124 |

| [Signatures](#signatures) | | K-120 |

Berkshire recognizes that maintaining processes for identifying, assessing, and managing cybersecurity threats is important in dealing with its significant business risks.

As such, Berkshire has implemented a framework for cybersecurity and cyber-related information management across Berkshire’s diverse groups of businesses.

The framework permits each Berkshire Business Group (“Business Group”) to tailor solutions to identify, manage, and mitigate risks based on their own assessment of their unique cybersecurity risks in conjunction with each Business Group’s overall risk management processes.

At the same time, the framework helps enable consistent and appropriate compliance in reporting material cyber events and risks across Berkshire.

Each Business Group’s Chief Information Security Officer (“CISO”) on at least an annual basis is to provide a report to the Business Group’s senior management, regarding the state of their cybersecurity program and its material cyber risks.

These reports are also shared with Berkshire’s internal audit group to inform and enhance the overall company’s risk management processes.

In addition, each Business Group is required to maintain an incident reporting process to report significant cybersecurity events to Berkshire.

Berkshire and its Business Groups engage and partner with a wide range of third parties to assess, audit, educate, implement, operate, protect, and remediate various cybersecurity related elements.

K-28

Berkshire and its Business Groups rely on third-party service providers for a variety of products and services to run their information systems.

This dependence exposes us, along with others who use these service providers, to the impact of a cyber-attack on their service providers.

On occasion, a cyber-attack at a third party service provider could have a significant financial, operational or reputational impact to Berkshire.

Berkshire and its Business Groups continuously monitor the risks associated with its service providers.

The Audit Committee of Berkshire’s Board of Directors has responsibility for oversight of Berkshire’s cybersecurity risk management program.

The Audit Committee receives periodic reports regarding the number of and impact from cybersecurity incidents reported through Berkshire’s cybersecurity incident reporting process.

Additionally, the Audit Committee is updated on cybersecurity trends and common deficiencies.

Furthermore, the Audit Committee approves and receives updates on the workplan performed by Berkshire’s internal audit group that focuses on information technology and cybersecurity risks.

This includes audit procedures related to internal and external penetration testing, attack simulations, vulnerability assessments, cybersecurity program reviews and other audits designed to investigate specific risks.

The frequency of these updates is determined by the Audit Committee in conjunction with Berkshire’s senior management.

In addition to the Audit Committee’s oversight, the senior management of Berkshire’s Businesses Groups are responsible for the day-to-day operations of protecting their businesses’ information systems.

Each Business Group is required to report significant cybersecurity events to Berkshire.

Berkshire’s senior management reviews incident reports to determine whether a cyber incident report should be filed with the SEC.

As of December 31, [removed: 2022,] [added: 2023,] the total BNSF Railway system, including single and multiple main tracks, yard tracks and sidings, consisted of over 50,000 operated miles of track.

BNSF owns or holds under non-cancelable leases exceeding one year approximately 7,500 locomotives and [removed: 68,000] [added: 72,800] freight cars, in addition to maintenance of way and other equipment.

In [removed: 2022,] [added: 2023,] BNSF recorded approximately [removed: $2] [added: $2.5] billion in repairs and maintenance expense.

Utilities and Energy [removed: Businesses—Berkshire Hathaway Energy][added: Businesses]

BHE or its affiliates own or have interests in the following types of operating electric generating facilities at December 31, [removed: 2022:][added: 2023:]

| Wind | | PacifiCorp, MEC, BHE Canada, BHE Montana and BHE Renewables | | Iowa, Wyoming, Texas, Montana, Nebraska, Washington, California, Illinois, Canada, Oregon and Kansas | | | [removed: 12,282] [added: 12,524] | | | | [removed: 12,282] [added: 12,524] | |

| Natural gas | | PacifiCorp, MEC, NV Energy, BHE Canada and BHE Renewables | | Nevada, Utah, Iowa, Illinois, Washington, Wyoming, Oregon, [removed: Texas,] New York, [added: Texas,] Arizona and Canada | | | [removed: 11,284] [added: 11,250] | | | | [removed: 11,005] [added: 10,971] | |

| Coal | | PacifiCorp, MEC and NV Energy | | [removed: Wyoming,] Iowa, [added: Wyoming,] Utah, Nevada, Colorado and Montana | | | [removed: 13,210] [added: 12,174] | | | | [removed: 8,178] [added: 7,483] | |

| Nuclear | | MEC | | Illinois | | | [removed: 1,822] [added: 1,809] | | | | [removed: 455] [added: 452] | |

As of December 31, [removed: 2022,] [added: 2023,] BHE’s subsidiaries also have electric generating facilities that are under construction in [removed: Nevada and] [added: Nevada,] Wyoming [added: and California] having total Facility Net Capacity and Net Owned Capacity of [removed: 243] [added: 1,284] MW.

PacifiCorp, MEC and NV Energy own electric transmission and distribution systems, including approximately [removed: 27,800] [added: 27,900] miles of transmission lines and approximately 1,670 substations, and gas distribution facilities, including approximately [removed: 28,200] [added: 28,500] miles of gas mains and service lines.

