Generac Holdings (GNRC) 10-K risk factor changes: FY2020 vs FY2019

You should carefully consider the following risks.

These risks could materially affect our business, results of operations or financial condition, cause the trading price of our common stock to decline materially or cause our actual results to differ materially from those expected or those expressed in any forward-looking statements made by us.

These risks are not exclusive, and additional risks to which we are subject include, but are not limited to, the factors mentioned under “Forward-Looking Statements” and the risks of our businesses described elsewhere in this Annual Report.

Risk factors related to our business and industry

_Demand for_ _the majority of_ _our products is significantl__y affected by unpredictable_ _power_ _outage_ _activity_ _that can lead to substantial variations in, and uncertainties regarding, our financial results from period to period._

Sales of our products are subject to consumer buying patterns, and demand for the majority of our products is affected by power outage events caused by thunderstorms, hurricanes, ice storms, blackouts, public safety power shutoffs, and other power grid reliability issues.

The impact of these outage events on our sales can vary depending on the location, frequency and severity of the outages.

Sustained periods without major power disruptions can lead to reduced consumer awareness of the benefits of standby and portable generator products and can result in reduced sales growth rates and excess inventory.

There are smaller, more localized power outages that occur frequently that drive a baseline level of demand for back-up power solutions.

The lack of major power outage events and fluctuations to the baseline levels of power outage activity are part of managing our business, and these fluctuations could have an adverse effect on our net sales and profits.

Despite their unpredictable nature, we believe power disruptions create awareness and accelerate adoption for our home standby products.

_Demand for our products is significantly affected by durable goods spending by consumers and businesses__,_ _and other macroeconomic conditions._

Our business is affected by general economic conditions, and uncertainty or adverse changes such as the prolonged downturn in U.S. residential investment and the impact of more stringent credit standards could lead to a decline in demand for our products and pressure to reduce our prices.

Our sales of light-commercial and industrial generators are affected by conditions in the non-residential construction sector and by the capital investment trends for small and large businesses and municipalities.

If these businesses and municipalities cannot access credit markets or do not utilize discretionary funds to purchase our products as a result of the economy or other factors, our business could suffer and our ability to realize benefits from our strategy of increasing sales in the light-commercial and industrial sectors through, among other things, our focus on innovation and product development, including natural gas engine and modular technology, could be adversely affected.

In addition, consumer confidence and home remodeling expenditures have a significant impact on sales of our residential products, and prolonged periods of weakness in consumer durable goods spending could have a material impact on our business.

Typically, we do not have contracts with our customers which call for committed volume, and we cannot guarantee that our current customers will continue to purchase our products at the same level, if at all.

If general economic conditions or consumer confidence were to worsen, or if the non-residential construction sector or rate of capital investments were to decline, our net sales and profits would likely be adversely affected.

Additionally, timing of capital spending by our national account customers can vary from quarter-to-quarter based on capital availability and internal capital spending budgets.

Also, the availability of renewable energy mandates and investment tax credits and other subsidies can have an impact on the demand for energy storage systems.

_Decreases in the availability and quality, or increases in the cost, of raw materials__,_ _key components_ _and labor_ _we use could materially reduce our earnings._

The principal raw materials that we use to produce our products are steel, copper and aluminum.

We also source a significant number of component parts from third parties that we utilize to manufacture our products.

The prices of those raw materials and components are susceptible to significant fluctuations due to trends in supply and demand, commodity prices, currencies, transportation costs, government regulations and tariffs, price controls, economic conditions and other unforeseen circumstances beyond our control.

We do not have long-term supply contracts in place to ensure the raw materials and components we use are available in necessary amounts or at fixed prices.

If we are unable to mitigate raw material or component price increases through product design improvements, price increases to our customers, manufacturing productivity improvements, or hedging transactions, our profitability could be adversely affected.

Also, our ability to continue to obtain quality materials and components is subject to the continued reliability and viability of our suppliers, including in some cases, suppliers who are the sole source of certain important components, including diesel engines.

If we are unable to obtain adequate, cost efficient or timely deliveries of required raw materials and components, or sufficient labor resources, we may be unable to manufacture sufficient quantities of products on a timely basis.

