Berkshire Hathaway 10-Q 2024-06-30

Filed 2024-08-05. 8 sections, 237K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-14905

BERKSHIRE HATHAWAY INC**.**

(Exact name of registrant as specified in its charter)

Delaware47-0813844
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

3555 Farnam Street**,** Omaha**,** Nebraska 68131

(Address of principal executive office) (Zip Code)

(402) 346-1400

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolsName of each exchange on which registered
Class A Common Stock Class B Common Stock 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 2059BRK.A BRK.B BRK25 BRK27 BRK28 BRK30 BRK34 BRK35 BRK39 BRK41 BRK59New 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

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Number of shares of common stock outstanding as of July 23, 2024:

Class A —553,234
Class B —1,325,192,508

BERKSHIRE HATHAWAY INC.

Page No.
Part I – Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets—June 30, 2024 and December 31, 20232
Consolidated Statements of Earnings—Second Quarter and First Six Months 2024 and 20234
Consolidated Statements of Comprehensive Income—Second Quarter and First Six Months 2024 and 20235
Consolidated Statements of Changes in Shareholders’ Equity—Second Quarter and First Six Months 2024 and 20235
Consolidated Statements of Cash Flows—First Six Months 2024 and 20236
Notes to Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations29
Item 3.Quantitative and Qualitative Disclosures About Market Risk48
Item 4.Controls and Procedures48
Part II – Other Information48
Item 1.Legal Proceedings48
Item 1A.Risk Factors48
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities49
Item 3.Defaults Upon Senior Securities49
Item 4.Mine Safety Disclosures49
Item 5.Other Information49
Item 6.Exhibits50
Signature50

Part I Financia****l Information

Item 1. Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CONSOLIDATED BA****LANCE SHEETS

(dollars in millions)

June 30, 2024December 31, 2023
(Unaudited)
ASSETS
Insurance and Other:
Cash and cash equivalents*$36,884$33,672
Short-term investments in U.S. Treasury Bills234,618129,619
Investments in fixed maturity securities16,80223,758
Investments in equity securities284,871353,842
Equity method investments30,06529,066
Loans and finance receivables26,08524,681
Other receivables45,96744,174
Inventories23,49824,159
Property, plant and equipment22,14422,030
Equipment held for lease17,41816,947
Goodwill50,80050,868
Other intangible assets28,78829,327
Deferred charges - retroactive reinsurance9,0649,495
Other20,62919,568
847,633811,206
Railroad, Utilities and Energy:
Cash and cash equivalents*5,4404,350
Receivables6,5027,086
Property, plant and equipment179,907177,616
Goodwill33,61133,758
Regulatory assets5,3925,565
Other30,37530,397
261,227258,772
$1,108,860$1,069,978

——————

*** Includes U.S. Treasury Bills *with maturities of three months or less when purchased of $*4.1 *billion at June 30, 2024 and $*4.8 billion at December 31, 2023.

See accompanying Notes to Consolidated Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CON****SOLIDATED BALANCE SHEETS

(dollars in millions)

June 30, 2024December 31, 2023
(Unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
Insurance and Other:
Unpaid losses and loss adjustment expenses$112,804$111,082
Unpaid losses and loss adjustment expenses - retroactive reinsurance contracts33,49434,647
Unearned premiums32,18530,507
Life, annuity and health insurance benefits17,50020,213
Other policyholder liabilities10,71911,545
Accounts payable, accruals and other liabilities32,40332,402
Aircraft repurchase liabilities and unearned lease revenues8,4428,253
Notes payable and other borrowings41,94042,692
289,487291,341
Railroad, Utilities and Energy:
Accounts payable, accruals and other liabilities21,19422,461
Regulatory liabilities7,1066,818
Notes payable and other borrowings81,68885,579
109,988114,858
Income taxes, principally deferred101,41493,009
Total liabilities500,889499,208
Redeemable noncontrolling interests—3,261
Shareholders’ equity:
Common stock88
Capital in excess of par value34,99134,480
Accumulated other comprehensive income(3,855)(3,763)
Retained earnings650,273607,350
Treasury stock, at cost(79,720)(76,802)
Berkshire Hathaway shareholders’ equity601,697561,273
Noncontrolling interests6,2746,236
Total shareholders’ equity607,971567,509
$1,108,860$1,069,978