Northern Powergrid (Northeast) and Northern Powergrid (Yorkshire) operate an electricity distribution network that includes approximately [removed: 17,040] [added: 17,100] miles of overhead lines, approximately [removed: 43,400] [added: 44,000] miles of underground cables and approximately [removed: 810] [added: 790] major substations.

BHE GT&S also operates, as the general partner, and owns a [removed: 25%] [added: 75%] limited partnership interest in one liquefied natural gas export, import and storage facility in Maryland and operates and has ownership interests in three smaller liquefied natural gas facilities in Alabama, Florida and Pennsylvania.

Northern Natural’s pipeline system consists of approximately [removed: 14,400] [added: 14,200] miles of natural gas pipelines, including approximately [removed: 5,900] [added: 5,800] miles of mainline transmission pipelines and approximately [removed: 8,500] [added: 8,400] miles of branch and lateral pipelines.

| GEICO | | U.S. | | | | Offices and claims centers | | | [removed: 10] [added: 9] | | | | [removed: 107] [added: 91] | |

| | | Non-U.S. | | Locations in [removed: 26] [added: 25] countries | | Offices | | | 1 | | | | [removed: 51] [added: 52] | |

| BH Primary | | U.S. | | | | Offices | | | 5 | | | | [removed: 52] [added: 55] | |

| | | Non-U.S. | | Locations in [removed: 7] [added: 8] countries | | Offices | | | — | | | | 15 | |

| Manufacturing | | U.S. | | | | Manufacturing facility | | | [removed: 513] [added: 536] | | | | [removed: 114] [added: 178] | |

| | | | | | | [removed: Retail/Showroom] [added: Leasing/Showroom/Retail] | | | [removed: 230] [added: 35] | | | | [removed: 205] [added: 38] | |

| | | | | | | Housing subdivisions | | | [removed: 322] [added: 296] | | | | — | |

| | | Non-U.S. | | Locations in [removed: 63] [added: 61] countries | | Manufacturing facility | | | [removed: 176] [added: 172] | | | | [removed: 107] [added: 102] | |

| Service | | U.S. | | | | Training facilities/Hangars | | | 11 | | | | [removed: 88] [added: 86] | |

| | | | | | | Offices/Distribution | | | [removed: 16] [added: —] | | | | [removed: 136] [added: 49] | |

| | | | | | | Production facilities | | | [removed: 4] [added: 3] | | | | [removed: 4] [added: 3] | |

| | | | | | | [removed: Leasing/Showroom/Retail] [added: Retail/Showroom] | | | [removed: 34] [added: 232] | | | | [removed: 40] [added: 208] | |

| | | Non-U.S. | | Locations in 18 countries | | Training facilities/Hangars | | | 1 | | | | [removed: 16] [added: 14] | |

| | | | | | | Offices/Distribution | | | [removed: —] [added: 13] | | | | [removed: 39] [added: 140] | |

| McLane | | U.S. | | | | Distribution centers/Offices | | | [removed: 63] [added: 64] | | | | 28 | |

| Retailing | | U.S. | | | | Offices/Warehouses | | | 23 | | | | [removed: 27] [added: 25] | |

| | | Non-U.S. | | Locations in [removed: 6] [added: 7] countries | | Retail/Offices/Warehouses | | | [removed: 1] [added: —] | | | | [removed: 95] [added: 94] | |

*Berkshire Hathaway Energy*

| | | | | Total | | | 41,239 | | | | 34,764 | |

BHE’s subsidiaries also have battery energy storage systems in Nevada having total Facility Net Capacity and Net Owned Capacity in operation of 220 MW and under construction of 100 MW.

K-30

*Pilot Travel Centers*

PTC owns and operates approximately 600 travel center locations across the U.S., primarily under the names Pilot or Flying J, owning approximately 90% and leasing 10% of the properties.

Additionally, PTC operates 12 wholesale and retail fuel distribution facilities, 37 fuel mixing and processing facilities, 47 cardlock locations, an ethanol plant and a water disposal business in the oil fields sector.

| | | | | | | Offices/Warehouses | | | 224 | | | | 461 | |

| | | | | | | Offices/Warehouses | | | 111 | | | | 437 | |

| | | | | | | Retail/Showroom | | | 145 | | | | 467 | |

K-31

K-28

| | | | | Total | | | 42,080 | | | | 35,254 | |

| | | | | | | Offices/Warehouses | | | 225 | | | | 472 | |

| | | | | | | Offices/Warehouses | | | 109 | | | | 465 | |

| | | | | | | Retail/Showroom | | | 141 | | | | 466 | |

Information regarding the Company’s mine safety violations and other legal matters disclosed in accordance with Section [removed: 1503 (a)] [added: 1503(a)] of the Dodd-Frank Reform Act is included in Exhibit 95 to this Form 10-K.