This could cause us to lose sales, incur additional costs, delay new product introductions or suffer harm to our reputation.

For example, in December 2019, a strain of coronavirus was reported to have surfaced in Wuhan, China, resulting in temporary closures or production delays at certain of our suppliers.

At this point, the extent to which the coronavirus may impact our results is uncertain.

_The industry in which we compete is highly competitive, and our failure to compete successfully_ _could adversely affect our results of operations and financial condition._

We operate in markets that are highly competitive.

Some of our competitors have established brands and are larger in size or are divisions of large diversified companies which have substantially greater financial resources than we do.

Some of our competitors may be willing to reduce prices and accept lower margins in order to compete with us.

In addition, we could face new competition from large international or domestic companies with established industrial brands that enter our end markets.

Demand for our products may also be affected by our ability to respond to changes in design and functionality, to respond to downward pricing pressure, and to provide shorter lead times for our products than our competitors.

If we are unable to respond successfully to these competitive pressures, we could lose market share, which could have an adverse impact on our results.

For further information, see “Item 1—Business—Competition”.

_Our industry is subject to te__chnological change, and our failure to continue developing new and improved products and to bring these products rapidly to market could have an adverse impact on our business._

The following discussion and analysis of our financial condition and results of operations should be read together with “Item 1 – Business,” “Item 6 - Selected Financial Data” and the consolidated financial statements and the related notes thereto in Item 8 of this Annual Report on Form 10-K.

This discussion contains forward-looking statements, based on current expectations and related to future events and our future financial performance, that involve risks and uncertainties.

Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those set forth under “Item 1A - Risk Factors.”

Overview

We are a leading global designer and manufacturer of a wide range of energy technology solutions.

The Company provides power generation equipment, energy storage systems, and other power products serving the residential, light commercial and industrial markets.

Power generation is a key focus, which differentiates us from our main competitors that also have broad operations outside of the power equipment market.

As the only significant market participant focused predominantly on these products, we have one of the leading market positions in the power equipment market in North America and an expanding presence internationally.

We believe we have one of the widest ranges of products in the marketplace, including residential, commercial and industrial standby generators, as well as portable and mobile generators used in a variety of applications.

A key strategic focus for the Company in recent years has been leveraging our leading position in the growing market for cleaner burning, more cost effective natural gas fueled generators to expand into applications beyond standby power.

We have also been focused on “connecting” the equipment we manufacture to the users of that equipment, helping to drive additional value to our customers and our distribution partners over the product lifecycle.

Other power products that we design and manufacture include light towers which provide temporary lighting for various end markets; commercial and industrial mobile heaters and pumps used in the oil & gas, construction and other industrial markets; and a broad product line of outdoor power equipment for residential and commercial use.

During 2019, we began providing energy storage systems as a clean energy solution for residential use that capture and store electricity from solar panels or other power sources and help reduce home energy costs while also protecting homes from brief power outages.

Business Drivers and Operational Factors

In operating our business and monitoring its performance, we pay attention to a number of business drivers and trends as well as operational factors.

The statements in this section are based on our current expectations.

_Business_ _Drivers and T__rends_

Our performance is affected by the demand for reliable power generation products, energy storage systems, and other power products by our customer base.

This demand is influenced by several important drivers and trends affecting our industry, including the following:

_Increasing penetration opportunity._    Many potential customers are still not aware of the costs and benefits of automatic backup power solutions.

We estimate that penetration rates for home standby generators are only approximately 4.75% of the addressable market of homes in the United States.

The decision to purchase backup power for many light-commercial buildings such as convenience stores, restaurants and gas stations is more return-on-investment driven and as a result these applications have relatively lower penetration rates as compared to buildings used in code-driven or mission critical applications such as hospitals, wastewater treatment facilities, 911 call centers, data centers and certain industrial locations.

The emergence of lower cost, cleaner burning natural gas fueled generators has helped to increase the penetration of standby generators over the past decade in the light-commercial market.

In addition, the installed base of backup power for telecommunications infrastructure is still increasing due to a variety of factors including the impending rollout of next-generation 5G wireless networks enabling new technologies and the growing importance for critical communications and other uninterrupted voice and data services.

