Flex (FLEX) 10-K risk factor changes: FY2025 vs FY2024

[removed: Our *business,] [added: *Our business,] financial condition, results of operations and prospects are subject to various risks and uncertainties, including those described below.

- Global economic conditions, including inflationary pressures, currency volatility, [added: stagflation,] slower [added: economic] growth or recession, [removed: higher] [added: high or rising] interest rates, [added: trade conflicts, tariffs,] geopolitical uncertainty [removed: (including arising from the ongoing conflict between Russia] and [removed: Ukraine and the Israel-Hamas war) and] instability in financial markets [added: have in the past adversely affected, and] may [added: in the future] adversely [removed: affect] [added: affect,] our business, results of operations, financial condition, and access to capital markets.

- A significant percentage of our sales comes from a small number of customers and a decline in sales to any of [removed: these] [added: our largest] customers has in the past adversely affected, and may in the future adversely affect, our business.

- Supply chain disruptions, [added: logistical constraints,] manufacturing interruptions or delays, or the failure to accurately forecast customer demand, have in the past affected, and may in the future affect, our ability to meet customer demand, lead to higher costs, or result in excess or obsolete inventory.

- [removed: We may not achieve some or all of the intended or anticipated benefits of] [added: There are risks associated with] the separation of Nextracker, which could negatively impact our business, financial condition and results of operations.

[removed: -] In connection with the [removed: separation of Nextracker,] [added: separation,] Nextracker [removed: has] agreed to retain and indemnify us for certain [removed: liabilities.][added: liabilities and obligations.]

However, [added: third parties could also seek to hold us responsible for any of the liabilities that Nextracker has agreed to retain, and] there can be no assurance that the indemnity will be sufficient to insure us against the full amount of such liabilities, or that Nextracker’s ability to satisfy its indemnification obligation will not be impaired in the future.

- We are subject to risks relating to our dependence on our executive officers and [added: other key employees and] skilled personnel.

- [removed: Catastrophic] [added: Unforeseen or catastrophic] events could have a material adverse effect on our operations and financial results.

- Failure to meet sustainability, including environmental, social and [removed: governance (ESG)] [added: governance,] expectations or standards, or to achieve our sustainability goals, may have an adverse impact on our business, impose additional costs on us, and expose us to additional risks.

Our customers have in the past and may in the future cancel their orders, change production quantities or locations, or delay production, any of which could harm our business; the short-term nature of our customers’ commitments and [removed: rapid changes in demand have in the past caused, and may in the future cause, supply chain and other issues which could adversely affect our operating results.][added: rapid]

We cannot [removed: assure you] [added: give assurance] that present or future customers will not significantly change, reduce, cancel or delay their orders.

A significant percentage of our sales come from a small number of customers and a decline in sales to any of [removed: these] [added: our largest] customers has in the past adversely affected, and may in the future adversely affect, our business.

Our ten largest customers accounted for approximately [removed: 37%,] [added: 44%,] 37% and [removed: 36%] [added: 37%] of net sales in fiscal years [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] respectively.

No customer accounted for more than 10% of net sales in fiscal year [removed: 2024, 2023] [added: 2025, 2024] or [removed: 2022.][added: 2023.]

Additionally, mergers, acquisitions, consolidations or other significant transactions involving our [removed: key] [added: largest] customers generally entail risks to our business.

If a significant transaction involving any of our [removed: key] [added: largest] customers results in the loss of or reduction in purchases by any of our largest customers, it could have a material adverse effect on our business, results of operations, financial condition and prospects.

Supply chain disruptions, [added: logistical constraints,] manufacturing interruptions or delays, or the failure to accurately forecast customer demand, have in the past affected, and may in the future affect, our ability to meet customer demand, lead to higher costs, or result in excess or obsolete inventory.

Most recently, we [removed: have] experienced shortages of semiconductor components which [removed: have] impacted our business, including curtailed production or delays in production, and delays in making scheduled shipments to customers.

Inflationary pressures have increased [added: in recent years] and may continue to increase pricing of components.

Our supply chain has in the past been, and may in the future be, impacted by other events outside our control, including macro-economic events, [added: tariffs and] trade restrictions, political crises, social unrest, terrorism, and conflicts (including the Russian invasion of Ukraine, the Israel-Hamas war, the attacks on shipping vessels in the Red Sea and other geopolitical conflicts), public health emergencies, or natural or environmental occurrences in locations where we or our customers and suppliers have manufacturing, research, engineering and other operations.

Problems suffered by any of these common carriers, whether due to geopolitical issues [added: such as] due to the Russian invasion of Ukraine and [added: conflict in] the [removed: Israel-Hamas war,] [added: Middle East,] disruptions as a result of attacks on shipping vessels in the Red Sea, a natural disaster, labor problems, increased energy prices, criminal activity or some other issue, have in the past resulted, and may in the future result in shipping delays, increased costs, or other supply chain disruptions, and therefore have in the past had, and may in the future have, a material adverse effect on our operations.

Our components business, which includes [added: our data center] power [removed: supply manufacturing,] [added: systems business,] is part of our strategy to improve our competitive position and to grow our future margins, profitability and shareholder returns by expanding our capabilities.

To create these world class components offerings, we must continue to make substantial investments in the development of our components capabilities, in resources such as research and development, [removed: technology licensing,] [added: the development, acquisition or licensing of appropriate intellectual property,] test and tooling equipment, facility expansions, and personnel requirements.

[removed: We are required to make] substantial investments in the resources necessary to design and develop these products, and no revenue may be generated from these efforts if our customers do not approve the designs in a timely manner or at all.

The expansion of our business, as well as business contractions and other changes in our customers' requirements, have in the [removed: past,] [added: past required,] and may in the [removed: future, require] [added: future require,] that we adjust our business and cost structures by incurring restructuring charges.

[added: If we do not] properly manage or maintain adequate financial and management controls, including internal controls over financial reporting, reporting systems and procedures to manage our employees, our business could be harmed.

In recent years, including fiscal years [added: 2025,] 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] we initiated targeted restructuring activities focused on improving operational efficiencies by reducing excess workforce capacity, optimizing our [removed: portfolio (in particular, customers and products in our consumer devices business),] [added: portfolio,] and optimizing our cost structure in lower growth areas.

We rely on our information systems, some of which are managed by third parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable information in each case relating to employees, customers, vendors, consumers, and other business partners), and to manage or support a variety of critical business processes and activities including manufacturing, design and engineering services, financial reporting, recordkeeping, compliance and internal controls, human and capital asset and inventory management, procurement, invoicing, [removed: treasury activities, and electronic communications.]

[removed: With increased work-from-home arrangements, we are increasingly dependent upon our information systems to operate our business and our] [added: Our] ability to effectively manage our business depends on the security, reliability and adequacy of our information systems.

Due to increasing global tensions and conflicts, including involving China, the ongoing Russia/Ukraine conflict, and the conflict in the Middle East, we and the third parties upon which we rely may be vulnerable to a currently heightened risk of information technology breaches, computer malware, ransomware or other cyber attacks, including attacks that could materially disrupt our systems and operations, supply chain and ability to [removed: produce, sell and distribute] [added: provide] our [removed: products.][added: products and services.]

We are subject to, and at times have suffered from, [removed: breach] [added: breaches] or attempted [removed: breach] [added: breaches] of our security systems which have in the past and may in the future result in unauthorized access to our facilities and/or unauthorized acquisition, use or theft of the assets, inventory or information we are trying to protect.

If unauthorized parties gain physical access to our facilities, operations, assets, inventory, or information or if they gain electronic access to our information systems or if such facilities, operations, assets, inventory or information are used in an unauthorized manner, misdirected, or lost or stolen during transmission or transport, any theft or misuse of such operations, assets, inventory or information could result in, among other things, unfavorable publicity, loss of competitive advantage, governmental inquiry and oversight, difficulty in marketing and selling our [added: products and] services, increased security and compliance costs, significant costs related to rebuilding internal systems, higher [added: insurance premiums, allegations by our customers that we have not performed our contractual obligations, litigation by affected parties including our customers and possible financial penalties, fines or obligations for damages related to the theft or misuse of such assets, inventory or information, any of which could have a material adverse effect on our profitability and cash flows.]

Moreover, we may be required to invest significant additional resources to comply with evolving cybersecurity [removed: regulations] [added: regulations, including related to artificial intelligence,] and to modify and enhance our information systems, information security and controls, and to investigate and remediate any security vulnerabilities.

We are subject to laws and regulations in the U.S. and in other countries relating to privacy and the collection, use, transfer, storage and security of personal data, including the European Union General Data Protection Regulation [removed: (“GDPR”),] [added: ("GDPR"),] the UK GDPR, the EU ePrivacy Directive, Singapore’s Personal Data Protection Act, China’s Personal Information Protection Law [removed: (“PIPL”),] [added: ("PIPL"), India's Digital Personal Data Protection Act,] and other privacy and data security laws throughout the Asia Pacific region and across the globe.

In the U.S., many states including California, Colorado, Connecticut, [added: Minnesota, New Hampshire, Tennessee, Texas,] Utah and Virginia have enacted data privacy laws.

These [removed: recent] and potential additional regulations and avenues for enforcement could result in, among other things, government inquiries, which could result in significant penalties.

This poses increasingly complex compliance challenges, which have resulted, and will continue to result in, increased compliance costs, and have required, and may in the future require, us to modify our data processing practices and policies and [removed: to incur substantial costs and expenses in an effort to comply.]

[removed: We may not achieve some or all of the intended or anticipated benefits of] [added: There are risks associated with] the separation of Nextracker, which could negatively impact our business, financial condition and results of operations.

If we fail to achieve [removed: some or] all of the [removed: benefits] expected [removed: to result from the separation of Nextracker,] [added: benefits ,] or if such benefits are delayed, our [removed: businesses,] [added: business,] financial condition and results of operations could be materially and adversely affected.

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- The recently announced U.S. tariffs, together with other countries’ potential retaliatory tariffs and import/export restrictions, may materially increase our product input costs and negatively affect global economic conditions contracting customer demand.

To the extent we are unsuccessful in passing tariff costs to some customers, our results of operations and cash flows would be negatively impacted.

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- Challenges in managing working capital could significantly impact our cash flow, profit margins, and overall business performance.

- Our debt level may create limitations.

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changes in demand have in the past caused, and may in the future cause, supply chain and other issues which could adversely affect our operating results.

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The addition of new customers in our components business has also introduced different demand cycles.

For example, cloud-based service providers are cyclically different from our traditional customers, creating changes to our historical revenue patterns and increasing the complexity of the management of our working capital requirements.

We are required to make

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treasury activities, and electronic communications.

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to incur substantial costs and expenses in an effort to comply.

Future

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On January 2, 2024, we completed the separation of the Nextracker business.

We may not achieve all of the benefits expected to result from the separation, or such benefits may be delayed, for a variety of reasons.

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We experience some seasonal trends from our diverse end-market exposure.

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tax holidays or tax incentives.

Many countries, including certain countries in which we currently operate, have enacted or are in the process of enacting laws based on the OECD’s proposals.

Further, the global minimum tax is expected to reduce the benefits achieved from tax incentives.

Challenges in managing working capital could significantly impact our cash flow, profit margins, and overall business performance.

Our operations are working capital intensive and our inventories, accounts receivable, and accounts payable are significant components of our net asset base.

Our ability to manage our working capital as well as efficiently manage our receivables and payables is important to the successful operation of our business and resulting cash flow, including meeting our funding needs.

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If we do not manage our working capital adequately, our business, operating results, and financial condition may be materially adversely affected.

Numerous factors impact cash flow in a given financial period, which include:

- failing to adequately manage our materials purchasing and payment policies;

- fluctuations in the level of revenues from our operating activities;

- fluctuations in collections of receivables;

- timing and size of payables;

- timing and size of capital expenditures;

- the repayment schedules of our debt service obligations; and

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We or Nextracker may fail to perform under various transaction agreements that have been executed in connection with or as part of the separation of Nextracker.

- Our failure to comply with environmental, health and safety, product stewardship and producer responsibility laws or regulations could adversely affect our business.