| Warren E. Buffett | | [removed: 92] [added: 93] | | Chairman and Chief Executive Officer | | 1970 |

| Gregory E. Abel | | [removed: 60] [added: 61] | | Vice Chairman – Non-Insurance Operations | | 2018 |

| Ajit Jain | | [removed: 71] [added: 72] | | Vice Chairman – Insurance Operations | | 2018 |

| Marc D. Hamburg | | [removed: 73] [added: 74] | | Senior Vice-President – Chief Financial Officer | | 1992 |

The principal risk factors that could cause our actual performance and future events and actions to differ materially from such forward-looking statements include, but are not limited to, changes in market prices of our investments in fixed maturity and equity securities; losses realized from derivative contracts; the occurrence of one or more catastrophic events, such as an earthquake, hurricane, [added: geopolitical conflict,] act of terrorism or cyber-attack that causes losses insured by our insurance subsidiaries and/or losses to our business operations; the frequency and severity of epidemics, pandemics or other outbreaks, that negatively affect our operating results and restrict our access to borrowed funds through the capital markets at reasonable rates; changes in laws or regulations affecting our insurance, railroad, utilities and energy and finance subsidiaries; changes in federal income tax laws; and changes in general economic and market factors that affect the prices of securities or the industries in which we do business.

K-30

| Charles T. Munger | | 99 | | Vice Chairman | | 1978 |

Berkshire had approximately [removed: 1,300] [added: 1,200] record holders of its Class A common stock and [removed: 18,700] [added: 18,000] record holders of its Class B common stock at February [removed: 13, 2023.][added: 12, 2024.]

Record owners included nominees holding at least [removed: 334,000] [added: 323,000] shares of Class A common stock and [removed: 1,297,000,000] [added: 1,307,000,000] shares of Class B common stock on behalf of beneficial-but-not-of-record owners.

Berkshire’s common stock repurchase program permits Berkshire to repurchase its Class A and Class B shares at any time that Warren Buffett, Berkshire’s Chairman of the Board and Chief Executive Officer, [removed: and Charles Munger, Vice Chairman of the Board, believe] [added: believes] that the repurchase price is below Berkshire’s intrinsic value, conservatively determined.

Information with respect to Berkshire’s Class A and Class B common stock repurchased during the fourth quarter of [removed: 2022] [added: 2023] follows.

| Period | [removed: |] Total number of shares purchased | | | [added: |] Average price paid per share | | | [added: |] Total number of shares purchased as part of publicly announced program | | | [added: |] Maximum number or value of shares that yet may be repurchased under the program | [added: |]

| October | | | | | | | | | | | | [added: | | |]

| Class [removed: A] [added: B] common stock | | [added: —] | [removed: 1,550] | | $ | [removed: 426,592.77] [added: —] | | | [removed: 1,550] | [added: —] | [added: | |] * | [added: |]

| Class B common stock | | [removed: |] — | | [added: |] $ | — | | | [added: |] — | | [added: |] * | [added: |]

| November | | | | | | | | | | | | [added: | | |]

| December | | | | | | | | | | | | [added: | | |]

The following chart compares the subsequent value of $100 invested in Berkshire common stock on December 31, [removed: 2017] [added: 2018] with a similar investment in the Standard & Poor’s 500 Stock Index and in the Standard & Poor’s Property [removed: –] [added: &] Casualty Insurance [removed: Index.][added: Index.]

[removed: ][added: ]

* It [removed: would be] [added: is] difficult to develop a peer group of companies similar to Berkshire.

[removed: The Corporation] [added: Berkshire] owns subsidiaries engaged in a number of diverse business activities of which an important component is the property and casualty insurance business.

Accordingly, [removed: management has used] [added: Berkshire uses] the Standard & Poor’s [removed: Property—Casualty] [added: Property & Casualty] Insurance Index for comparative purposes.*

K-32

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Class A common stock | | 1,815 | | | $ | 522,756.10 | | | | 1,815 | | | * | |

| | | | | | | | | | | | | | | |

| Class A common stock | | 1,705 | | | $ | 536,048.49 | | | | 1,705 | | | * | |

| Class B common stock | | 660,585 | | | $ | 347.16 | | | | 660,585 | | | * | |

| | | | | | | | | | | | | | | |

| Class A common stock | | 103 | | | $ | 541,062.03 | | | | 103 | | | * | |

K-33

K-31

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Class A common stock | | | 2,146 | | $ | 463,584.86 | | | 2,146 | | * |

| Class A common stock | | | 584 | | $ | 468,113.93 | | | 584 | | * |

| Class B common stock | | | 3,046,794 | | $ | 303.83 | | | 3,046,794 | | * |

K-34

K-32

We have audited the accompanying consolidated balance sheets of Berkshire Hathaway Inc. and subsidiaries (the “Company”) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of earnings, comprehensive income, changes in shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes (collectively referred to as the “financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the [removed: US] [added: U.S.] federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Unpaid Losses and Loss Adjustment [removed: Expenses—] [added: Expenses —] Refer to Notes 1 and 16 to the financial statements

The Company’s unpaid losses and loss adjustment expenses (“claim liabilities”) [removed: under] [added: include] short duration property and casualty insurance and reinsurance [removed: contracts are $107,472 million as of December 31, 2022.][added: contracts.]