See accompanying Notes to Consolidated Financial Statements

BERKSHIRE HATHAWAY INC.

and Subsidiaries

CONSOLIDATED STATEM****ENTS OF EARNINGS

(dollars in millions except per share amounts)

(Unaudited)

Second QuarterFirst Six Months
2024202320242023
Revenues:
Insurance and Other:
Insurance premiums earned$21,953$20,561$43,427$40,357
Sales and service revenues38,89239,12676,36477,514
Leasing revenues2,3082,0794,5304,123
Interest, dividend and other investment income5,2493,8469,5547,075
68,40265,612133,875129,069
Railroad, Utilities and Energy:
Freight rail transportation revenues5,7205,80811,35711,809
Utility and energy operating revenues18,04819,59335,73834,510
Service revenues and other income1,4831,4902,5522,508
25,25126,89149,64748,827
Total revenues93,65392,503183,522177,896
Investment gains (losses)23,85733,06125,73367,819
Costs and expenses:
Insurance and Other:
Insurance losses and loss adjustment expenses14,10714,08927,55528,310
Life, annuity and health benefits9541,1281,8991,913
Insurance underwriting expenses4,0463,7297,7997,316
Cost of sales and services30,39130,62159,78660,940
Cost of leasing1,7391,4573,4302,934
Selling, general and administrative expenses5,1955,0059,96810,607
Interest expense330314646642
56,76256,343111,083112,662
Railroad, Utilities and Energy:
Freight rail transportation expenses3,9124,0147,8508,175
Utility and energy cost of sales and other expenses16,81918,15933,08732,005
Other expenses1,2321,1892,2372,060
Interest expense9009351,9001,825
22,86324,29745,07444,065
Total costs and expenses79,62580,640156,157156,727
Earnings before income taxes and equity method earnings37,88544,92453,09888,988
Equity method earnings2525117451,199
Earnings before income taxes38,13745,43553,84390,187
Income tax expense7,6399,23610,51318,231
Net earnings30,49836,19943,33071,956
Earnings attributable to noncontrolling interests150287280540
**

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Insurance—Underwriting

Berkshire Hathaway Reinsurance Group

Property/casualty

A summary of property/casualty reinsurance underwriting results follows (dollars in millions).

Second QuarterFirst Six Months
2024202320242023
Amount%Amount%Amount%Amount%
Premiums written$5,547$5,866$12,002$12,134
Premiums earned$5,608100.0$5,325100.0$11,043100.0$10,474100.0
Losses and loss adjustment expenses3,12455.72,79352.56,11755.46,18059.0
Underwriting expenses1,46226.11,40826.42,89626.22,78026.5
Total losses and expenses4,58681.84,20178.99,01381.68,96085.5
Pre-tax underwriting earnings$1,022$1,124$2,030$1,514

Premiums written declined 5.4% in the second quarter and 1.1% in the first six months of 2024 compared to 2023, primarily due to reductions of property volumes. We generally do not retrocede the risks we assume. Our periodic underwriting earnings may be subject to considerable volatility from the timing and magnitude of significant catastrophe loss events. Premiums earned increased 5.3% in the second quarter and 5.4% in the first six months of 2024 compared to 2023.

Losses and loss adjustment expenses increased $331 million (11.9%) in the second quarter and decreased $63 million (1.0%) in the first six months of 2024 versus 2023. The loss ratio increased 3.2 percentage points in the second quarter and declined 3.6 percentage points in the first six months of 2024 compared to 2023. We experienced no significant catastrophe loss events in the first six months of 2024. Catastrophe losses were approximately $130 million in the second quarter and $530 million in the first six months of 2023. Reductions in liabilities for losses and loss adjustment expenses attributable to prior accident years were $734 million in the first six months of 2024 compared to $883 million in 2023.