If we do not

insurance premiums, allegations by our customers that we have not performed our contractual obligations, litigation by affected parties including our customers and possible financial penalties, fines or obligations for damages related to the theft or misuse of such assets, inventory or information, any of which could have a material adverse effect on our profitability and cash flows.

These risks are likely to be elevated in times of geopolitical instability and escalated tensions between countries.

On January 2, 2024, we completed the separation of Nextracker and, as a result, Flex no longer beneficially owns any of the outstanding shares of Nextracker’s capital stock.

The separation is expected to provide various benefits including, among others, enabling our investors to evaluate the merits, performance and future prospects of each of Flex’s and Nextracker’s respective businesses and to invest in each company separately based on their distinct characteristics, and allowing us to more effectively pursue our distinct operating priorities and strategies, and enabling our management to focus more closely on the development and growth of our remaining businesses and operating segments.

We may not achieve these or some or all of the other benefits expected to result from the separation of Nextracker, or such benefits may be delayed, for a variety of reasons, including, among others, as a separate company, Flex may be more susceptible to market fluctuations and other adverse events than if Nextracker was still fully integrated with Flex, as our businesses may be less diversified than when combined with Nextracker; and the risk of claims, suits, or legal proceedings that may arise in connection with the separation and the agreements that were entered into in connection with or as part of the separation.

Pursuant to that certain Merger Agreement by and among us, Nextracker, Yuma, Inc. (“Yuma”) and Yuma Acquisition Corp. (“Merger Sub”) dated as of February 7, 2023 (the “Merger Agreement”), on January 2, 2024, we effectuated a distribution of the remaining interests that we owned in Nextracker to all our shareholders through the following transactions (together, the “Transactions”): (i) a court-approved capital reduction carried out pursuant to Section 78G of the Singapore

In connection with the separation of Nextracker, Nextracker has agreed to retain and indemnify us for certain liabilities.

However, there can be no assurance that the indemnity will be sufficient to insure us against the full amount of such liabilities, or that Nextracker’s ability to satisfy its indemnification obligation will not be impaired in the future.

Pursuant to the separation agreement, the tax matters agreement and certain other agreements with Nextracker, Nextracker has agreed to retain and indemnify us for certain liabilities.

However, third parties could also seek to hold us responsible for any of the liabilities that Nextracker has agreed to retain, and there can be no assurance that the indemnity from Nextracker will be sufficient to protect us against the full amount of such liabilities, or that Nextracker will be able to fully satisfy its indemnification obligations.

We or Nextracker may fail to perform under various transaction agreements that have been executed in connection with or as part of the separation of Nextracker.

The separation agreement, the tax matters agreement and other agreements that were entered into in connection with or as part of the separation of Nextracker determine, among other matters, the allocation of assets and liabilities between the companies following the separation for those respective areas and include related indemnifications related to liabilities and obligations.

The defense

Two of our significant end markets are the lifestyle market and the consumer devices market.

engineering services offerings, we must attract and retain experienced design engineers.

There also is the risk that we will be unable to achieve our diversity, equity and inclusion objectives and goals or meet the related expectations of our shareholders and other stakeholders.

Our ability to successfully identify, hire, and promote employees, and meet our objectives and goals, may also be impacted by legal and judicial developments outside of our control and may necessitate changes to employment practices.

For example, some advocacy groups and state attorneys general have asserted that the U.S. Supreme Court’s decision striking down race-based affirmative action in higher education in June 2023 should be analogized to private employment matters and private contract matters, and scrutiny of certain corporate diversity, equity and inclusion practices since this decision have been increasing.

There has been a general increase in workers exercising their right to form or join a union globally.

Such adverse

In the U.S., various proposals to raise corporate income taxes are under active consideration.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “IRA”), which includes a new corporate minimum tax, a stock repurchase excise tax, numerous green energy credits, and other tax provisions.

Pending further guidance, it is possible that the IRA could increase our future tax liability, which could in turn adversely impact our business and future profitability.

On December 14, 2022, the European Union (EU) approved a directive requiring member states to incorporate the global minimum tax rules.

Several other countries are also considering changes to their tax law to implement the OECD’s minimum tax proposal.

Certain countries, including certain EU member states, have enacted or are expected to enact legislation incorporating the global minimum tax with effect as early as 2024 and further implementation of a global minimum tax is expected by 2025.

Important details of these minimum tax developments are still to be determined and, in some cases, enactment and timing remain uncertain.

Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by financial institutions, could adversely affect our business, financial condition or results of operations.

Actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems.

For example, during 2023, Silicon Valley Bank, Signature Bank and First Republic Bank; were closed and placed under the Federal Deposit Insurance Corporation receivership.

Increasing concerns over bank

failures and bailouts and their potential broader effects and potential systemic risk on the banking sector generally may adversely affect our access to capital and our business and operations more generally.

Although we assess our banking relationships as we believe necessary or appropriate, our access to funding sources in amounts adequate to finance or capitalize our current and projected future business operations could be significantly impaired by factors that affect us, the financial institutions with which we have arrangements directly, or the financial services industry or economy in general.

For example, on February 14, 2019, we submitted an initial notification of voluntary disclosure to the U.S. Department of the Treasury, Office of Foreign Assets Control (“OFAC”) regarding possible noncompliance with U.S. economic sanctions requirements among certain non-U.S. Flex-affiliated operations, in response to which the Company received a No Action Letter dated February 22, 2024 from OFAC, stating that OFAC had closed its investigation without taking further action.

Any such violation could have a material adverse effect on our business.

Product warranty claims may include liability to pay for the recall, repair or replacement of a product or component.

We discuss factors that we believe could cause or contribute to these differences below and elsewhere in this report, including those set forth under Item [removed: 1A,“Risk Factors.”][added: 1A,"Risk Factors." Refer to Item 7.]

We are the advanced, end-to-end manufacturing partner of choice that helps [removed: market-leading brands] [added: a diverse customer base] design, build, deliver and manage innovative products that improve the world.

Our full suite of specialized capabilities includes design and engineering, supply chain, manufacturing, post-production and post-sale [removed: services.][added: services, and proprietary products.]

We partner with customers across a diverse set of industries including [removed: cloud,] [added: data center,] communications, enterprise, [added: consumer,] automotive, industrial, [removed: consumer devices, lifestyle,] healthcare, [added: industrial] and [removed: energy.][added: power.]

As of March 31, [removed: 2024, as a result of the Spin-off in the fourth quarter of fiscal year 2024,] [added: 2025,] we [removed: now] report our financial performance based on two operating and reportable segments as follows:

◦*Communications, Enterprise and Cloud ("CEC")*, including data [removed: infrastructure, edge infrastructure] [added: center, edge,] and communications infrastructure

◦*Industrial*, including [removed: capital equipment,] industrial devices, [removed: embedded and] [added: capital equipment, renewables,] critical [removed: power offerings, and renewables] [added: power,] and [removed: grid edge.][added: embedded power.]

On January 2, 2024, we completed the previously announced [removed: Spin-off] [added: Nextracker spin-off] to Flex shareholders on a pro-rata basis based on the number ordinary shares of Flex held by each shareholder of Flex (the [removed: “Distribution”)] [added: "Distribution")] as of December 29, 2023, which was the record date of the Distribution, pursuant to the Agreement and Plan of Merger, dated as of February 7, 2023.

The historical financial results and financial position of Nextracker are presented as discontinued operations in the consolidated statements of operations [removed: and balance sheets] for all periods [added: (through the date of the Nextracker spin-off)] presented.

Refer to [removed: *“Risk] [added: "Risk] Factors - [removed: Supply] [added: *Supply] chain disruptions, [added: logistical constraints,] manufacturing interruptions or delays, or the failure to accurately forecast customer demand, have in the past affected, and may in the future affect, our ability to meet customer demand, lead to higher costs, or result in excess or obsolete [removed: inventory.”*][added: inventory"* and *"- Global economic conditions, including inflationary pressures, currency volatility, stagflation, slower economic growth or recession, high or rising interest rates, trade conflicts, tariffs, geopolitical uncertainty and instability in financial markets have in the past adversely affected, and may in the future adversely affect, our business, results of operations, financial condition, and access to capital markets."*]

We are one of the world's largest providers of global supply chain solutions, with revenues from continuing operations of [removed: $26.4] [added: $25.8] billion in the fiscal year ended March 31, [removed: 2024.][added: 2025.]

We have established an extensive network of manufacturing facilities in the world's major [removed: consumer and enterprise] markets (Asia, the Americas, and Europe) to serve the [removed: growing] outsourcing needs of both multinational and regional customers.

We design, build, ship, and service [removed: consumer and enterprise] products for our customers through a network of approximately 100 facilities in approximately 30 countries across four continents.

As of March 31, [removed: 2024,] [added: 2025,] our total manufacturing capacity was approximately 27 million square feet.

| | | | Fiscal Year Ended March 31, | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | |]

| | | | (In millions) | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | |]

| Net sales by region: | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | |]

| Americas | | | $ | [removed: 12,232 | | | | | 46 | | % | | | | $ | 11,906 | | |] [added: 12,656] | | [removed: 42] [added: 49] | | % | [removed: | | |] $ | [removed: 9,414 | | |] [added: 12,232] | | [removed: 38] [added: 46] | | % | | | | | | | | | | | | |

| Asia | | | [removed: 8,540 | | | | | | 32 | | % | | | | 10,384 | | |] [added: 7,701] | | | [removed: 36] [added: 30] | | % | [removed: | | | 9,615 | | |] [added: 8,540] | | | [removed: 39] [added: 32] | | % | | | | | | | | | | | | |

| Europe | | | [removed: 5,643 | | |] [added: 5,456] | | | [removed: 22] [added: 21] | | % | [removed: | | | 6,212 | | |] [added: 5,643] | | | 22 | | % | | | | [removed: 5,604] | | | | | | [removed: 23] | | [removed: %] | [removed: | | | | | | | | | | | |]

| Net sales by country: | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | |]

| Mexico | | | $ | [removed: 6,935 | | | | | 26 | | % | | | | $ | 6,626 | | |] [added: 6,854] | | [removed: 23] [added: 27] | | % | [removed: | | |] $ | [removed: 5,092 | | |] [added: 6,935] | | [removed: 21] [added: 26] | | % | | | | | | | | | | | | |

| China | | | [removed: 5,117 | | | | | | 19 | | % | | | | 6,562 | | |] [added: 4,319] | | | [removed: 23] [added: 17] | | % | [removed: | | | 6,160 | | |] [added: 5,117] | | | [removed: 25] [added: 19] | | % | | | | | | | | | | | | |

| U.S. | | | [removed: 3,598 | | | | | | 14 | | % | | | | 3,394 | | |] [added: 4,162] | | | [removed: 12] [added: 16] | | % | [removed: | | | 2,414 | | |] [added: 3,598] | | | [removed: 10] [added: 14] | | % | | | | | | | | | | | | |

| Malaysia | | | [removed: 2,122 | | | | | | 8 | | % | | | | 2,448 | | |] [added: 2,379] | | | 9 | | % | [removed: | | | 1,866 | | |] [added: 2,122] | | | 8 | | % | | | | | | | | | | | | |

| Brazil | | | [removed: 1,529 | | |] [added: 1,552] | | | 6 | | % | [removed: | | | 1,769 | | |] [added: 1,529] | | | 6 | | % | | | | [removed: 1,842] | | | | | | [removed: 7] | | [removed: %] | [removed: | | | | | | | | | | | |]

| Hungary | | | [removed: 1,368 | | | | | | 5 | | % | | | | 1,310 | | |] [added: 1,316] | | | 5 | | % | [removed: | | | 1,230 | | |] [added: 1,368] | | | 5 | | % | | | | | | | | | | | | |

| Other | | | [removed: 5,746 | | |] [added: 5,231] | | | [removed: 22] [added: 20] | | % | [removed: | | | 6,393 | | |] [added: 5,746] | | | 22 | | % | | | | [removed: 6,029] | | | | | | [removed: 24] | | [removed: %] | [removed: | | | | | | | | | | | |]

| | | | Fiscal Year Ended March 31, | | | | | | | | | | | | [removed: | | | | | | | | |]

| | | | (In millions) | | | | | | | | | | | | [removed: | | | | | | | | |]

| Property and equipment, net: | | | | | | | | | | | | | | | [removed: | | | | | | | | |]

| Mexico | | | $ | [removed: 793 | | |] [added: 815] | | 35 | | % | [removed: | | |] $ | [removed: 763 | | |] [added: 793] | | [removed: 33] [added: 35] | | % |

| U.S. | | | [removed: 334 | | |] [added: 376] | | | [removed: 15] [added: 16] | | % | [removed: | | | 358 | | |] [added: 334] | | | 15 | | % |

| China | | | [removed: 307 | | |] [added: 293] | | | [removed: 14] [added: 13] | | % | [removed: | | | 338 | | |] [added: 307] | | | 14 | | % |

| Malaysia | | | [removed: 142 | | |] [added: 163] | | | [removed: 6] [added: 7] | | % | [removed: | | | 152 | | |] [added: 142] | | | 6 | | % |

| Hungary | | | [removed: 124 | | |] [added: 140] | | | [removed: 5] [added: 6] | | % | [removed: | | | 140 | | |] [added: 124] | | | [removed: 6] [added: 5] | | % |

| Brazil | | | [removed: 88 | | |] [added: 83] | | | 4 | | % | [removed: | | | 89 | | |] [added: 88] | | | 4 | | % |

| Other | | | [removed: 481 | | |] [added: 460] | | | [removed: 21] [added: 19] | | % | [removed: | | | 502 | | |] [added: 481] | | | [removed: 22] [added: 21] | | % |