[removed: The key] [added: Key] assumptions affecting certain [added: of these] claim liabilities include [removed: expected loss] [added: anticipated claims] and [removed: expense (“loss”) ratios, expected claim count emergence patterns,] [added: their severity,] expected loss [removed: payment emergence patterns,] [added: ratios,] and expected [removed: loss reporting emergence patterns.][added: patterns of paid and incurred losses.]

Given the subjectivity of estimating these key assumptions, performing audit procedures to evaluate whether [added: certain of these] claim liabilities were appropriately recorded as of December 31, [removed: 2022,] [added: 2023] required a high degree of auditor judgment and an increased extent of effort, including the need to involve our actuarial specialists.

Our audit procedures related to the key assumptions affecting certain [added: of these] claim liabilities included the following, among others:

[removed: Testing] [added: We tested] the underlying data that served as the basis for the actuarial analysis, [removed: such as] [added: including] historical [removed: claims and earned premium,] [added: claims,] to test that the inputs to the actuarial estimate were [removed: reasonable.][added: accurate and complete.]

[removed: Comparing management’s prior-year claim liabilities] [added: We compared prior year estimates of expected incurred losses] to actual [removed: development] [added: experience] during the [removed: current] [added: most recent] year to identify potential bias in [removed: the] [added: management’s] determination of the claim liabilities.

Unpaid Losses and Loss Adjustment Expenses [removed: Under] [added: —] Retroactive Reinsurance Contracts — Refer to Notes 1 and 17 to the financial statements

The Company’s unpaid losses and loss adjustment expenses [removed: (“claim] [added: under retroactive reinsurance contracts (“retroactive claim] liabilities”) [removed: for] [added: include] property and casualty retroactive reinsurance [removed: contracts are $35,415 million as of December 31, 2022.][added: contracts.]

Our audit procedures related to the key assumptions affecting claim liabilities [removed: and related assets] included the following, among others:

We tested the operating effectiveness of controls over claim [removed: liabilities and related assets,] [added: liabilities,] including those over the key assumptions.

[removed: Testing] [added: We tested] the underlying data that served as the basis for the actuarial [removed: analysis, including historical claims,] [added: analysis] to [removed: test] [added: evaluate] that the inputs to the actuarial estimate were [removed: reasonable.][added: accurate and complete.]

[removed: Comparing management’s prior-year claim liabilities] [added: We compared prior year estimates of expected incurred losses] to actual [removed: development] [added: experience] during the [removed: current] [added: most recent] year to identify potential bias in [removed: the] [added: management’s] determination of the claim [removed: liabilities and related assets.][added: liabilities.]

For other retroactive reinsurance [removed: contracts and related assets,] [added: contracts,] we evaluated the process used by management to develop the estimated claim [removed: liabilities and related assets.][added: liabilities.]

[removed: The Company] [added: PCC] primarily uses discounted projected future net earnings [removed: or net cash flows and multiples of earnings] to estimate fair value, which requires management to make significant estimates and assumptions related to [removed: forecasts of] [added: forecasted] future revenue, earnings before interest and taxes (“EBIT”), and discount rates.

[removed: The Precision Castparts Corp. (“PCC”) reporting unit reported approximately $8 billion] [added: As] of [added: December 31, 2023,] goodwill [removed: and] [added: of] approximately [removed: $13] [added: $8] billion [removed: of] [added: and] indefinite-lived intangible assets [removed: as] of [removed: December 31, 2022.][added: $13 billion were recorded at the Precision Castparts Corp. (“PCC”) reporting unit.]

Given the significant judgments made by management [removed: to estimate the fair value] [added: in their evaluation] of [removed: the] [added: potential impairment of] PCC [removed: reporting unit] [added: goodwill] and [removed: certain customer relationships with indefinite lives along with] [added: PCC indefinite-lived intangible assets and] the difference between their fair values and carrying values, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions [removed: related to forecasts of future revenue and EBIT and the selection of the discount rate] required a high degree of auditor [removed: judgment and an increased extent of effort, including the need to involve our fair value specialists.][added: judgment.]

We evaluated the reasonableness of management’s current revenue and EBIT forecasts by comparing the forecasts to historical results, newly executed long-term contracts, customer demand and build schedules, [added: and] forecasted information included in analyst and industry reports and certain peer companies’ disclosures.

| | | [added: 2023 | | | |] 2022 | | | | 2021 | | |

| Cash and cash equivalents* | | $ | [removed: 32,260] [added: 33,672] | | | $ | [removed: 85,319] [added: 32,260] | |

| Short-term investments in U.S. Treasury Bills | | | [removed: 92,774] [added: 129,619] | | | | [removed: 58,535] [added: 92,774] | |

| Investments in fixed maturity securities | | | [removed: 25,128] [added: 23,758] | | | | [removed: 16,434] [added: 25,128] | |

| Investments in equity securities | | | [removed: 308,793] [added: 353,842] | | | | [removed: 350,719] [added: 308,793] | |

| Equity method investments | | | [removed: 28,050] [added: 29,066] | | | | [removed: 16,045] [added: 28,050] | |