Underwriting expenses increased $54 million (3.8%) in the second quarter and $116 million (4.2%) in the first six months of 2024 compared to 2023. Underwriting expenses included pre-tax foreign currency exchange gains from the remeasurement of certain non-U.S. Dollar denominated liabilities of $25 million in the second quarter and $51 million in the first six months of 2024 compared to losses of $118 million in the second quarter and $192 million in the first six months of 2023. Before the foreign currency exchange gains and losses, underwriting expenses increased $197 million in the second quarter and $359 million in the first six months of 2024 compared to 2023, primarily due to the increases in premiums earned and changes in property business mix.

Life/health

A summary of our life/health reinsurance underwriting results follows (dollars in millions).

Second QuarterFirst Six Months
2024202320242023
Amount%Amount%Amount%Amount%
Premiums written$1,226$1,292$2,457$2,353
Premiums earned$1,220100.0$1,289100.0$2,449100.0$2,349100.0
Life and health benefits84269.01,02079.11,67568.41,69872.3
Underwriting expenses30525.022217.359324.246719.9
Total benefits and expenses1,14794.01,24296.42,26892.62,16592.2
Pre-tax underwriting earnings$73$47$181$184

Premiums earned declined $69 million (5.4%) in the second quarter and increased $100 million (4.3%) in the first six months of 2024 compared to 2023. The year-to-date increase was primarily due to the commutation of several U.S. life contracts in the first quarter of 2023, which reduced premiums earned by $161 million and life benefits and underwriting expenses by $302 million in 2023. Premiums earned in each period of 2024 also reflected lower non-U.S. life business compared to 2023. Pre-tax underwriting earnings increased $26 million in the second quarter and were relatively unchanged in the first six months of 2024 compared to 2023. Earnings included gains from life contract commutations in the first six months of $50 million in 2024 and $137 million in 2023.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Insurance—Underwriting

Berkshire Hathaway Reinsurance Group

Retroactive reinsurance

Pre-tax underwriting losses from retroactive reinsurance derive from deferred charge amortization, changes in the estimated timing and amounts of future claim payments and foreign currency exchange gains and losses attributable to non-U.S. Dollar denominated contracts. Pre-tax underwriting losses before foreign currency effects were $135 million in the second quarter and $327 million in the first six months of 2024 compared to $245 million in the second quarter and $434 million in the first six months of 2023. The declines in underwriting losses were primarily due to net reductions in estimated ultimate liabilities of $119 million in the second quarter of 2024.

Unpaid losses assumed under retroactive reinsurance contracts were $33.5 billion at June 30, 2024, a decline of $1.2 billion since December 31, 2023. Unamortized deferred charges on retroactive reinsurance contracts were $9.1 billion at June 30, 2024, a decline of $431 million since December 31, 2023. Deferred charge amortization is included in underwriting earnings over the expected remaining claims settlement periods.

Periodic payment annuity

Periodic payment annuity business is price and demand-sensitive and the supply of available business is affected by the timing of underlying legal claim settlements. In 2023 and through the first six months of 2024, prices for new business were at unacceptable levels and we wrote no new business in either period.

Pre-tax underwriting losses from periodic payment annuity contracts in each pe

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Reference is made to Berkshire’s Annual Report on Form 10-K for the year ended December 31, 2023 and in particular the “Market Risk Disclosures” included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As of June 30, 2024, there were no material changes in the market risks described in Berkshire’s Annual Report.

Item 4. Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Chairman (Chief Executive Officer) and the Senior Vice President (Chief Financial Officer), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the Chairman (Chief Executive Officer) and the Senior Vice President (Chief Financial Officer) concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including its consolidated subsidiaries) required to be included in the Company’s periodic SEC filings. During the quarter, there have been no significant changes in the Company’s internal control over financial reporting or in other factors that could significantly affect internal control over financial reporting.