We believe by expanding our distribution network, continuing to develop our product lines, and targeting our marketing efforts, we can continue to build awareness and increase penetration for our standby generators for residential, commercial and industrial purposes.

_Effect of large scale_ _and baseline_ _power disruptions._    Power disruptions are an important driver of customer awareness for back-up power and have historically influenced demand for generators, both in the United States and internationally.

Increased frequency and duration of major power outage events, that have a broader impact beyond a localized level, increases product awareness and may drive consumers to accelerate their purchase of a standby or portable generator during the immediate and subsequent period, which we believe may last for six to twelve months following a major power outage event for standby generators.

For example, the major outage events that occurred during the second half of 2017 drove strong demand for portable and home standby generators, and the increased awareness of these products contributed to strong revenue growth in both 2017 and 2018.

Major power disruptions are unpredictable by nature and, as a result, our sales levels and profitability may fluctuate from period to period.

In addition, there are smaller, more localized power outages that occur frequently across the United States that drive the baseline level of demand for back-up power solutions.

The level of baseline power outage activity occurring across the United States can also fluctuate, and may cause our financial results to fluctuate from year to year.

_Energy storage and monitoring markets developing quickly._    During 2019, we entered the rapidly developing energy storage and monitoring markets with the acquisitions of Pika Energy and Neurio Technologies.

We believe the electric power landscape will undergo significant changes in the decade ahead as a result of rising utility rates, grid instability and power utility quality issues, environmental concerns, and the continuing performance and cost improvements in renewable energy and batteries.

On-site power generation from solar, wind, geothermal, and natural gas generators is projected to become more prevalent as will the need to manage, monitor and store this power – potentially developing into a significant market opportunity annually.

The capabilities provided by Pika and Neurio have enabled us to bring an efficient and intelligent energy-savings solution to the energy storage and monitoring markets which we believe will position Generac as a key participant going forward.

Although very different from the emergency backup power space we serve today, we believe this market will develop similarly as the home standby generator market has over the past two decades.

Our efforts to develop a cost-effective global supply chain, omni-channel distribution, targeted consumer-based marketing content, and proprietary in-home sales tools have played a critical role in creating the market for home standby generators, and we intend to leverage our expertise and capabilities in these areas as we work to grow the energy storage and monitoring markets.

_California market for backup power increasing._    During 2019, the largest utility in the state of California along with other utilities announced their intention and ultimately executed a number of Public Safety Power Shutoff (PSPS) events in large portions of their service areas.

These events were pro-active measures to prevent their equipment from potentially causing catastrophic wildfires during the dry and windy season of the year.

The occurrence of these events, along with the utilities warning these actions could continue in the future as they upgrade their transmission and distribution infrastructure, have resulted in significant awareness and increased demand for our generators in California, where penetration rates of home standby generators stand at approximately 1%.

We are exposed to market risk from changes in foreign currency exchange rates, commodity prices and interest rates.

To reduce the risk from these changes, we use financial instruments from time to time.

We do not hold or issue financial instruments for trading purposes.

Foreign Currency

We are exposed to foreign currency exchange risk as a result of transactions denominated in currencies other than the U.S. Dollar, as well as operating businesses in foreign countries.

Periodically, we utilize foreign currency forward purchase and sales contracts to manage the volatility associated with certain foreign currency purchases and sales in the normal course of business.

Contracts typically have maturities of twelve months or less.

Realized gains and losses on transactions denominated in foreign currency are recorded as a component of cost of goods sold in the statements of comprehensive income.

The following is a summary of the forty-three foreign currency contracts outstanding as of December 31, 2019 (notional amount in thousands):

| Currency Denomination | | Trade Dates | | Effective Dates | | Notional Amount | | Expiration Date |

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

| GBP | | 11/11/19 - 12/16/19 | | 11/11/19 - 12/16/19 | | $ 5,110 | | 1/15/20 - 4/30/20 |

| USD | | 10/24/19 - 12/16/19 | | 10/24/19 - 12/16/19 | | $ 6,300 | | 1/15/20 - 2/19/20 |

| AUD | | 11/25/19 - 12/16/19 | | 11/25/19 - 12/16/19 | | $ 4,800 | | 1/29/20 - 2/19/20 |

Commodity Prices

We are a purchaser of commodities and components manufactured from commodities including steel, aluminum, copper and others.