| Loans and finance receivables | | | [removed: 23,208] [added: 24,681] | | | | [removed: 20,751] [added: 23,208] | |

| Inventories | | | [removed: 25,366] [added: 24,159] | | | | [removed: 20,954] [added: 25,366] | |

| Property, plant and equipment | | | [removed: 21,113] [added: 22,030] | | | | [removed: 20,834] [added: 21,113] | |

| Equipment held for lease | | | [removed: 15,584] [added: 16,947] | | | | [removed: 14,918] [added: 15,584] | |

| Goodwill | | | [removed: 51,522] [added: 50,868] | | | | [removed: 47,117] [added: 51,522] | |

| Other intangible assets | | | [removed: 29,187] [added: 29,327] | | | | [removed: 28,486] [added: 29,187] | |

| Deferred charges - retroactive reinsurance | | | [removed: 9,870] [added: 9,495] | | | | [removed: 10,639] [added: 9,870] | |

| Cash and cash equivalents* | | | [removed: 3,551] [added: 4,350] | | | | [removed: 2,865] [added: 3,551] | |

| Receivables | | | [removed: 4,795] [added: 7,086] | | | | [removed: 4,177] [added: 4,795] | |

| Property, plant and equipment | | | [removed: 160,268] [added: 177,616] | | | | [removed: 155,530] [added: 160,268] | |

| Goodwill | | | [removed: 26,597] [added: 33,758] | | | | [removed: 26,758] [added: 26,597] | |

Change in Accounting Principle

Key assumptions affecting certain of these retroactive claim liabilities include anticipated claims and their severity, expected loss ratios, and expected patterns of paid and incurred losses.

Given the subjectivity of estimating these key assumptions, performing audit procedures to evaluate whether certain of these claim liabilities were appropriately recorded as of December 31, 2023, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our actuarial specialists.

Increased audit effort, including the need to involve our fair value specialists, was required to test management’s estimates and assumptions of forecasted future revenue and EBIT and the selection of the discount rate.

With the assistance of our fair value specialists, we evaluated the valuation methodologies, and the terminal growth rates and discount rate.

We tested the underlying source information and mathematical accuracy of calculations and developed a range of independent estimates and compared those to the terminal growth rates and discount rate selected by management.

February 24, 2024

| Other receivables | | | 44,174 | | | | 43,490 | |

| Other | | | 19,568 | | | | 19,657 | |

| | | | 811,206 | | | | 726,002 | |

| | | | 258,772 | | | | 222,463 | |

| | | $ | 1,069,978 | | | $ | 948,465 | |

| | | 2023 | | | | 2022 | | |

| | | | 291,341 | | | | 289,226 | |

| Total liabilities | | | 499,208 | | | | 466,784 | |

| Redeemable noncontrolling interests | | | 3,261 | | | | — | |

| Retained earnings | | | 607,350 | | | | 511,127 | |

| Total shareholders’ equity | | | 567,509 | | | | 481,681 | |

| | | $ | 1,069,978 | | | $ | 948,465 | |

| Insurance premiums earned | | $ | 83,403 | | | $ | 74,576 | | | $ | 69,460 | |

| | | | 263,067 | | | | 249,871 | | | | 227,956 | |

| Total revenues | | | 364,482 | | | | 302,020 | | | | 276,185 | |

| Life, annuity and health benefits | | | 4,029 | | | | 5,243 | | | | 5,824 | |

| Insurance underwriting expenses | | | 15,270 | | | | 11,706 | | | | 12,559 | |

| | | | 228,955 | | | | 225,157 | | | | 206,615 | |

| Net earnings (loss) | | | 97,147 | | | | (21,998 | ) | | | 90,949 | |

| Net earnings (loss) | | $ | 97,147 | | | $ | (21,998 | ) | | $ | 90,949 | |

| Long-duration insurance contract discount rate changes | | | (237 | ) | | | 7,177 | | | | 2,108 | |

| Applicable income taxes | | | 49 | | | | (1,540 | ) | | | (453 | ) |

| Comprehensive income | | | 98,465 | | | | (18,988 | ) | | | 92,838 | |

| Adoption of ASU 2018-12 | | | — | | | (5,751 | ) | | (677 | ) | | — | | | — | | | (6,428 | ) |

| Balance at January 1, 2021 | | | 35,634 | | | (9,994 | ) | | 443,949 | | | (32,853 | ) | | 8,172 | | | 444,908 | |

| Net earnings (loss) | | | — | | | — | | | 89,937 | | | — | | | 1,012 | | | 90,949 | |

| Balance at December 31, 2021 | | | 35,600 | | | (8,123 | ) | | 533,886 | | | (59,795 | ) | | 8,731 | | | 510,299 | |

| Net earnings (loss) | | | — | | | — | | | 96,223 | | | — | | | 924 | | | 97,147 | |

| Transactions with noncontrolling interests and other | | | (687 | ) | | — | | | — | | | — | | | (2,974 | ) | | (3,661 | ) |

| Balance at December 31, 2023 | | $ | 34,488 | | $ | (3,763 | ) | $ | 607,350 | | $ | (76,802 | ) | $ | 6,236 | | $ | 567,509 | |

| Net earnings (loss) | | $ | 97,147 | | | $ | (21,998 | ) | | $ | 90,949 | |

| Other | | | (6,023 | ) | | | (4,206 | ) | | | (3,382 | ) |

| Other assets | | | (1,328 | ) | | | (378 | ) | | | 154 | |

Omaha, Nebraska

We evaluated the methods and assumptions used by management to estimate the claim liabilities by:

We compared management’s change in ultimate loss and loss adjustment expense to prior year estimates to test the reasonableness of the prior year estimates and assessed unexpected development.