Part II Other Information

Item 1. Legal Proceedings

Berkshire and its subsidiaries are parties in a variety of legal actions that routinely arise out of the normal course of business, including legal actions seeking to establish liability directly through insurance contracts or indirectly through reinsurance contracts issued by Berkshire subsidiaries. Plaintiffs occasionally seek punitive or exemplary damages. We do not believe that such normal and routine litigation will have a material effect on our financial condition or results of operations.

Reference is made to Note 23 to the accompanying Consolidated Financial Statements for information concerning certain litigation involving Berkshire subsidiaries. Berkshire and certain of its subsidiaries are also involved in other kinds of legal actions, some of which assert or may assert claims or seek to impose fines and penalties. We currently believe that any liability that may arise as a result of other pending legal actions will not have a material effect on our consolidated financial condition or results of operations.

Item 1A. Risk Factors

Our significant business risks are described in Item 1A to Form 10-K for the year ended December 31, 2023, to which reference is made herein. The risks and uncertainties we describe are not the only ones facing us. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business or operations. Any adverse effect on our business, financial condition or operating results could result in a decline in the value of our securities and the loss of all or part of your investment.

Item 2. Unregistered Sales of Equity Securities and Use o****f Proceeds and Issuer Repurchases of Equity Securities

Berkshire’s common stock repurchase program permits Berkshire to repurchase its Class A and Class B shares any time that Warren Buffett, Berkshire’s Chairman of the Board and Chief Executive Officer, believes that the repurchase price is below Berkshire’s intrinsic value, conservatively determined. Repurchases may be in the open market or through privately negotiated transactions. Information with respect to Berkshire’s Class A and Class B common stock repurchased during the second quarter of 2024 follows.

PeriodTotal number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced programMaximum number or value of shares that yet may be repurchased under the program
April
Class A common stock455$620,809.76455*
Class B common stock—$——*
May
Class A common stock100$626,685.61100*
Class B common stock—$——*
June
Class A common stock—$——*
Class B common stock—$——*

——————

** The program does not specify a maximum number of shares to be repurchased or obligate Berkshire to repurchase any specific dollar amount or number of Class A or Class B shares and there is no expiration date to the repurchase program. Berkshire will not repurchase its common stock if the repurchases reduce the value of Berkshire’s consolidated cash, cash equivalents and U.S. Treasury Bills holdings to less than $30 billion.*

Item 3. Defaults Upo****n Senior Securities

None

Item 4. Mine Safe****ty Disclosures

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

Item 5. Other Information

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 second quarter of 2024.

Item 6. Exhibits

a. Exhibits
3(i)Restated Certificate of Incorporation Incorporated by reference to Exhibit 3(i) to Form 10-K filed on March 2, 2015.
3(ii)Amended and Restated By-Laws Incorporated by reference to Exhibit 3(ii) to Form 8-K filed on May 10, 2023.
31.1Rule 13a-14(a)/15d-14(a) Certifications
31.2Rule 13a-14(a)/15d-14(a) Certifications
32.1Section 1350 Certifications
32.2Section 1350 Certifications
95Mine Safety Disclosures
101The following financial information from Berkshire Hathaway Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in iXBRL (Inline Extensible Business Reporting Language) includes: (i) the Cover Page (ii) the Consolidated Balance Sheets, (iii) the Consolidated Statements of Earnings, (iv) the Consolidated Statements of Comprehensive Income, (v) the Consolidated Statements of Changes in Shareholders’ Equity, (vi) the Consolidated Statements of Cash Flows, and (vii) the Notes to Consolidated Financial Statements, tagged in summary and detail.
104Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)

SIGNAT****URE

Pursuant to the requirement of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

BERKSHIRE HATHAWAY INC.
(Registrant)
Date: August 3, 2024/S/ MARC D. HAMBURG
(Signature)
Marc D. Hamburg,
Senior Vice President and
Principal Financial Officer