We believe that the combination of our extensive open innovation platform solutions, design and engineering services, advanced supply chain management solutions and services, significant scale and global presence, and manufacturing [removed: campuses] [added: campuses, including many] in low-cost geographic areas provide us with a competitive advantage and strong differentiation in the market for designing, manufacturing and servicing [removed: consumer and enterprise] products for leading multinational and regional customers.

- global economic conditions, including inflationary pressures, currency volatility, [added: stagflation,] slower [added: economic] growth or recession, [removed: higher] [added: high or rising] interest rates, [removed: and] [added: trade conflicts, tariffs,] geopolitical uncertainty [removed: (including arising from the ongoing conflict between Russia] and [removed: Ukraine and the Israel-Hamas war);][added: instability in financial markets;]

"Management's Discussion and Analysis of Financial Condition and Results of Operations" contained in our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, for the results of operations discussion for the fiscal year ended March 31, 2024, compared to the fiscal year ended March 31, 2023.

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, we deliver technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets.

◦*Lifestyle*, including appliances, floorcare, smart living, HVAC, and power tools

◦*Automotive*, including compute platforms, power electronics, motion, and interface

In fiscal year 2025, we formally introduced the next phase in our strategic evolution, its EMS + Products + Services approach.

This hybrid model is focused on strengthening our core manufacturing and supply chain capabilities while expanding our portfolio of proprietary products and value-added services to maximize value creation for customers.

To advance this approach, we completed several strategic acquisitions in fiscal year 2025 that enhance our differentiated portfolio to address critical data center customer challenges around power, heat and scale.

These included the acquisitions of JetCool to expand direct-to-chip liquid cooling capabilities and Crown to increase critical power capabilities while adding opportunities in grid modernization.

In today’s business landscape, we are witnessing greater product diversification by many companies, primarily in the technology sector, along with increased product complexity.

These companies now require unique and customized manufacturing and supply chain solutions that meet their evolving requirements.

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

Component shortages experienced in the recent past have largely subsided, however logistical constraints persist which have increased freight costs.

We continue to monitor potential supply chain disruptions, as a result of emerging and evolving geopolitical tensions and tariff implementations.

Tariffs

The U.S. tariffs initially announced in April 2025, which continue to evolve, and other countries' potential retaliatory tariffs and import/export restrictions may materially increase our product input costs and negatively affect global economic conditions contracting customer demand.

As a contract manufacturer, we expect to recover the cost of tariffs by passing tariff

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

costs to our customers which would increase net sales, decrease operating income margins, and negatively affect operating cash flow timing as we recover paid tariffs from our customers.

To the extent we are unsuccessful in passing tariff costs to our customers, our results of operations and cash flows would be negatively impacted.

We will continue to monitor changes in global trade policy and employ measures to mitigate the impact of tariffs and leverage competitive opportunities.

However, despite these efforts, the Company may not be able to fully mitigate the impact of changes in trade policies or an economic downturn.

See Risk Factors - "*Global economic conditions, including inflationary pressures, currency volatility, stagflation, slower economic growth or recession, high or rising interest rates, trade conflicts, tariffs, geopolitical uncertainty and instability in financial markets have in the past adversely affected, and may in the future adversely affect, our business, results of operations, financial condition, and access to capital markets."*

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

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

| | | | 2025 | | | | | | 2024 | | | | | | | | | | | | | | | | | |

| | | | $ | 25,813 | | | | | $ | 26,415 | | | | | | | | | | | | | | | | |

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

| | | | $ | 25,813 | | | | | $ | 26,415 | | | | | | | | | | | | | | | | |

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

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

| | | | 2025 | | | | | | 2024 | | | | | |

| | | | $ | 2,330 | | | | | $ | 2,269 | | | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

In addition, our CEC business benefited from an approximate $1 billion increase in customer buy-sell activity, which increases gross profit, but is accounted for as a reduction of the transaction price, and therefore, excluded from net sales.

In customer buy-sell activities, the Company procures components from a customer to use in manufacturing and/or to provide services such as assembly, transformation, and integration.

Later, it sells the finished product back to that customer or its end customers.

The results of the FAS segment also reflected a 15% increase in our Consumer Devices business from stronger demand, offset by a 4% decrease in our Lifestyle business due to softer demand.

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

Cash provided by operating activities increased by approximately $0.2 billion in fiscal 2025 as compared with fiscal 2024, as a result of higher profitability (after consideration of non-cash deferred income taxes) and favorable working capital movements.

Refer to "Liquidity and Capital Resources" section for further details of changes in net working capital.

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, we support our customers' entire product lifecycle with a broad array of services in every major region.

◦*Lifestyle*, including appliances, consumer packaging, floorcare, micro mobility and audio

◦*Automotive*, including next generation mobility, autonomous, connectivity, electrification, and smart technologies

Over the past few years, we have seen an increased level of diversification by many companies, primarily in the technology sector.

Some companies that have historically identified themselves as software providers, Internet service providers or e-commerce retailers have entered the highly competitive and rapidly evolving technology hardware markets, such as mobile devices, home entertainment and wearable devices.

This trend has resulted in a significant change in the manufacturing and supply chain solution requirements of such companies.

While the products have become more complex, the supply chain solutions required by such companies have become more customized and demanding, and it has changed the manufacturing and supply chain landscape significantly.

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

Component shortages and logistical constraints improved as the year progressed.

We continue to monitor potential supply chain disruptions, including disruptions in international commerce as a result of attacks on shipping vessels in the Red Sea.

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

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

| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | | | | | | | | | | | | | |

| | | | $ | 26,415 | | | | | | | | | | | $ | 28,502 | | | | | | | | | | | $ | 24,633 | | | | | | | | | | | | | | | | | | | |

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

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

| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | |

| | | | $ | 2,269 | | | | | | | | | | | $ | 2,342 | | | | | | | |

Cash provided by operating activities increased by approximately $0.4 billion primarily driven by the $0.2 billion increase in net income and improvement in net working capital, offset by a change in deferred income taxes.

Cash provided by financing activities decreased by approximately $1.7 billion to a cash outflow of $1.7 billion for fiscal year 2024, primarily driven by an approximately $1.0 billion increase in cash paid for share repurchases, a $0.4 billion increase in capital reduction as part of the Spin-off, a $0.1 billion increase in net debt payment, along with a $0.1 billion decrease in proceeds from the issuance of Nextracker shares in fiscal year 2024 compared to fiscal year 2023.

The financial information and the discussion below should be read in conjunction with the consolidated financial statements and notes thereto included in Item 8, "Financial Statements and Supplementary Data." As further discussed in note 2 to the consolidated financial statements in Item 8, as a result of the Spin-off in the fourth quarter of fiscal year 2024, the historical results of operations and balance sheets for periods prior to the Spin-off are presented as discontinued operations in these consolidated financial statements.

For comparability purposes, the prior periods have been recast to conform to the current presentation.

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | | | |

Net sales for our FAS segment decreased $1.8 billion, or 12%, from fiscal year 2023, mainly due to a decrease in net sales of 24% in our Consumer Devices business, a 17% decrease in our Lifestyle business and a 7% decrease in our CEC business due to softer demand in consumer end markets and difficult year-over-year comparisons in CEC.

Net sales in our FRS segment decreased $0.2 billion, or 2%, from fiscal year 2023, driven primarily by a decrease in net sales of 8% in our Industrial business due to lower customer demand, offset by a 6% increase in our Automotive business, and a 3% increase in our Health Solution business which benefited from ramps across various end markets.

Net sales for the fiscal year ended March 31, 2023 totaled $28.5 billion, representing an increase of approximately $3.9 billion, or 16%, from $24.6 billion for the fiscal year ended March 31, 2022.

Net sales for our FAS segment increased $1.7 billion, or 12%, from the prior year, mainly due to an increase in net sales of 30% in our CEC business and 2% in our Lifestyle business due to new ramps, customer expansion, along with some effect from inflation pass-through while overcoming challenges from supply constraints.

These increases in FAS were offset by a 19% decrease in net sales in our Consumer Devices business due to relatively softer market demand and a planned project completion in the fiscal year ended 2022.

Net sales in our FRS segment increased $2.1 billion, or 20%, driven primarily by an increase of 24% in net sales in our Industrial business, a 22% increase in our Automotive business, and a 9% increase in our Health Solutions business from the prior year due to strong customer demand and ramps across various end markets coupled with incremental revenues from our Anord Mardix acquisition and the recovery of inflationary costs, despite continued supply constraints.

Net sales for the fiscal year ended March 31, 2023 increased $2.5 billion to $11.9 billion in the Americas, increased $0.8 billion to $10.4 billion in Asia, and increased $0.6 billion to $6.2 billion in Europe.

The decrease in cost of sales is primarily driven by decreased consolidated sales of $2.1 billion, or 7%.

Cost of sales in FAS decreased $1.8 billion or approximately 12%, from fiscal year 2023, which is in line with the 12% decrease in FAS revenue primarily as a result of lower revenue in our Consumer Devices, Lifestyle, and CEC businesses.

Cost of sales in FRS for fiscal year 2024 decreased $0.3 billion, or approximately 3% from fiscal year 2023, which is in line with the 2% decrease in FRS revenue, primarily driven by lower revenue in our Industrial business.

Cost of sales during fiscal year 2023 totaled $26.5 billion, representing an increase of approximately $3.7 billion or 16% from $22.8 billion during fiscal year 2022.

The increase in cost of sales is most notable in our FRS segment.

Cost of sales in FRS for fiscal year 2023 increased $2.0 billion, or approximately 21% from fiscal year 2022, which is in line with the 20% increase in revenue, primarily as a result of higher revenue in our Industrial and Automotive businesses.

Cost of sales in FAS increased $1.6 billion, or approximately 12%, from fiscal year 2022, which is relatively consistent with the 12% increase in revenue, primarily as a result of higher revenue in our CEC and Lifestyle businesses, and partially offset by improved efficiencies.

The decrease in gross profit during fiscal year 2024 due to lower sales was mitigated by higher gross profit margins and the $0.1 billion gross profit decrease was primarily driven by $0.1 billion in higher restructuring charges, compared to the prior year.

Gross profit during fiscal year 2023 increased $0.2 billion to $2.0 billion, or 6.9% of net sales, from $1.8 billion, or 7.2% of net sales, during fiscal year 2022.

The increase in gross profit during fiscal year 2023 primarily resulted from the overall stronger customer demand across various end markets which allowed for improved fixed cost absorption, despite continued

As of March 31, [removed: 2024,] [added: 2025,] the outstanding amount in the highly liquid investment portfolio was [removed: $0.8] [added: $1.5] billion, the largest components of which were U.S. dollar, Indian rupee, Brazilian real and [removed: Israeli shekel] [added: Hong Kong dollar] denominated money market accounts with an average return of [removed: 4.0%.][added: 4.5%.]