The key assumptions affecting certain claim liabilities and related deferred charge reinsurance assumed assets (“related assets”) include expected loss and expense (“loss”) ratios, expected loss payment emergence patterns, and expected loss reporting emergence.

We evaluated the methods and assumptions used by management to estimate the claim liabilities and related assets by:

We compared management’s change in ultimate loss and loss adjustment expense to prior year estimates, assessed unexpected development and assessed internal rates of return.

The Company evaluates goodwill and indefinite-lived intangible assets for impairment at least annually.

When evaluating goodwill and indefinite-lived intangible assets for impairment, the fair value of each reporting unit or asset is estimated.

Significant judgment is required in estimating fair values and performing impairment tests.

Changes in these assumptions could have a significant impact on the fair value of reporting units and indefinite-lived intangible assets.

February 25, 2023

| Other receivables | | | 43,506 | | | | 35,388 | |

| Other | | | 19,628 | | | | 15,854 | |

| | | | 725,989 | | | | 741,993 | |

| | | | 222,463 | | | | 216,791 | |

| | | $ | 948,452 | | | $ | 958,784 | |

| | | | 290,625 | | | | 255,711 | |

| Total liabilities | | | 467,835 | | | | 443,854 | |

| Retained earnings | | | 511,602 | | | | 534,421 | |

| Total shareholders’ equity | | | 480,617 | | | | 514,930 | |

| Insurance premiums earned | | $ | 74,645 | | | $ | 69,478 | | | $ | 63,401 | |

| | | | 249,940 | | | | 227,974 | | | | 203,746 | |

| Total revenues | | | 302,089 | | | | 276,203 | | | | 245,579 | |

| Insurance underwriting expenses | | | 11,942 | | | | 12,569 | | | | 12,798 | |

| Goodwill and intangible asset impairments | | | — | | | | — | | | | 10,671 | |

| | | | 225,302 | | | | 206,808 | | | | 198,757 | |

| Net earnings (loss) | | | (22,058 | ) | | | 90,807 | | | | 43,253 | |

* *Class B shares are economically equivalent to* *one-fifteen-hundredth* *of a Class A share.

| Net earnings (loss) | | $ | (22,058 | ) | | $ | 90,807 | | | $ | 43,253 | |

| Comprehensive income | | | (24,683 | ) | | | 91,041 | | | | 44,272 | |

| | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance December 31, 2019 | | $ | 35,666 | | | $ | (5,243 | ) | | $ | 402,493 | | | $ | (8,125 | ) | | $ | 3,772 | | | $ | 428,563 | |

| Net earnings | | | — | | | | — | | | | 42,521 | | | | — | | | | 732 | | | | 43,253 | |

| Adoption of new accounting pronouncement | | | — | | | | — | | | | (388 | ) | | | — | | | | — | | | | (388 | ) |

| Net earnings | | | — | | | | — | | | | 89,795 | | | | — | | | | 1,012 | | | | 90,807 | |

| Transactions with noncontrolling interests | | | (34 | ) | | | — | | | | — | | | | — | | | | (471 | ) | | | (505 | ) |

| Balance December 31, 2021 | | | 35,600 | | | | (4,027 | ) | | | 534,421 | | | | (59,795 | ) | | | 8,731 | | | | 514,930 | |

| Other | | | (4,324 | ) | | | (3,397 | ) | | | 11,263 | |

| Other assets | | | (373 | ) | | | 176 | | | | (1,790 | ) |

There has been no change in the Corporation’s internal control over financial reporting during the quarter ended December 31, [removed: 2022] [added: 2023] that has materially affected, or is reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

Berkshire has not adopted a Rule 10b5-1 trading arrangement (as defined in Item 408(a)(1)(i) of Regulation S-K) and no directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the fourth quarter of 2023.

None

Part III

Except for the information set forth under the caption “Executive Officers of the Registrant” in Part I hereof, information required by this Part (Items 10, 11, 12, 13 and 14) is incorporated by reference from the Registrant’s definitive proxy statement, filed pursuant to Regulation 14A, for the Annual Meeting of Shareholders of the Registrant to be held on May 6, 2023, which will involve the election of directors.

Part IV

Not applicable.

Part III

Except for the information set forth under the caption “Executive Officers of the Registrant” in Part I hereof, information required by this Part (Items 10, 11, 12, 13 and 14) is incorporated by reference from the Registrant’s definitive proxy statement, filed pursuant to Regulation 14A, for the Annual Meeting of Shareholders of the Registrant to be held on May 4, 2024, which will involve the election of directors.