As a result, we are exposed to fluctuating market prices for those commodities.

While such materials are typically available from numerous suppliers, commodity raw materials are subject to price fluctuations.

We generally buy these commodities and components based upon market prices that are established with the supplier as part of the purchase process.

Depending on the supplier, these market prices may reset on a periodic basis based on negotiated lags and calculations.

To the extent that commodity prices increase and we do not have firm pricing from our suppliers, or our suppliers are not able to honor such prices, we may experience a decline in our gross margins to the extent we are not able to increase selling prices of our products or obtain manufacturing efficiencies or supply chain savings to offset increases in commodity costs.

Periodically, we engage in certain commodity risk management activities to mitigate the impact of potential price fluctuations on our financial results.

These derivatives typically have maturities of less than eighteen months.

As of December 31, 2019, we had no commodity forward contracts outstanding.

Interest Rates

As of December 31, 2019, all of the outstanding debt under our Term Loan and ABL Facility was subject to floating interest rate risk.

As of December 31, 2019, we had the following interest rate swap contracts outstanding (notional amount in thousands of US dollars):

| Hedged Item | | Contract Date | | Effective Date | | Notional Amount | | Fixed LIBOR Rate | | Expiration Date |

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

| Interest Rate | | June 19, 2017 | | July 1, 2019 | | 125,000 | | 1.9053% | | July 1, 2020 |

| Interest Rate | | June 19, 2017 | | July 1, 2020 | | 125,000 | | 2.1263% | | July 1, 2021 |

| Interest Rate | | June 19, 2017 | | July 1, 2021 | | 125,000 | | 2.2733% | | July 1, 2022 |

| Interest Rate | | June 19, 2017 | | July 1, 2022 | | 125,000 | | 2.3673% | | May 31, 2023 |

| Interest Rate | | June 30, 2017 | | July 1, 2019 | | 125,000 | | 1.9750% | | July 1, 2020 |

| Interest Rate | | June 30, 2017 | | July 1, 2020 | | 125,000 | | 2.2062% | | July 1, 2021 |

| Interest Rate | | June 30, 2017 | | July 1, 2021 | | 125,000 | | 2.3717% | | July 1, 2022 |

| Interest Rate | | June 30, 2017 | | July 1, 2022 | | 125,000 | | 2.5000% | | May 31, 2023 |

| Interest Rate | | August 9, 2017 | | July 1, 2019 | | 125,000 | | 1.8598% | | July 1, 2020 |

| Interest Rate | | August 9, 2017 | | July 1, 2020 | | 125,000 | | 2.0740% | | July 1, 2021 |

| Interest Rate | | August 9, 2017 | | July 1, 2021 | | 125,000 | | 2.2367% | | July 1, 2022 |

Founded in 1959, Generac Holdings Inc. (the Company or Generac) is a leading global designer and manufacturer of a wide range of energy technology solutions.

The Company provides power generation equipment, energy storage systems, and other power products serving the residential, light commercial and industrial markets.

Power generation is a key focus of the Company, which differentiates us from our competitors who also have broad operations outside of the power equipment market.

As the only significant market participant focused predominantly on these products, we maintain one of the leading market positions in the power equipment market in North America and an expanding presence internationally.

We believe we have one of the widest ranges of products in the marketplace, including residential, commercial and industrial standby generators; as well as portable and mobile generators used in a variety of applications.

A key strategic focus for the Company in recent years has been leveraging our leading position in the growing market for cleaner burning, more cost-effective natural gas fueled generators to expand into applications beyond standby power.

We have also been focused on “connecting” the equipment we manufacture to the users of that equipment, helping to drive additional value to our customers and our distribution partners over the product lifecycle.

During 2019, we began providing energy storage systems as a clean energy solution for residential use that capture and store electricity from solar panels or other power sources and help reduce home energy costs while also protecting homes from brief power outages.