As of March 31, [removed: 2024,] [added: 2025,] the approximate average fair value of our debt outstanding under our Notes due June 2025, February 2026, January 2028, June 2029, [removed: and] May 2030 [added: and January 2032] was [removed: 98.3%] [added: 99.8%] of the face value of the debt obligations based on broker trading prices in active markets.

The aggregate notional amount of outstanding contracts as of March 31, [removed: 2024] [added: 2025] amounted to [removed: $8.6] [added: $7.9] billion and the recorded fair values of the associated assets and liabilities were not material to the Company's consolidated financial position.

They will settle primarily in the Brazilian real, [removed: British pound,] [added: Hong Kong dollar,] China renminbi, Euro, Malaysian ringgit, Mexican peso, and U.S. dollar.

Based on our overall currency rate exposures as of March 31, [removed: 2024,] [added: 2025,] including the derivative financial instruments intended to hedge the nonfunctional currency-denominated monetary assets, liabilities and cash flows, and other factors, a 10% appreciation or depreciation of the U.S. dollar from its cross-functional rates would not be expected, in the aggregate, to have a material effect on our financial position, results of operations and cash flows in the near-term.

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[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

Flex is the advanced, end-to-end manufacturing partner of choice that helps [removed: market-leading brands] [added: a diverse customer base] design, build, deliver and manage innovative products that improve the world.

The Company's full suite of specialized capabilities includes design and engineering, supply chain, manufacturing, post-production and post-sale [removed: services.][added: services, and proprietary products.]

Flex partners with customers across a diverse set of industries including [removed: cloud,] [added: data center,] communications, enterprise, [added: consumer,] automotive, industrial, [removed: consumer devices, lifestyle,] healthcare, [added: industrial] and [removed: energy.][added: power.]

◦*Communications, Enterprise and Cloud ("CEC")*, including data [removed: infrastructure, edge infrastructure] [added: center, edge,] and communications infrastructure

◦*Industrial*, including [removed: capital equipment,] industrial devices, [removed: embedded and] [added: capital equipment, renewables,] critical [removed: power offerings, and renewables] [added: power,] and [removed: grid edge.][added: embedded power.]

On January 2, 2024, the Company completed its previously announced spin-off of its remaining interests in Nextracker [removed: (the "Spin-off")] [added: Inc. ("Nextracker")] to Flex shareholders on a pro-rata basis based on the number ordinary shares of Flex held by each [removed: shareholder of Flex (the “Distribution”) as of December 29, 2023, which was the record date of the Distribution, pursuant to the Agreement and Plan of Merger, dated as of February 7, 2023.]

The historical financial results and financial position of our former Nextracker business, which was previously reported as a separate operating and reportable segment, are presented as discontinued operations in the consolidated statements of [removed: operations and balance sheets for all periods presented.][added: operations.]

The historical statements of comprehensive income and cash flows and the balances related to stockholders’ equity have not been revised to reflect the effect of the [removed: Spin-off.][added: Nextracker spin-off.]

Our customers include many of the world's leading [removed: technology,] [added: data center, consumer products,] healthcare, automotive, [added: consumer products] and industrial companies.

In fiscal year [removed: 2024,] [added: 2025,] our ten largest customers accounted for approximately [removed: 37%] [added: 44%] of net sales.

No customer accounted for greater than 10% of the Company's net sales in fiscal year [removed: 2024.][added: 2025.]

[removed: Companies] [added: As a result, companies] are rethinking their entire production strategies.

[removed: Businesses] [added: With sustainability as a continued area of focus, businesses] are being held to a much higher standard for how and where their products are sourced and produced, and, increasingly, how they are serviced and disposed.

We are committed to investing in our employees and [removed: communities, which includes addressing critical environmental issues.][added: communities.]

We [removed: have focused] [added: also focus] on [added: hiring and retaining the world’s best talent, with an emphasis on] attracting the best engineering, functional and operational leaders [removed: and are focused on developing] [added: as we develop] the future leaders of the Company.

[removed: Flex focuses] [added: We focus] on high-growth industries and markets where we have distinctive competence and a compelling value proposition.

[removed: Our market-focused approach to managing our business increases] customers' competitiveness by leveraging our deep vertical and cross-industry expertise, as well as global scale, regional presence, and agility to respond to changes in market dynamics.

We leverage our broad set of capabilities globally to provide a competitive advantage by minimizing logistics costs, manufacturing costs, and cycle times while increasing [removed: flexibility] [added: flexibility, responsiveness,] and [removed: responsiveness.][added: supply chain resiliency.]

We have established global scale through an extensive network of manufacturing operations and services sites in the world's major [removed: consumer and enterprise] products markets (Asia, the Americas, and Europe) to serve the supply chain needs of both multinational and regional companies.

[removed: - *Global and regional scale*: Flex’s] [added: Flex's] physical infrastructure includes approximately 100 facilities in approximately 30 countries, staffed by approximately 148,000 employees, providing customers with truly global scale and strategic geographic distribution capabilities to meet their market needs.

*Supply Chain Services.* We offer one of the most trusted and resilient global supply chain services through a combination of digital supply chain capabilities, deep expertise, real time visibility and analytics, and collaborative supplier relationships to [added: help customers navigate complex, global supply chains.]

[removed: Through our component services, we provide manufacturing,] customization, procurement, global logistics services and innovative supply chain solutions on a wide range of electronic components by utilizing the Flex global procurement and supply chain ecosystem to increase resiliency.

Our manufacturing operations and systems assembly generate the majority of our revenues and include [removed: printed circuit board assembly] [added: PCBA] and assembly of systems and subsystems that incorporate printed circuit boards and complex electromechanical components.

*Portfolio of Power [added: and Cooling] Products*.

[removed: We offer an industry-leading, differentiated product portfolio of] [added: Our] embedded and critical power [removed: solutions to] [added: products] help data center customers meet increasing power demands given the proliferation of Generative AI.

Our embedded power capabilities span power shelves, battery back-up units, capacitive energy storage [removed: systems featuring battery management systems using lithium-ion batteries,] [added: systems,] and DC/DC converters, helping customers address board and rack power density requirements.

At data center facilities, Anord Mardix, a Flex company, offers a broad array of critical power capabilities including building information modelling and [removed: pre-fabricated] [added: prefabricated] construction and turnkey installation of switchgear, busway, power distribution and modular power [removed: systems,] [added: pods,] along with monitoring solutions and services.

We believe the principal competitive factors in the contract manufacturing services market are quality and range of services; design and technological capabilities; cost; location of sites; [added: supply chain resiliency;] sustainability; and responsiveness and flexibility.

[removed: We have a focused strategy on delivering value to customers] through a comprehensive suite of product lifecycle capabilities, global and regional footprint, and vertical and cross-industry expertise.

Our global expertise, footprint and diverse supply chain network provide customers with the ability to quickly adjust to changing regional, trade and manufacturing [removed: dynamics.][added: dynamics, including as a result of recent changes in tariffs and retaliatory tariffs.]

We have a very balanced global manufacturing footprint with [removed: 40%] [added: 43%] of net sales in North America, [removed: 19%] [added: 17%] in China, 21% in Europe, the Middle East and Africa ("EMEA"), and [removed: 20%] [added: 19%] in other areas in our fiscal year ended March 31, [removed: 2024] [added: 2025] (with net sales attributable to the country in which the product is manufactured, or service is provided).

No customer accounts for more than 10% of our annual revenue and the ten largest accounted for [removed: 37%] [added: 44%] of our net sales in fiscal year [removed: 2024.][added: 2025.]

[added: *Cross-Industry Synergies.*] One of our competitive strengths is our ability to leverage technology from one industry and apply it to a different application within another industry.

For example, we leverage our experience in [added: the] data center [removed: servers] to support [removed: next-generation mobility] [added: power and compute] applications in automotive.

We endeavor for our values-driven culture to align us as we pursue our purpose, uphold our mission, live our values, advance toward our vision, and [removed: activate] [added: execute] our strategy.

In support of cultivating [removed: an inclusive,] [added: a] high-performing culture with our workforce, we continue to proliferate our Ways of Working, four specific behaviors that bring our values to life through actions, provide a framework for how we make decisions, and support ongoing progress on our Flex Forward strategy.

We believe that the performance of our Company is impacted by our human capital management, and as a result we consistently work to attract, select, develop, engage and retain [removed: strong, diverse] [added: strong] talent.

[removed: The Company's] [added: Our] purpose, vision, mission and value statements aim to cultivate [removed: an inclusive,] [added: a] high-performing culture where employees are empowered and given opportunities to reach their full potential.

*Employees.* As of March 31, [removed: 2024,] [added: 2025,] our global workforce totaled approximately 148,000 employees including our contractor workforce.

In [removed: 2023,] [added: 2024,] our employees completed more than [removed: six] [added: five] million hours of training programs.

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, Flex delivers technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets.

As of March 31, 2025, Flex's two operating and reportable segments were as follows:

◦*Lifestyle*, including appliances, floorcare, smart living, Heating, Ventilation and Air-Conditioning ("HVAC"), and power tools

◦*Automotive*, including compute platforms, power electronics, motion, and interface

In fiscal year 2025, Flex formally introduced the next phase in its strategic evolution, its EMS + Products + Services approach.

This hybrid model is focused on strengthening the Company’s core manufacturing and supply chain capabilities while expanding its portfolio of proprietary products and value-added services to maximize value creation for customers.

To advance this approach, the Company completed several strategic acquisitions in fiscal year 2025 that enhance its differentiated portfolio to address critical data center customer challenges around power, heat and scale.

These included the acquisitions of JetCool Technologies Inc. ("JetCool") to expand direct-to-chip liquid cooling capabilities and Crown Technical Systems ("Crown") to increase critical power capabilities while adding opportunities in grid modernization.

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

shareholder of Flex (the "Distribution") as of December 29, 2023, which was the record date of the Distribution, pursuant to the Agreement and Plan of Merger, dated as of February 7, 2023.

Flex believes that long-term technology transitions and supply chain challenges are increasing complexity across the value chain, fueling demand for outsourcing partners with specialized services.

In the data center sector, the rise of AI is pushing hyperscalers toward integrated solutions and comprehensive support from fewer suppliers.

With our EMS + Products + Services approach, Flex has positioned the Company as the only outsourcing partner offering fully integrated racks, vertical services, and a complete power products portfolio from the grid to the chip.

Additionally, Flex is continuously building toward a vision of the future of manufacturing through strategic investments and implementations that drive increasing optimization and productivity for us and our customers.

The recent tariffs imposed by the current U.S. administration and retaliatory tariffs imposed by other countries are accelerating these trends.

Our EMS + Products + Services strategy is centered upon enhancing our core manufacturing and supply chain capabilities while broadening our portfolio of proprietary products and value-added services, maximizing value creation for our customers and shareholders.

We are actively investing in areas that strengthen our competitive positioning, whether through advanced product lifecycle capabilities, cutting-edge manufacturing and product technologies, or innovative processes and business methods.

We are consistently advancing our expertise in factory automation, robotics, artificial intelligence, vertical integration, simulation, digital twins, and power, among other disruptive technologies, while reinforcing our positioning in the AI-centric data center ecosystem.

In addition to our end-to-end services and power products for the data center, examples include investments in specific technologies and capabilities for automotive, healthcare, industrial, and consumer-related markets.

Our market-focused approach to managing our business increases

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*Operations and People*.

Simultaneously we are committed to driving a purposeful workforce evolution that reskills and upskills employees to co-work with advanced technologies such as AI and robotics, resulting in data-driven decision making, improved work environments, and enhanced productivity.

Beyond our core advanced manufacturing and supply chain capabilities, we maximize value to our customers through proprietary products and value-added services.

Flex provides differentiated offerings to support major technology transitions such as compute and power, as well as specialized capabilities across the product lifecycle, such as mechanicals, plastics, and advanced printed circuit board assembly ("PCBA").