Part IV

| [Consolidated Balance Sheets—](#consolidated_balance_sheets) [December 31, [removed: 2022] [added: 2023] and December 31, [removed: 2021](#consolidated_balance_sheets)] [added: 2022](#consolidated_balance_sheets)] | K-70 |

| [Consolidated Statements of Earnings—](#consolidated_statements_earnings) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_earnings)] [added: 2021](#consolidated_statements_earnings)] | K-72 |

| [Consolidated Statements of Comprehensive Income—](#consolidated_statements_comprehensive_in) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_comprehensive_in)] [added: 2021](#consolidated_statements_comprehensive_in)] | K-73 |

| [Consolidated Statements of Changes in Shareholders’ Equity—](#consolidated_statements_changes_in_share) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_changes_in_share)] [added: 2021](#consolidated_statements_changes_in_share)] | K-73 |

| [Consolidated Statements of Cash Flows—](#consolidated_statements_cash_flows) [Years Ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020](#consolidated_statements_cash_flows)] [added: 2021](#consolidated_statements_cash_flows)] | K-74 |

| [Report of Independent Registered Public Accounting Firm](#report_of_independent_registered_2) | [removed: K-115] [added: K-119] |

| [Schedule I—Parent Company Condensed Financial Information](#schedule_i) [Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Statements of Earnings and Comprehensive Income and Cash Flows for the years ended December 31, [removed: 2022,] [added: 2023,] December 31, [removed: 2021,] [added: 2022,] and December 31, [removed: 2020] [added: 2021] and Note to Condensed Financial Information](#schedule_i) | [removed: K-116] [added: K-120] |

See the “Exhibit Index” at page [removed: K-118.][added: K-122.]

We have audited the consolidated financial statements of Berkshire Hathaway Inc. and subsidiaries (the “Company”) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] and have issued our report thereon dated February [removed: 25, 2023;] [added: 24, 2024;] such consolidated financial statements and [removed: reports] [added: report] are included elsewhere in this Form 10-K.

In our opinion, such financial statement [removed: schedules,] [added: schedule,] when considered in relation to the financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

| | | [added: 2023 | | | |] 2022 | | | | 2021 | | |

| Cash and cash equivalents | | $ | [removed: 2,777] [added: 5,566] | | | $ | [removed: 18,797] [added: 2,777] | |

| Short-term investments in U.S. Treasury Bills | | | [removed: 17,628] [added: 16,140] | | | | [removed: 9,681] [added: 17,628] | |

| Investment in The Kraft Heinz Company | | | [removed: 12,937] [added: 13,230] | | | | [removed: 13,112] [added: 12,937] | |

| Other assets | | | [removed: 12] [added: 16] | | | | [removed: 140] [added: 12] | |

| Accounts payable, accrued interest and other liabilities | | $ | [removed: 355] [added: 235] | | | $ | [removed: 237] [added: 355] | |

| Income taxes, principally deferred | | | [removed: 1,276] [added: 1,229] | | | | [removed: 747] [added: 1,276] | |

| Notes payable and other borrowings | | | [removed: 21,393] [added: 18,781] | | | | [removed: 21,409] [added: 21,393] | |

| | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | |

| Dividends and distributions | | $ | [removed: 15,724] [added: 9,717] | | | $ | [removed: 13,462] [added: 15,724] | | | $ | [removed: 26,110] [added: 13,462] | |

| Investment gains (losses) | | | [removed: (34] [added: (7] | ) | | | [removed: 35] [added: (34] | [added: )] | | | [removed: (24] [added: 35] | [removed: )] |

| Equity in earnings of The Kraft Heinz Company | | | [removed: 628] [added: 758] | | | | [removed: 269] [added: 628] | | | | [removed: 95] [added: 269] | |

| Other income | | | [removed: 413] [added: 906] | | | | [removed: 73] [added: 413] | | | | [removed: 328] [added: 73] | |

| General and administrative | | | [removed: 131] [added: 244] | | | | [removed: 136] [added: 131] | | | | [removed: 194] [added: 136] | |

| Interest expense | | | [removed: 513] [added: 636] | | | | [removed: 444] [added: 513] | | | | [removed: 489] [added: 444] | |

| Foreign exchange [removed: (gains) losses] [added: gains] on non-U.S. Dollar denominated debt | | | [removed: (1,401] [added: (371] | ) | | | [removed: (1,281] [added: (1,401] | ) | | | [removed: 970] [added: (1,281] | [added: )] |

| Income tax expense (benefit) | | | [removed: 668] [added: 192] | | | | [removed: (436] [added: 668] | [removed: )] | | | [removed: (263] [added: (436] | ) |

| Net earnings (loss) attributable to Berkshire Hathaway shareholders | | | [removed: (22,819] [added: 96,223] | [removed: )] | | | [removed: 89,795] [added: (22,759] | [added: )] | | | [removed: 42,521] [added: 89,937] | |