Other engine powered products that we design and manufacture include light towers which provide temporary lighting for various end markets; commercial and industrial mobile heaters and pumps used in the oil & gas, construction and other industrial markets; and a broad product line of outdoor power equipment for residential and commercial use.

We design, manufacture, source and modify engines, alternators, transfer switches and other components necessary for our power products, which are fueled by natural gas, liquid propane, gasoline, diesel and Bi-Fuel™.

We also design, source, modify and integrate batteries, inverters, power electronics, controls, energy monitoring devices and other components into our energy storage systems.

Our products are available globally through a broad network of independent dealers, distributors, retailers, ecommerce partners, wholesalers and equipment rental companies under a variety of brand names.

We also sell direct to certain national and regional account customers, as well as to individual consumers, that are the end users of our products.

We have a significant market share in the residential and light commercial markets for automatic standby generators, which we believe remain under-penetrated in the marketplace.

We also have a leading market position for portable generators used in residential, light construction and recreational applications.

We believe that our leading market position is largely attributable to our strategy of providing a broad product line of high-quality, innovative and affordable products through our extensive and multi-layered distribution network to whom we offer comprehensive support programs, and leads from the factory.

In addition, we are a leading provider of light towers, mobile generators, flameless heaters, outdoor power equipment and industrial diesel generators ranging in sizes up to 3,250kW.

As we enter the rapidly developing market for energy storage, we offer energy storage systems ranging in configurations up to 34kWh, and expect to gain share by leveraging our capabilities that we have developed to grow the residential standby generator market.

Over the years, we have executed a number of acquisitions that support our strategic plan.

A summary of recent acquisitions can be found in Note 1, “Description of Business,” to the consolidated financial statements in Item 8 of this Annual Report on Form 10-K.

Products

We design and manufacture stationary, portable and mobile generators with single-engine outputs ranging between 800W and 3,250kW.

We have the ability to expand the power range for certain stationary generator solutions to much larger multi-megawatt systems through an integrated paralleling configuration called Modular Power Systems (MPS).

Other engine powered products and solutions that we provide include light towers, mobile heaters, power washers and water pumps, along with a broad line of outdoor power equipment.

We now have a complete line of energy storage systems and energy monitoring solutions as we enter the clean energy markets.

We classify our products into three categories based on similar range of power output geared for varying end customer uses: Residential products, Commercial & Industrial (C&I) products and Other products & services.

The following summary outlines our portfolio of products, including their key attributes and customer applications.

_Residential_ _P__roducts_

Our residential automatic standby generators range in output from 6kW to 60kW, operate on natural gas, liquid propane or diesel, and are permanently installed with an automatic transfer switch, which we also manufacture.

Air-cooled engine residential standby generators range in outputs from 6kW to 22kW, are available in steel and aluminum enclosures and serve as an emergency backup for small to medium-sized homes.

Liquid-cooled engine generators serve as emergency backup for larger homes and small businesses and range in output from 22kW to 150kW.

We also provide a remote monitoring system with various options for home standby generators called _Mobile_ _Link_™.

This remote monitoring capability is a standard, WiFi-enabled feature on every home standby generator that we offer, and allows our customers to check the status of their generator conveniently online, and also provides the capability to similarly receive maintenance and service alerts.

Our remote monitoring platform also allows our distribution partners to monitor their installed base of customers through a feature that we call “_Fleet_”, enabling them to offer a more proactive experience to service a customer’s generator.

We provide a broad product line of portable and inverter generators that are fueled predominantly by gasoline, with certain models running on propane and diesel fuel, which range in size from 800W to 17.5kW.

These products serve as an emergency home backup source of electricity and are also used for construction and recreational purposes.

Our portable generators are targeted at homeowners, with price points ranging between the consumer value end of the market through the premium homeowner market; at professional contractors, starting at the value end through the premium contractor segment; and at the recreational market with our inverter product line.

In addition, we offer manual transfer switches to supplement our portable generator product offering.

We provide a broad product line of engine driven power washers for residential and commercial use, fueled by gasoline, which range in pressure from 2,500 to 4,200 PSI.