Through our component services, we provide manufacturing,

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

We offer an industry-leading, differentiated product portfolio of power and cooling products that tackle all power and data center heat challenges across compute densities.

Additionally, Crown, acquired by Flex in fiscal year 2025, provides fully integrated power distribution and protection systems, including modular solutions, medium voltage switchgear, control, and relay products for data centers, utilities, and power generation.

For liquid cooling, JetCool, also acquired by Flex in fiscal year 2025, mitigates data center heat challenges with patented microconvective cooling technology, capable of cooling over 3,000W, as well as offering complete turn-key microconvective cooling systems that include fully-sealed cold plates, direct liquid-to-chip products, and a coolant distribution unit (CDU).

Our EMS + Products + Services approach is designed to bolster our competitiveness through the expansion of our core manufacturing and supply chain capabilities alongside proprietary products and value-added services.

We have a focused strategy on delivering value to customers

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

We are committed to providing a positive and safe workplace for our employees.

Our leaders guide our teams to execute our strategy by focusing on building and developing our people, defining and driving our strategy, and delivering results.

| Americas | | | 59,786 | | |

| Asia | | | 59,754 | | |

| Europe | | | 28,439 | | |

| Total | | | 147,979 | | |

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, Flex supports our customers' entire product lifecycle with a broad array of services in every major region.

As of March 31, 2024, as a result of the Spin-off (defined below) of Nextracker Inc. ("Nextracker"), formerly our subsidiary and Nextracker segment, in the fourth quarter of fiscal year 2024, Flex now reports its financial performance based on two operating and reportable segments as follows:

◦*Lifestyle*, including appliances, consumer packaging, floorcare, micro mobility and audio

◦*Automotive*, including next generation mobility, autonomous, connectivity, electrification, and smart technologies

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

Flex believes that growth in the contract manufacturing services industry will continue to be driven by increased complexities in products, markets, and sustainability requirements.

The “Digitization of Everything” is the mega-trend that is driving products—and even whole industries—to be smarter, more data-driven, and more connected.

To make these next generation products, companies must integrate increasingly advanced technologies and build them at scale.

Sustainability is no longer an afterthought.

Flex helps its customers responsibly design, build, deliver and manage products that create value and improve people’s lives.

We do this by providing our customers with full product lifecycle services, from design, engineering, supply chain, component services and manufacturing to forward logistics, value-added fulfillment, reverse logistics and circular economy offerings.

Flex’s strategy is to continue investing in areas where we can differentiate and add value, whether through product lifecycle capabilities, manufacturing and product technologies or developing differentiated processes and business methods.

For example, Flex has developed unique offerings for hyperscalers and co-locators for embedded and critical power solutions which, combined with our traditional data center contract manufacturing business, provide integrated end to end solutions for our customers.

We are strengthening our capabilities in factory automation, robotics, artificial intelligence, simulation, digital twins, connectivity and other disruptive technologies.

*People*.

To maintain competitiveness and world-class capabilities, we focus on hiring and retaining the world's best talent.

Examples include investments in specific technologies and industries such as automotive, cloud, healthcare, industrial, and energy.

*Operations*.

We believe we have the broadest product lifecycle capabilities within every major region in the industry, from concept design to sourcing to manufacturing to delivery and servicing through end-of-life.

We believe our key competitive advantages are our people, processes, and capabilities for making products, systems, and solutions for customers:

- *Time to market advantage*: Our deep vertical and cross-industry expertise, unique set of full product lifecycle capabilities, and global and regional presence accelerate the production of complex products for increasingly interconnected markets and provide customers with a time to market advantage.

- *End-to-end specialized services*: Our full range of services help customers optimize and streamline the product lifecycle and seamlessly design, build, deliver, and manage products at scale with increased quality, productivity and speed.

Flex provides differentiated offerings and specialized capabilities in emerging technologies from edge AI and connectivity to sensors integration for specific industries and markets.

help customers navigate complex, global supply chains.

Our embedded and critical power offerings enable greater efficiency, reduced latency, space and risk, and faster time to market.

Our power portfolio combined with our server and storage products, racks and enclosures and full systems assembly capability provides the opportunity for growth in the data center market.

Cross-Industry Synergies.

Our expertise in power applications is helping customers across applications in our Industrial, Automotive, and CEC customers.

In 2023, we continued to drive awareness and education of our leadership competencies to provide a common language and framework for our people leaders throughout the organization as it relates to leadership expectations, behaviors and skills necessary to lead the business and our people.

Our leadership competency framework includes three key elements of leadership to help leaders guide and develop our teams and execute on our strategy:

- People: Building and developing our people.

- Strategy: Defining and driving our strategy.

- Results: Executing and delivering results.

Our policies, philosophy and strategies support the inclusion of all people in our working environment.

We are committed to providing a positive and safe workplace for Flex employees, respecting their dignity, creating an inclusive environment, and ensuring access to opportunity.

We recognize that we have an opportunity to promote and support a culture of inclusion and diversity, wellness, and health and safety among our employees.

This year, we continued our culture initiative to create common language, expectations and behaviors through rollouts of training on our Ways of Working to all sites globally.

We continued regular communications and supporting our leaders globally through quarterly training and team discussions to build an understanding of our Ways of Working, important leadership expectations and inclusion practices.

| Americas | | | 58,251 | | |

| Asia | | | 60,091 | | |

For the fiscal year ended March 31, [removed: 2024][added: 2025]

See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting [removed: company,"] [added: company"] and "emerging growth company" in Rule 12b-2 of the Exchange Act.

As of September [removed: 29, 2023,] [added: 27, 2024,] the aggregate market value of the Company's ordinary shares held by non-affiliates of the registrant was approximately [removed: $11.8] [added: $13.1] billion based upon the closing sale price as reported on the Nasdaq Global Select Market.

| Class | | | | | | Outstanding at May [removed: 10, 2024] [added: 15, 2025] | | |

| Ordinary Shares, No Par Value | | | | | | [removed: 401,640,807] [added: 373,315,616] | | |

| Proxy Statement to be delivered to shareholders in connection with the Registrant's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders | | | | | | Part III | | |

| | | | [Forward-Looking [removed: Statements](#i13ad8f73759649629ba50af83604abbf_13)] [added: Statements](#i2d5ec1c867a642459a1e59abdcba2269_13)] | | | [removed: [3](#i13ad8f73759649629ba50af83604abbf_13)] [added: [3](#i2d5ec1c867a642459a1e59abdcba2269_13)] | | |

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| Singapore | | | | | | 98-1773351 | | |

| 12515-8 Research Blvd, Suite 300, | | | | | | | | |

| Austin, Texas 78759 | | | | | | 78759 | | |

(512) 425-7929

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

| [PART I](#i2d5ec1c867a642459a1e59abdcba2269_13) | | | | | | | | |

| [PART II](#i2d5ec1c867a642459a1e59abdcba2269_67) | | | | | | | | |

| [PART III](#i2d5ec1c867a642459a1e59abdcba2269_220) | | | | | | | | |

| [PART IV](#i2d5ec1c867a642459a1e59abdcba2269_238) | | | | | | | | |

| [Signatures](#i2d5ec1c867a642459a1e59abdcba2269_244) | | | | | | [107](#i2d5ec1c867a642459a1e59abdcba2269_244) | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

| Singapore | | | | | | Not Applicable | | |

| 2 Changi South Lane, | | | | | | | | |

| Singapore | | | | | | 486123 | | |

(65) 6876-9899

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

| [PART I](#i13ad8f73759649629ba50af83604abbf_13) | | | | | | | | |

| [PART II](#i13ad8f73759649629ba50af83604abbf_64) | | | | | | | | |

| [PART III](#i13ad8f73759649629ba50af83604abbf_211) | | | | | | | | |

| [PART IV](#i13ad8f73759649629ba50af83604abbf_229) | | | | | | | | |

| [Signatures](#i13ad8f73759649629ba50af83604abbf_235) | | | | | | [107](#i13ad8f73759649629ba50af83604abbf_235) | | |

Our global information security management program is ISO [removed: 27001:2013] [added: 27001:2022] certified.

For more information on our cybersecurity related risks, see Item IA,, [removed: “Risk] [added: "Risk] Factors - [removed: “*A] [added: "*A] breach of our IT or physical security systems, or violation of data privacy laws, may cause us to incur significant legal and financial exposure and adversely affect our [removed: operations.*”][added: operations."*]

The Audit Committee receives regular reports (at least quarterly) from our CISO [removed: and our Chief Information Officer (“CIO”)] on cybersecurity matters.

The full Board also receives briefings from our CISO [removed: and CIO] on cybersecurity matters [removed: twice] annually.

At the management level, our CISO leads our enterprise-wide cybersecurity program, and is responsible for assessing and managing our [removed: materials] [added: material] risks from cybersecurity threats.

Our CISO holds industry-recognized cybersecurity certifications, including [added: having held] Certified Information Systems Security Professional (CISSP) certification.

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

Our CISO reports to our Interim Chief Information Officer who, in turn, reports to our Chief Operating Officer and member of our executive leadership team.

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

Our CISO reports to our CIO who, in turn, reports directly to our CEO.

As of March 31, [removed: 2024,] [added: 2025,] the square footage of our facilities by region is as follows:

(1)Consists of [removed: 21.6] [added: 22.7] million square feet in facilities that we own with the remaining [removed: 25.1] [added: 25.8] million square feet in leased facilities.

| Asia | | | | | | | | | | | | | | | 19.2 | | |

| Americas | | | | | | | | | | | | | | | 18.0 | | |

| Europe | | | | | | | | | | | | | | | 11.3 | | |

| Total (1) | | | | | | | | | | | | | | | 48.5 | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

| Asia | | | | | | | | | | | | | | | 19.7 | | |

| Americas | | | | | | | | | | | | | | | 15.8 | | |

| Europe | | | | | | | | | | | | | | | 11.2 | | |

| Total (1) | | | | | | | | | | | | | | | 46.7 | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

As of May [removed: 10, 2024,] [added: 15, 2025,] there were [removed: 2,821] [added: 2,736] holders of record of our ordinary shares.

We currently do not have plans to pay any cash dividends in fiscal year [removed: 2025.][added: 2026.]

The graph below assumes that $100 was invested in our ordinary shares, in the Standard & Poor's 500 Stock Index and in the peer group described above on March 31, [removed: 2019] [added: 2020] and reflects the annual return through March 31, [removed: 2024,] [added: 2025,] assuming dividend reinvestment.

[removed: ][added: ]

Copyright [removed: 1980-2024.][added: 1980-2025.]

The following table provides information regarding purchases of our ordinary shares made by us for the period from January 1, [removed: 2024] [added: 2025] through March 31, [removed: 2024.][added: 2025.]

(1) During the period from January 1, [removed: 2024] [added: 2025] through March 31, [removed: 2024,] [added: 2025,] all purchases were made pursuant to the program discussed below in open market transactions.

(2) On August [removed: 2, 2023,] [added: 8, 2024,] our Board of Directors authorized repurchases of our outstanding ordinary shares for up to [removed: $2.0] [added: $1.7] billion.

As of March 31, [removed: 2024,] [added: 2025,] shares in the aggregate amount of $1.0 billion were available to be repurchased under the current plan.