| Other comprehensive income attributable to Berkshire Hathaway shareholders | | | [removed: (2,564] [added: 1,289] | [removed: )] | | | [removed: 216] [added: 3,071] | | | | [removed: 1,000] [added: 1,871] | |

| Comprehensive income attributable to Berkshire Hathaway shareholders | | $ | [removed: (25,383] [added: 97,512] | [removed: )] | | $ | [removed: 90,011] [added: (19,688] | [added: )] | | $ | [removed: 43,521] [added: 91,808] | |

| Net earnings (loss) attributable to Berkshire Hathaway shareholders | | $ | [removed: (22,819] [added: 96,223] | [removed: )] | | $ | [removed: 89,795] [added: (22,759] | [added: )] | | $ | [removed: 42,521] [added: 89,937] | |

| Investment (gains) losses | | | [removed: 34] [added: 7] | | | | [removed: (35] [added: 34] | [removed: )] | | | [removed: 24] [added: (35] | [added: )] |

| Undistributed (earnings) losses of consolidated subsidiaries | | | [removed: 39,639] [added: (85,550] | [added: )] | | | [removed: (74,819] [added: 39,579] | [removed: )] | | | [removed: (17,402] [added: (74,961] | ) |

| Non-cash dividends from subsidiaries | | | [removed: (7,220] [added: (1,811] | ) | | | [removed: (2,126] [added: (7,220] | ) | | | [removed: (8,296] [added: (2,126] | ) |

| Income taxes payable | | | [removed: 661] [added: (44] | [added: )] | | | [removed: (389] [added: 661] | [removed: )] | | | [removed: (72] [added: (389] | ) |

| Other | | | [removed: (1,833] [added: (1,214] | ) | | | [removed: (1,038] [added: (1,833] | ) | | | [removed: 1,100] [added: (1,038] | [added: )] |

| Net cash flows from operating activities | | | [removed: 8,462] [added: 7,611] | | | | [removed: 11,388] [added: 8,462] | | | | [removed: 17,875] [added: 11,388] | |

| Investments in and advances to consolidated subsidiaries, net | | | [removed: (11,852] [added: 2,649] | [removed: )] | | | [removed: (174] [added: (11,852] | ) | | | [removed: (1,947] [added: (174] | ) |

| Purchases of U.S. Treasury Bills | | | [removed: (44,187] [added: (27,278] | ) | | | [removed: (34,988] [added: (44,187] | ) | | | [removed: (54,715] [added: (34,988] | ) |

| Sales and maturities of U.S. Treasury Bills | | | [removed: 37,915] [added: 31,234] | | | | [removed: 57,296] [added: 37,915] | | | | [removed: 59,035] [added: 57,296] | |

(a) 1.

February 24, 2024

| | | 2023 | | | | 2022 | | |

| Investments in and advances to consolidated subsidiaries | | | 546,566 | | | | 463,094 | |

| | | $ | 581,518 | | | $ | 496,448 | |

| | | | 20,245 | | | | 23,024 | |

| Berkshire Hathaway shareholders’ equity | | | 561,273 | | | | 473,424 | |

| | | $ | 581,518 | | | $ | 496,448 | |

| Undistributed earnings (losses) | | | 85,550 | | | | (39,579 | ) | | | 74,961 | |

| | | | 95,267 | | | | (23,855 | ) | | | 88,423 | |

| | | | 96,924 | | | | (22,848 | ) | | | 88,800 | |

| | | | 701 | | | | (89 | ) | | | (1,137 | ) |

Certain 2022 and 2021 amounts were revised for the adoption of Accounting Standards Update 2018-12 “Targeted Improvements to the Accounting for Long-Duration Contracts.” See Note 1(w) to the Consolidated Financial Statements.

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K-122

| 97 | | [Policy Relating to Recovery of Erroneously Awarded Compensation](https://www.sec.gov/Archives/edgar/data/1067983/000095017024019719/brka-ex97.htm) |

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(a)1.

| | |

K-114

Omaha, Nebraska

February 25, 2023

K-115

| Investments in and advances to consolidated subsidiaries | | | 462,030 | | | | 486,862 | |

| | | $ | 495,384 | | | $ | 528,592 | |

| | | | 23,024 | | | | 22,393 | |

| Berkshire Hathaway shareholders’ equity | | | 472,360 | | | | 506,199 | |

| Undistributed earnings (losses) | | | (39,639 | ) | | | 74,819 | | | | 17,402 | |

| | | | (23,915 | ) | | | 88,281 | | | | 43,512 | |

| | | | (22,908 | ) | | | 88,658 | | | | 43,911 | |

| | | | (89 | ) | | | (1,137 | ) | | | 1,390 | |

K-116

In December 2022, the Parent Company also issued ¥115.0 billion (approximately $840 million) of senior notes with maturity dates ranging from 2025 to 2052 and a weighted average interest rate of 1.1%.

In the first two months of 2023, Berkshire repaid $1.1 billion of maturing senior notes.

An additional $3.2 billion of Berkshire senior notes mature in March and April of 2023.

K-117

| /S/ CHARLES T. MUNGER Charles T. Munger | Director—Vice Chairman | February 25, 2023 Date |