We also provide a broad product line of outdoor power equipment that includes water pumps, trimmer & brush mowers, log splitters, lawn & leaf vacuums, and chipper shredders for the property maintenance needs of residences, commercial properties, municipalities and farms.

From time to time, we are involved in legal proceedings primarily involving product liability, employment matters and general commercial disputes arising in the ordinary course of our business.

As of December 31, 2019, we believe that there is no litigation pending that would have a material effect on our results of operations or financial condition.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

| (Mark One) | |

| --- | --- |

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

| For the fiscal year ended December 31, 2020 Or | |

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

| For the transition period from to | |

Commission File Number 001-34627

GENERAC HOLDINGS INC.

(Exact name of registrant as specified in its charter)

| Delaware (State or other jurisdiction of incorporation or organization) | | | 20-5654756 (IRS Employer Identification No.) | | |

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

| | | | | | |

| S45 W29290 Hwy 59, Waukesha, WI (Address of principal executive offices) | | | 53189 (Zip Code) | | |

| (262) 544-4811 (Registrant’s telephone number, including area code) | | | | | |

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

| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |

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

| Common Stock, $0.01 par value | GNRC | New York Stock Exchange |

| SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None |

| --- |

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

| Large accelerated filer ☒ | Accelerated filer ☐ |

| --- | --- |

| Non-accelerated filer ☐ | Smaller reporting company ☐ |

| Emerging growth company ☐ | |

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

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

| (Mark One) | |

| --- | --- |

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

| For the fiscal year ended December 31, 2019 Or | |

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

| For the transition period from to | |

Commission File Number 001-34627

GENERAC HOLDINGS INC.

(Exact name of registrant as specified in its charter)

| Delaware (State or other jurisdiction of incorporation or organization) | | | 20-5654756 (IRS Employer Identification No.) | | |

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

| | | | | | |

| S45 W29290 Hwy 59, Waukesha, WI (Address of principal executive offices) | | | 53189 (Zip Code) | | |

| (262) 544-4811 (Registrant’s telephone number, including area code) | | | | | |

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

| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |

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

| Common Stock, $0.01 par value | GNRC | New York Stock Exchange |

| SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None |

| --- |

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒  No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

| Large accelerated filer ☒ | Accelerated filer ☐ |

| --- | --- |

| Non-accelerated filer ☐ | Smaller reporting company ☐ |

| Emerging growth company ☐ | |

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

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

None.

We own or lease manufacturing, distribution and office facilities globally totaling over five million square feet.

We also have inventory warehouses that accommodate material storage and rapid response requirements of our customers.

The following table provides information about our principal facilities exceeding 20,000 square feet:

| Location | | Owned/ Leased | | Activities | | Segment |

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

| Waukesha, WI | | Owned | | Corporate headquarters, R&D | | Domestic |

| Eagle, WI | | Owned | | Manufacturing, office, training | | Domestic |

| Whitewater, WI | | Owned | | Manufacturing, office, distribution | | Domestic |

| Oshkosh, WI | | Owned | | Manufacturing, office, warehouse, R&D | | Domestic |

| Berlin, WI | | Owned | | Manufacturing, office, warehouse, R&D | | Domestic |

| Jefferson, WI | | Owned | | Manufacturing, distribution, R&D | | Domestic |

| Janesville, WI | | Leased | | Distribution | | Domestic |

| Various WI | | Leased | | Warehouse | | Domestic |

| Maquoketa, IA | | Owned | | Storage, rental property | | Domestic |

| South Burlington, VT | | Leased | | Office | | Domestic |

| Mexico City, Mexico | | Owned | | Manufacturing, sales, distribution, warehouse, office, R&D | | International |

| Mexico City, Mexico | | Leased | | Storage, warehouse | | International |

| San Mateo Cuautepec, Mexico | | Leased | | Storage, manufacturing | | International |

| Hidalgo, Mexico | | Owned | | Manufacturing, sales, distribution, warehouse, office, R&D | | International |

| Milan, Italy | | Leased | | Manufacturing, sales, distribution, warehouse, office, R&D | | International |