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

| | | | 3/20 | | | | | | 3/21 | | | | | | 3/22 | | | | | | 3/23 | | | | | | 3/24 | | | | | | 3/25 | | |

| Flex Ltd. | | | 100.00 | | | | | | 218.63 | | | | | | 221.49 | | | | | | 274.75 | | | | | | 453.19 | | | | | | 524.00 | | |

| S&P 500 Index | | | 100.00 | | | | | | 156.35 | | | | | | 180.81 | | | | | | 166.84 | | | | | | 216.69 | | | | | | 234.57 | | |

| Peer Group | | | 100.00 | | | | | | 192.69 | | | | | | 218.23 | | | | | | 301.15 | | | | | | 477.10 | | | | | | 575.34 | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

| January 1 - February 1, 2025 | | | | | | 1,681,545 | | | | | | $ | 41.42 | | | | | 1,681,545 | | | | | | $ | 1,264,759,150 | |

| February 2 - March 1, 2025 | | | | | | 1,866,481 | | | | | | $ | 40.80 | | | | | 1,866,481 | | | | | | $ | 1,188,610,528 | |

| March 2 - March 31, 2025 | | | | | | 4,415,833 | | | | | | $ | 34.92 | | | | | 4,415,833 | | | | | | $ | 1,034,403,120 | |

| Total | | | | | | 7,963,859 | | | | | | | | | | | | 7,963,859 | | | | | | | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

| | | | 3/19 | | | | | | 3/20 | | | | | | 3/21 | | | | | | 3/22 | | | | | | 3/23 | | | | | | 3/24 | | |

| Flex Ltd. | | | 100.00 | | | | | | 83.75 | | | | | | 183.10 | | | | | | 185.50 | | | | | | 230.10 | | | | | | 379.54 | | |

| S&P 500 Index | | | 100.00 | | | | | | 93.02 | | | | | | 145.44 | | | | | | 168.20 | | | | | | 155.20 | | | | | | 201.57 | | |

| Peer Group | | | 100.00 | | | | | | 84.67 | | | | | | 163.15 | | | | | | 184.77 | | | | | | 254.99 | | | | | | 403.96 | | |

| January 1 - February 2, 2024 | | | | | | 7,817,510 | | | | | | $ | 23.58 | | | | | 7,817,510 | | | | | | $ | 1,345,691,848 | |

| February 3 - March 1, 2024 | | | | | | 6,306,583 | | | | | | $ | 27.11 | | | | | 6,306,583 | | | | | | $ | 1,174,692,742 | |

| March 2 - March 31, 2024 | | | | | | 5,641,778 | | | | | | $ | 28.71 | | | | | 5,641,778 | | | | | | $ | 1,012,693,933 | |

| Total | | | | | | 19,765,871 | | | | | | | | | | | | 19,765,871 | | | | | | | | |

To the [removed: Shareholders] [added: shareholders] and [added: the] Board of Directors of Flex Ltd., Singapore

We have audited the accompanying consolidated balance sheets of Flex Ltd. and subsidiaries (the [removed: “Company”)] [added: "Company")] as of March 31, [removed: 2024 and 2023,] [added: 2025] and [added: 2024,] the related consolidated statements of operations, comprehensive income, redeemable noncontrolling interest and [removed: shareholders’] [added: shareholders'] equity, and cash flows for each of the three years in the period ended March 31, [removed: 2024,] [added: 2025,] and the related notes (collectively referred to as the [removed: “financial statements”).][added: "financial statements").]

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended March 31, [removed: 2024,] [added: 2025,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of March 31, [removed: 2024,] [added: 2025,] based on [removed: the] criteria established in *Internal [removed: Control-Integrated] [added: Control — Integrated] Framework* *(2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated May [removed: 17, 2024] [added: 21, 2025] expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis [removed: of] [added: for] Opinion

Our responsibility is to express an opinion on [removed: these] [added: the Company's] financial statements based on our audits.

We are a public accounting firm registered with the 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.

Such procedures included examining, on a test basis, evidence [removed: supporting] [added: regarding] the amounts and disclosures in the financial statements.

Our audits also included [removed: assessing] [added: evaluating] the accounting principles used and significant estimates made by management, as well as evaluating the overall [added: presentation of the] financial [removed: statement presentation.][added: statements.]

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current-period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing a separate opinion on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

We have served as the Company’s [removed: auditors] [added: auditor] since 2002.

| | | | [removed: 2024] | | | | | | [added: 2024 (1) | | | | | |] 2023 | | |

| Cash and cash equivalents | | | $ | [removed: 2,474] [added: 2,289] | | | | | $ | [removed: 3,164] [added: 2,474] | |

| Accounts receivable, net of allowance for doubtful accounts | | | [removed: 3,033] [added: 3,671] | | | | | | [removed: 3,480] [added: 3,033] | | |

| Contract assets | | | [removed: 249] [added: 616] | | | | | | [removed: 243] [added: 249] | | |

| Inventories | | | [removed: 6,205] [added: 5,071] | | | | | | [removed: 7,388] [added: 6,205] | | |

| Other current assets | | | [removed: 1,031] [added: 1,194] | | | | | | [removed: 875] [added: 1,031] | | |

| Current [removed: assets of discontinued operations | | | — | | |] [added: Assets:] | | | [removed: 883] | | |

| Total current assets | | | [removed: 12,992] [added: 12,841] | | | | | | [removed: 16,033] [added: 12,992] | | |

| Property and equipment, net | | | [removed: 2,269] [added: 2,330] | | | | | | [removed: 2,342] [added: 2,269] | | |

| Operating lease right-of-use assets, net | | | [removed: 601] [added: 562] | | | | | | [removed: 605] [added: 601] | | |

| Goodwill | | | [removed: 1,135] [added: 1,341] | | | | | | [removed: 1,139] [added: 1,135] | | |

| Other intangible assets, net | | | [removed: 245] [added: 343] | | | | | | [removed: 315] [added: 245] | | |

| Other non-current assets | | | [removed: 1,015] [added: 964] | | | | | | [removed: 490] [added: 1,015] | | |

| Total assets | | | $ | [removed: 18,257] [added: 18,381] | | | | | $ | [removed: 21,407] [added: 18,257] | |

| Bank borrowings and current portion of long-term debt | | | $ | [removed: —] [added: 1,209] | | | | | $ | [removed: 150] [added: —] | |

| Accounts payable | | | [removed: 4,468] [added: 5,147] | | | | | | [removed: 5,724] [added: 4,468] | | |

| Accrued payroll and benefits | | | [removed: 488] [added: 560] | | | | | | [removed: 506] [added: 488] | | |

| Deferred revenue and customer working capital advances | | | [removed: 2,615] [added: 1,957] | | | | | | [removed: 2,955] [added: 2,615] | | |

| Other current liabilities | | | [removed: 968] [added: 977] | | | | | | [removed: 1,019] [added: 968] | | |

| Current [removed: liabilities of discontinued operations | | | — | | |] [added: liabilities:] | | | [removed: 513] | | |

| Total current liabilities | | | [removed: 8,539] [added: 9,850] | | | | | | [removed: 10,867] [added: 8,539] | | |

| Long-term debt, net of current portion | | | [removed: 3,261] [added: 2,483] | | | | | | [removed: 3,544] [added: 3,261] | | |

| Operating lease liabilities, non-current | | | [removed: 490] [added: 456] | | | | | | [removed: 504] [added: 490] | | |

| Other non-current liabilities | | | [removed: 642] [added: 590] | | | | | | [removed: 554] [added: 642] | | |

| Total liabilities | | | [removed: 12,932] [added: 13,379] | | | | | | [removed: 15,701] [added: 12,932] | | |

| Ordinary shares, no par value; [removed: 1,500,000,000 authorized, 408,101,772] [added: 383,369,073] and [removed: 500,362,046] [added: 408,101,772] issued, and [removed: 408,101,772] [added: 377,817,433] and [removed: 450,122,691] [added: 408,101,772] outstanding as of March 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | [removed: 5,074] [added: 4,142] | | | | | | [removed: 6,493] [added: 5,074] | | |

| Treasury stock, at cost; [removed: zero] [added: 5,551,640] and [removed: 50,239,355] [added: zero] shares as of March 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | [removed: —] [added: (200)] | | | | | | [removed: (388)] [added: —] | | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

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

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

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

| BALANCE AT MARCH 31, 2025 | | | $ | — | | | | | | | | 378 | | | | | | $ | 3,942 | | | | | $ | 1,284 | | | | | $ | (19) | | | | | $ | (205) | | | | | $ | (224) | | | | | $ | 5,002 | | | | | $ | — | | | | | $ | 5,002 | |

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

[Table of](#i2d5ec1c867a642459a1e59abdcba2269_7) [Contents](#i2d5ec1c867a642459a1e59abdcba2269_7)

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, Flex delivers technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets.

◦*Lifestyle*, including appliances, floorcare, smart living, HVAC, and power tools

◦*Automotive*, including compute platforms, power electronics, motion, and interface

During fiscal year 2025, $13 million was received under the Nextracker TRA.

Service contract revenue is recognized on an overtime basis using the output method.

Certain of the Company's customer contracts involve purchasing raw materials from customers or acting as an agent for the sale of certain customer products.

Finished goods billings related to these products are reported net of the associated material cost in net sales in the consolidated statements of operations.

receivables.

| | | | 2025 | | | | | | 2024 | | |

| | | | $ | 2,289 | | | | | $ | 2,474 | |

| | | | 2025 | | | | | | 2024 | | |

| | | | $ | 5,071 | | | | | $ | 6,205 | |

| | | | | | | 2025 | | | | | | 2024 | | | | | |

| | | | | | | | | | 6,950 | | | | | | 6,709 | | |

| Acquisitions (2) | | | | | | 39 | | | | | | 170 | | | | | | | | | | | | 209 | | |

| Balance at March 31, 2025 | | | | | | $ | 410 | | | | | $ | 931 | | | | | | | | | | | $ | 1,341 | |

(2)Represents goodwill of $170 million from the Crown acquisition, $31 million from the JetCool acquisition and $8 million from an acquisition completed in the first quarter of fiscal year 2025.

Refer to Note 19 for further details.

During fiscal year 2025, the total value of intangible assets increased by $165 million as a result of the Company's acquisitions during the period.

These acquisitions contributed an additional $100 million in customer-related intangible assets and $65 million in licenses and other intangibles assets, such as trade names and technology.

Refer to note 19 for additional information.

| 2030 | | | 35 | | |

Supplier Finance Programs

fiscal years ended March 31, 2025 and March 31, 2024 are as follows:

In November 2024, the FASB issued ASU 2024-03 "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses", which requires public entities to disclose specified information about certain costs and expenses.

The guidance is effective for the Company beginning in the fourth quarter of fiscal year 2028 and will be applied retrospectively to all prior periods presented on its consolidated financial statements.

We are currently evaluating the guidance to determine the impact on the Company's disclosures.

In January 2025,

the FASB issued ASU 2025-01 on the same topic to clarify the amendments for ASU 2024-03 are effective for the Company in the fourth quarter of fiscal year 2028.

*Critical Audit Matter Description*

[Table](#i13ad8f73759649629ba50af83604abbf_7) [of Content](#i13ad8f73759649629ba50af83604abbf_7)[s](#i13ad8f73759649629ba50af83604abbf_7)

*How the Critical Audit Matter Was Addressed in the Audit*

Income Taxes - US Valuation Allowance - Refer to Note 15 to the Financial Statements

The Company records income taxes under the asset and liability method, whereby deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

The carrying amounts of deferred tax assets are reduced by a valuation allowance if, based on the available evidence, it is not more likely than not that such assets will be realized.

The Company assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to realize the deferred tax assets.

During fiscal year 2024, the Company determined it was more likely than not that the U.S. deferred tax assets are realizable.

As a result, the Company released the valuation allowance related to these deferred tax assets of $461 million and recorded a corresponding net income tax benefit.

We identified as a critical audit matter management’s determination that the positive evidence of the three-year trend of objective and verifiable taxable income and forecasts of continued taxable income outweighed the negative evidence of historical losses and volatility because of the judgment required by management to determine forecasted taxable income.

This required a higher degree of auditor judgment and an increased extent of effort, including the need to involve our income tax specialists, when performing audit procedures to evaluate the reasonableness of management’s forecasts of sufficient future taxable income.

Our audit procedures related to management’s determination that in the current year it was more likely than not that the U.S. deferred tax assets will be realized in the future included the following, among others:

- We tested the effectiveness of management's controls over their analysis to conclude it is more likely than not that sufficient future taxable income will be generated to realize the deferred tax assets.

- With the assistance of our tax specialists, we performed the following:

–Tested the accuracy of historical taxable income used in the analysis.

–Evaluated management's assessment and weighting of the objective three-year trend of taxable income and forecasts of continued taxable income against the historical losses and volatility to conclude if a valuation allowance was necessary.

–Tested the projection of future realization of the deferred tax assets, including the application of tax laws to determine the sufficiency of future projected taxable income prior to expiration of the deferred tax assets.

–Evaluated whether the estimates of future taxable income were consistent with evidence obtained in other areas of the audit.

May 17, 2024

| Non-current assets of discontinued operations | | | — | | | | | | 483 | | |

| Non-current liabilities of discontinued operations | | | — | | | | | | 232 | | |

| Noncontrolling interest of discontinued operations | | | — | | | | | | 355 | | |

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

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

| BALANCE AT MARCH 31, 2021 | | | $ | — | | | | | | | | 492 | | | | | | $ | 5,844 | | | | | $ | (2,289) | | | | | $ | (42) | | | | | $ | (77) | | | | | $ | (119) | | | | | $ | 3,436 | | | | | $ | — | | | | | $ | 3,436 | |

| Sale of subsidiary's redeemable preferred units, net of transaction cost | | | 74 | | | | | | | | | — | | | | | | 414 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 414 | | | | | | — | | | | | | 414 | | |

| Exercise of stock options | | | — | | | | | | | | | 1 | | | | | | 1 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1 | | | | | | — | | | | | | 1 | | |

| Proceeds from sale of subsidiary's redeemable preferred units | | | — | | | | | | — | | | | | | 488 | | |

Through the collective strength of a global workforce across approximately 30 countries with responsible, sustainable operations, Flex supports our customers' entire product lifecycle with a broad array of services in every major region.

◦*Lifestyle*, including appliances, consumer packaging, floorcare, micro mobility and audio

◦*Automotive*, including next generation mobility, autonomous, connectivity, electrification, and smart technologies

As a result of the Spin-off in the fourth quarter of fiscal year 2024, the historical financial results and financial position of Nextracker are presented as discontinued operations in the consolidated statements of operations and balance sheets for all periods presented.

subsidiaries' financial statements are reported as other comprehensive income (loss), a component of shareholders' equity.

| | | | $ | 2,474 | | | | | $ | 3,164 | |

| | | | $ | 6,205 | | | | | $ | 7,388 | |

| | | | | | | | | | 6,709 | | | | | | 6,542 | | |

| Acquisitions (1) | | | | | | — | | | | | | (2) | | | | | | | | | | | | (2) | | |

(1)Represents purchase price adjustment for the acquisition of Anord Mardix in fiscal year 2023.

Goodwill of $204 million was derecognized as part of the Spin-off in the fiscal year ended March 31, 2024.

Following the Spin-off, all assets and liabilities of Nextracker are presented separately and so the $204 million of goodwill is presented in non-current assets of discontinued operations in the consolidated balance sheet as of March 31, 2023 in these financial statements.

The Company's management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the [removed: “Exchange Act”))] [added: "Exchange Act"))] as of March 31, [removed: 2024.][added: 2025.]

Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, [removed: 2024,] [added: 2025,] the Company's disclosure controls and procedures were effective in ensuring that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is (i) recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of March 31, [removed: 2024,] [added: 2025,] under the supervision and with the participation of management, including the Company's Chief Executive Officer and Chief Financial Officer, an evaluation was conducted of the effectiveness of the Company's internal control over financial reporting based on the framework in *Internal Control—Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").

Based on that evaluation, management concluded that the Company's internal control over financial reporting was effective as of March 31, [removed: 2024.][added: 2025.]

The effectiveness of the Company's internal control over financial reporting as of March 31, [removed: 2024] [added: 2025] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which appears in this Item under the heading "Report of Independent Registered Public Accounting Firm."

There were no changes in our internal control over financial reporting that occurred during the fourth quarter ended March 31, [removed: 2024] [added: 2025] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We have audited the internal control over financial reporting of Flex Ltd. and subsidiaries (the "Company") as of March 31, [removed: 2024,] [added: 2025,] 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 Company maintained, in all material respects, effective internal control over financial reporting as of March 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control*—*Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended March 31, [removed: 2024] [added: 2025,] of the Company, and our report dated May [removed: 17, 2024] [added: 21, 2025] expressed an unqualified opinion on those financial statements.

Management excluded Crown Technical Systems, JetCool Technologies Inc., and the U.S. manufacturing operations of the Forest & Garden division of Husqvarna, which were acquired during fiscal year 2025, from its annual assessment of the effectiveness of internal control over financial reporting as of March 31, 2025.

These fiscal year 2025 acquisitions constitute, in aggregate, less than 2% of total assets and less than 1% of net sales of the related consolidated financial statement amounts as of, and for the fiscal year ended March 31, 2025.

As described in *Management’s Annual Report on Internal Control over Financial Reporting*, management excluded from its assessment the internal control over financial reporting of Crown Technical Systems, JetCool Technologies Inc., and the U.S. manufacturing operations of the Forest & Garden division of Husqvarna, which were acquired during fiscal year 2025, and whose financial statements, in the aggregate, constitute less than 2% of total assets and less than 1% of net sales of the related consolidated financial statement amounts as of and for the year ended March 31, 2025.

Accordingly, our audit did not include the internal control over financial reporting at Crown Technical Systems, JetCool Technologies Inc., nor the U.S. manufacturing operations of the Forest & Garden division of Husqvarna.

May 21, 2025

May 17, 2024

[removed: No other officers or] [added: During the fiscal quarter ended March 31, 2025, none of the Company’s] directors [added: or officers] adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement", as those terms are defined in Regulation S-K, Item [removed: 408, during the fiscal quarter ended March 31, 2024.][added: 408.]

During the fiscal quarter ended March 31, 2024, the officer listed below adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

On March 5, 2024, Paul R.

Lundstrom, Chief Financial Officer, adopted a trading plan that provides for the sale of up to 200,000 ordinary shares of the Company.

The plan will terminate on June 13, 2024, subject to early termination for certain specified events set forth in the plan.

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders.

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders.

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders.

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders.

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's [removed: 2024] [added: 2025] Annual General Meeting of Shareholders.

| [removed: [4.17](https://www.sec.gov/Archives/edgar/data/0000866374/000086637420000009/flex-exx4143312020.htm)] [added: [4.19](https://www.sec.gov/Archives/edgar/data/0000866374/000086637420000009/flex-exx4143312020.htm)] | | | | | | Description of Registrant's Securities | | | | | | 10-K | | | | | | 000-23354 | | | | | | 5/28/2020 | | | | | | 4.14 | | | | | | | | |

| [10.03](https://www.sec.gov/Archives/edgar/data/866374/000095013409011144/d66616exv10w02.htm) | | | | | | Form of Indemnification Agreement between Flextronics Corporation and [added: the] Directors and certain officers of the Registrant† | | | | | | 10-K | | | | | | 000-23354 | | | | | | 5/20/2009 | | | | | | 10.02 | | | | | | | | |

| [10.04](https://www.sec.gov/ix?doc=/Archives/edgar/data/866374/000130817923000899/lflex2023_def14a.htm) | | | | | | Flex Ltd. [removed: Amended and Restated] 2017 Equity Incentive [removed: Plan†] [added: Plan (as amended and restated as of August 2, 2023)†] | | | | | | DEF 14A | | | | | | 000-23354 | | | | | | 6/21/2023 | | | | | | Annex B | | | | | | | | |

| [removed: [10.05](https://www.sec.gov/Archives/edgar/data/866374/000086637420000012/flex-exx1002x6282020.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1002x9272024.htm)[0.12](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1002x9272024.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the [added: Amended and Restated] 2017 Equity Incentive Plan for [removed: time-based] [added: service-based] vesting awards [removed: (FY21)†] [added: (FY25 supplemental equity)†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 8/5/2020] [added: 10/31/2024] | | | | | | 10.02 | | | | | | | | |

| [removed: [10.06](https://www.sec.gov/Archives/edgar/data/866374/000086637420000012/flex-exx1003x6282020.htm)] [added: [10.08](https://www.sec.gov/Archives/edgar/data/866374/000086637423000058/flex-exx1003x6302023.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the [added: Amended and Restated Flex Ltd.] 2017 Equity Incentive Plan for performance-based vesting awards [removed: (20-day trading average) (FY21)†] [added: (FY24)†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 8/5/2020] [added: 7/31/2023] | | | | | | 10.03 | | | | | | | | |

| [removed: [10.07](https://www.sec.gov/Archives/edgar/data/866374/000086637421000043/flex-exx1002x722021.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1004x6282024.htm)[0.10](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1004x6282024.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the Amended and Restated 2017 Equity Incentive Plan for performance-based vesting awards [removed: (FY22)†] [added: (FY25)†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 7/30/2021] [added: 7/26/2024] | | | | | | [removed: 10.02] [added: 10.04] | | | | | | | | |

| [removed: [10.08](https://www.sec.gov/Archives/edgar/data/866374/000086637422000052/flex-exx1003x712022.htm)] [added: [10.06](https://www.sec.gov/Archives/edgar/data/866374/000086637422000052/flex-exx1003x712022.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the Amended and Restated Flex Ltd. 2017 Equity Incentive Plan for performance-based vesting awards (FY23)† | | | | | | 10-Q | | | | | | 000.23354 | | | | | | 7/29/2022 | | | | | | 10.03 | | | | | | | | |

| [removed: [10.09](https://www.sec.gov/Archives/edgar/data/866374/000086637422000074/flex-exx1002x9302022.htm)] [added: [10.07](https://www.sec.gov/Archives/edgar/data/866374/000086637422000074/flex-exx1002x9302022.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the Flex Ltd. Amended and Restated 2017 Equity Incentive Plan for Non-Employee [removed: Directors †] [added: Directors†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/31/2022 | | | | | | 10.02 | | | | | | | | |

| [removed: [10.10](https://www.sec.gov/Archives/edgar/data/866374/000086637423000058/flex-exx1003x6302023.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1003x9272024.htm)[0.13](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1003x9272024.htm)] | | | | | | Form of Restricted Share Unit Award Agreement under the Amended and Restated [removed: Flex Ltd.] 2017 Equity Incentive Plan for performance-based vesting awards [removed: (FY24)†] [added: (FY25 supplemental equity)†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 7/31/2023] [added: 10/31/2024] | | | | | | 10.03 | | | | | | | | |

| [removed: [10.11](https://www.sec.gov/Archives/edgar/data/866374/000095012310100203/c07568exv10w04.htm)] [added: [10.14](https://www.sec.gov/Archives/edgar/data/866374/000095012310100203/c07568exv10w04.htm)] | | | | | | 2010 Flextronics International USA, Inc. Deferred Compensation Plan† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 11/3/2010 | | | | | | 10.04 | | | | | | | | |

| [removed: [10.12](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1001x1012021.htm)] [added: [10.15](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1001x1012021.htm)] | | | | | | First Amendment to Flex 2010 Deferred Compensation Plan, dated December 17, 2018† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/29/2021 | | | | | | 10.01 | | | | | | | | |

| [removed: [10.13](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1002x1012021.htm)] [added: [10.16](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1002x1012021.htm)] | | | | | | Second Amendment to Flex 2010 Deferred Compensation Plan, dated August 16, 2019† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/29/2021 | | | | | | 10.02 | | | | | | | | |

| [removed: [10.14](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1003x1012021.htm)] [added: [10.17](https://www.sec.gov/Archives/edgar/data/866374/000086637421000062/flex-exx1003x1012021.htm)] | | | | | | Third Amendment to Flex 2010 Deferred Compensation Plan, dated June 3, 2020† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/29/2021 | | | | | | 10.03 | | | | | | | | |

| [removed: [10.15](https://www.sec.gov/Archives/edgar/data/866374/000110465912052187/a12-13513_1ex10d01.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000110465912052187/a12-13513_1ex10d01.htm)[0.18](https://www.sec.gov/Archives/edgar/data/866374/000110465912052187/a12-13513_1ex10d01.htm)] | | | | | | Form of Award Agreement under 2010 Deferred Compensation Plan† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 7/30/2012 | | | | | | 10.01 | | | | | | | | |

| [removed: [10.16](https://www.sec.gov/Archives/edgar/data/866374/000110465913059063/a13-15132_1ex10d02.htm)] [added: [10.19](https://www.sec.gov/Archives/edgar/data/866374/000110465913059063/a13-15132_1ex10d02.htm)] | | | | | | Form of 2010 Deferred Compensation Plan Award Agreement (performance targets, cliff vesting)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 8/2/2013 | | | | | | 10.02 | | | | | | | | |

| [removed: [10.17](https://www.sec.gov/Archives/edgar/data/866374/000110465913059063/a13-15132_1ex10d03.htm)] [added: [10.20](https://www.sec.gov/Archives/edgar/data/866374/000110465913059063/a13-15132_1ex10d03.htm)] | | | | | | Form of 2010 Deferred Compensation Plan Award Agreement (non-performance, periodic vesting, continuing Participant)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 8/2/2013 | | | | | | 10.03 | | | | | | | | |

| [removed: [10.18](https://www.sec.gov/Archives/edgar/data/866374/000110465914054018/a14-16160_1ex10d01.htm)] [added: [10.21](https://www.sec.gov/Archives/edgar/data/866374/000110465914054018/a14-16160_1ex10d01.htm)] | | | | | | Award Agreement under the 2010 Deferred Compensation Plan† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 7/28/2014 | | | | | | 10.01 | | | | | | | | |

| [removed: [10.19](https://www.sec.gov/Archives/edgar/data/866374/000086637421000019/flex-exx1002x12312020.htm)] [added: [10.22](https://www.sec.gov/Archives/edgar/data/866374/000086637421000019/flex-exx1002x12312020.htm)] | | | | | | Form of Addendum Award Agreement under the 2010 Deferred Compensation Plan (FY21)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 1/29/2021 | | | | | | 10.02 | | | | | | | | |

| [removed: [10.20](https://www.sec.gov/Archives/edgar/data/866374/000086637417000012/flex-exx1002x92917.htm)] [added: [10.24](https://www.sec.gov/Archives/edgar/data/866374/000086637417000012/flex-exx1002x92917.htm)] | | | | | | Summary of Directors' Compensation† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/30/2017 | | | | | | 10.02 | | | | | | | | |

| [removed: [10.22](https://www.sec.gov/Archives/edgar/data/866374/000086637419000006/flex-exx102733119.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx1025_3312025.htm)[0.25](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx1025_3312025.htm)] | | | | | | Flex Ltd. [added: Amended and Restated] Executive Severance Plan† | | | | | | [removed: 10-K] | | | | | | [removed: 000-23354] | | | | | | [removed: 5/21/2019] | | | | | | [removed: 10.27] | | | | | | [added: X] | | |

| [removed: [10.23](https://www.sec.gov/Archives/edgar/data/866374/000086637419000006/flex-exx102933119.htm)] [added: [10.26](https://www.sec.gov/Archives/edgar/data/866374/000086637419000006/flex-exx102933119.htm)] | | | | | | Revathi Advaithi Offer Letter, dated February 7, 2019† | | | | | | 10-K | | | | | | 000-23354 | | | | | | 5/21/2019 | | | | | | 10.29 | | | | | | | | |

| [removed: [10.24](https://www.sec.gov/Archives/edgar/data/866374/000086637420000009/flex-exx10293312020.htm)] [added: [10.28](https://www.sec.gov/Archives/edgar/data/866374/000086637420000009/flex-exx10293312020.htm)] | | | | | | Scott Offer Amended Offer Letter, dated as of January 27, 2019† | | | | | | 10-K | | | | | | 000-23354 | | | | | | 5/28/2020 | | | | | | 10.29 | | | | | | | | |

| [removed: [10.25](https://www.sec.gov/Archives/edgar/data/866374/000086637420000030/flex-exx1002x9252020.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637425000008/flex-exx1001x12312024.htm)[0.29](https://www.sec.gov/Archives/edgar/data/866374/000086637425000008/flex-exx1001x12312024.htm)] | | | | | | [removed: Paul R. Lundstrom] [added: Kevin Krumm] Offer Letter, dated [removed: August 5, 2020†] [added: November 7, 2024†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 11/2/2020] [added: 1/31/2025] | | | | | | [removed: 10.02] [added: 10.01] | | | | | | | | |

| [removed: [10.26](https://www.sec.gov/Archives/edgar/data/866374/000086637423000058/flex-exx1001x6302023.htm)] [added: [10.30](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1001x6282024.htm)] | | | | | | Description of Annual Incentive Bonus Plan for Fiscal Year [removed: 2024†] [added: 2025†] | | | | | | 10-Q | | | | | | 000-23354 | | | | | | [removed: 7/31/2023] [added: 7/26/2024] | | | | | | 10.01 | | | | | | | | |

| [removed: [10.27](https://www.sec.gov/Archives/edgar/data/866374/000119312523035922/d446099dex101.htm)] [added: [10.31](https://www.sec.gov/Archives/edgar/data/866374/000119312523035922/d446099dex101.htm)] | | | | | | Agreement and Plan of Merger, by and among Flex Ltd., Yuma, Inc., Nextracker Inc. and Yuma Acquisition Corp, dated as of February 7, 2023 | | | | | | 8-K | | | | | | 000-23354 | | | | | | 2/13/2023 | | | | | | 10.1 | | | | | | | | |

| [removed: [10.28](https://www.sec.gov/Archives/edgar/data/866374/000086637424000005/flex-8xkexh102taxmattersag.htm)] [added: [10.32](https://www.sec.gov/Archives/edgar/data/866374/000086637424000005/flex-8xkexh102taxmattersag.htm)] | | | | | | Tax Matters Agreement, by and among Flex Ltd., Yuma, Inc., and Nextracker Inc., dates as of January 2, 2024 | | | | | | 8-K | | | | | | 000-23354 | | | | | | 1/2/2024 | | | | | | 10.2 | | | | | | | | |

| [removed: [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx1901_3312024.htm)[9.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx1901_3312024.htm)] [added: [19.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx1901_3312024.htm)] | | | | | | Insider Trading Policy | | | | | | [added: 10-K] | | | | | | [added: 000-23354] | | | | | | [added: 5/17/2024] | | | | | | [added: 19.01] | | | | | | [removed: X] | | |

| [removed: [21.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx2101_3312024.htm)] [added: [21.01](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx2101_3312025.htm)] | | | | | | Subsidiaries of Registrant | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [23.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx2301_3312024.htm)] [added: [23.01](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx2301_3312025.htm)] | | | | | | Consent of Deloitte & Touche LLP | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [24.01](#i13ad8f73759649629ba50af83604abbf_238)] [added: [24.01](#i2d5ec1c867a642459a1e59abdcba2269_247)] | | | | | | Power of Attorney (included on the signature page to this Form 10-K) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [31.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx3101_3312024.htm)] [added: [31.01](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx3101_3312025.htm)] | | | | | | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [31.02](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx3102_3312024.htm)] [added: [31.02](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx3102_3312025.htm)] | | | | | | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [32.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx3201_3312024.htm)] [added: [32.01](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx3201_3312025.htm)] | | | | | | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| [removed: [9](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx9701_3312024.htm)[7.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx9701_3312024.htm)] [added: [97.01](https://www.sec.gov/Archives/edgar/data/866374/000086637424000021/flex-exx9701_3312024.htm)] | | | | | | Executive Incentive Compensation Recoupment Policy | | | | | | [added: 10-K] | | | | | | [added: 000-23354] | | | | | | [added: 5/17/2024] | | | | | | [added: 97.01] | | | | | | [removed: X] | | |

| Date: May [removed: 17, 2024] [added: 21, 2025] | | | By: | | | | | | /s/ REVATHI ADVAITHI | | |

[removed: Lundstrom] [added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes] and [added: appoints jointly and severally, Revathi Advaithi and Kevin Krumm and] each one of them, her or his attorneys-in-fact, each with the power of substitution, for her or him in any and all capacities, to sign any and all amendments to this Report, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or her or his substitutes, may do or cause to be done by virtue hereof.

| /s/ REVATHI ADVAITHI | | | | | | Chief Executive Officer (Principal Executive Officer) and Director | | | | | | May [removed: 17, 2024] [added: 21, 2025] | | |

| /s/ [removed: PAUL R. LUNDSTROM] [added: KEVIN KRUMM] | | | | | | Chief Financial Officer (Principal Financial Officer) | | | | | | May [removed: 17, 2024] [added: 21, 2025] | | |

| /s/ DANIEL J. WENDLER | | | | | | Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | | | | May [removed: 17, 2024] [added: 21, 2025] | | |

| /s/ [removed: MICHAEL] [added: WILLIAM] D. [removed: CAPELLAS] [added: WATKINS] | | | | | | Chairman of the Board | | | | | | May [removed: 17, 2024] [added: 21, 2025] | | |

| [4](https://www.sec.gov/Archives/edgar/data/866374/000110465924091610/tm2420857d6_ex4-2.htm)[.17](https://www.sec.gov/Archives/edgar/data/866374/000110465924091610/tm2420857d6_ex4-2.htm) | | | | | | Sixth Supplemental Indenture, dated as of August 21, 2024, by and between the Company and U.S. Bank Trust Company, National Association, as trustee | | | | | | 8-K | | | | | | 000-23354 | | | | | | 8/21/2024 | | | | | | 4.2 | | | | | | | | |

| [4](https://www.sec.gov/Archives/edgar/data/866374/000110465924091610/tm2420857d6_ex4-2.htm)[.18](https://www.sec.gov/Archives/edgar/data/866374/000110465924091610/tm2420857d6_ex4-2.htm) | | | | | | Form of 5.250% Global Note due 2032 (included in Exhibit 4.17) | | | | | | 8-K | | | | | | 000-23354 | | | | | | 8/21/2024 | | | | | | 4.3 | | | | | | | | |

| [1](https://www.sec.gov/Archives/edgar/data/866374/000086637425000011/flex-8xkexh1012017eipamend.htm)[0.05](https://www.sec.gov/Archives/edgar/data/866374/000086637425000011/flex-8xkexh1012017eipamend.htm) | | | | | | First Amendment to Flex Ltd. 2017 Equity Incentive Plan (as amended and restated as of August 2, 2023) effective as of March 5, 2025† | | | | | | 8-K | | | | | | 000-23354 | | | | | | 3/7/2025 | | | | | | 10.1 | | | | | | | | |

| [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1003x6282024.htm)[0.09](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1003x6282024.htm) | | | | | | Form of Restricted Share Unit Award Agreement under the Amended and Restated 2017 Equity Incentive Plan for service-based vesting awards (FY25)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 7/26/2024 | | | | | | 10.03 | | | | | | | | |

| [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1001x9272024.htm)[0.11](https://www.sec.gov/Archives/edgar/data/866374/000086637424000053/flex-exx1001x9272024.htm) | | | | | | Form of Restricted Share Unit Award Agreement under the Amended and Restated 2017 Equity Incentive Plan for service-based vesting awards (FY25 2-year prorated)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 10/31/2024 | | | | | | 10.01 | | | | | | | | |

| [1](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1005x6282024.htm)[0.23](https://www.sec.gov/Archives/edgar/data/866374/000086637424000034/flex-exx1005x6282024.htm) | | | | | | Form of Addendum Award Agreement under the 2010 Deferred Compensation Plan (FY25)† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 7/26/2024 | | | | | | 10.05 | | | | | | | | |

| [1](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx1027_3312025.htm)[0.27](https://www.sec.gov/Archives/edgar/data/866374/000086637425000027/flex-exx1027_3312025.htm) | | | | | | Revathi Advaithi Offer Letter Amendment, dated March 5, 2025† | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| Kevin Krumm | | | | | | | | | | | | | | |

| [10.21](https://www.sec.gov/Archives/edgar/data/866374/000086637423000058/flex-exx1002x6302023.htm) | | | | | | Summary of Compensation Arrangements of Certain Executive Officers of Flex Ltd.† | | | | | | 10-Q | | | | | | 000-23354 | | | | | | 7/31/2023 | | | | | | 10.02 | | | | | | | | |

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints jointly and severally, Revathi Advaithi and Paul R.

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

| Paul R. Lundstrom | | | | | | | | | | | | | | |

| Michael D. Capellas | | | | | | | | | | | | | | |

| /s/ WILLIAM D. WATKINS | | | | | | Director | | | | | | May 17, 2024 | | |