| Casole d’Elsa, Italy | | Leased | | Manufacturing, office, warehouse, R&D | | International |

| Balsicas, Spain | | Leased | | Manufacturing, office, warehouse, R&D | | International |

| Foshan, China | | Owned | | Manufacturing, office, warehouse, R&D | | International |

| Saint-Nizier-sous-Charlieu, France | | Leased | | Sales, office, warehouse | | International |

| Ribeirao Preto, Brazil | | Leased | | Manufacturing, office, warehouse | | International |

| Stoke-on-Trent, United Kingdom | | Leased | | Sales, office, warehouse | | International |

| Sydney, Australia | | Leased | | Sales, office, warehouse | | International |

| Celle, Germany | | Owned | | Manufacturing, office, warehouse, R&D | | International |

| Charzyno, Poland | | Owned | | Manufacturing | | International |

| West Bengal, India | | Leased | | Manufacturing, warehouse | | International |

In addition to the countries represented above, the Company has other operations or sales offices in the United Arab Emirates, Singapore, Canada and the Dominican Republic, as well as several other countries throughout Europe.

As of December 31, 2019, substantially all of our domestically-owned and a portion of our internationally-owned properties are subject to collateral provisions under our senior secured credit facilities.

Not Applicable.

PART II

Shares of our common stock are traded on the New York Stock Exchange (NYSE) under the symbol “GNRC.”

Purchases of Equity Securities By the Issuer and Affiliated Purchasers

The following table summarizes the stock repurchase activity for the three months ended December 31, 2019, which consisted of the withholding of shares upon the vesting of restricted stock awards to pay related withholding taxes on behalf of the recipient:

| | | Total Number of Shares Purchased | | | | Average Price Paid per Share | | | | Total Number Of Shares Purchased As Part Of Publicly Announced Plans Or Programs | | | | Approximate Dollar Value Of Shares That May Yet Be Purchased Under The Plans Or Programs | | |

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

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

| 10/01/19 - 10/31/19 | | | \- | | | | \- | | | | \- | | | $ | 250,000,000 | |

| 11/01/19 - 11/30/19 | | | 1,409 | | | $ | 93.38 | | | | \- | | | $ | 250,000,000 | |

| 12/01/19 - 12/31/19 | | | 682 | | | | 98.11 | | | | \- | | | $ | 250,000,000 | |

| Total | | | 2,091 | | | $ | 95.54 | | | | | | | | | |

For equity compensation plan information, refer to Note 17, “Share Plans,” to the consolidated financial statements in Item 8 of this Annual Report on Form 10-K.

For information on the Company’s stock repurchase plans, refer to Note 13, “Stock Repurchase Programs,” to the consolidated financial statements.

Stock Performance Graph

The line graph below compares the cumulative total stockholder return on our common stock with the cumulative total return of the Standard & Poor’s S&P 500 Index, the S&P 500 Industrials Index and the Russell 2000 Index for the five-year period ended December 31, 2019.

The graph and table assume that $100 was invested on December 31, 2014 in each of our common stock, the S&P 500 Index, the S&P MidCap 400 Index and the Russell 2000 Index, and that all dividends were reinvested.

Cumulative total stockholder returns for our common stock, the S&P 500 Index, the S&P 500 Industrials Index and the Russell 2000 Index are based on our fiscal year.


| Company / Market / Peer Group | | 12/31/2014 | | | | 12/31/2015 | | | | 12/31/2016 | | | | 12/31/2017 | | | | 12/31/2018 | | | | 12/31/2019 | | |

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

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

| Generac Holdings Inc. | | $ | 100.00 | | | $ | 63.67 | | | $ | 87.13 | | | $ | 105.90 | | | $ | 106.29 | | | $ | 215.12 | |

| S&P 500 Index - Total Returns | | | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.29 | | | | 132.23 | | | | 173.86 | |

| S&P MidCap 400 Index | | | 100.00 | | | | 96.29 | | | | 114.33 | | | | 130.85 | | | | 114.50 | | | | 142.04 | |

| Russell 2000 Index | | | 100.00 | | | | 95.59 | | | | 115.95 | | | | 132.94 | | | | 118.30 | | | | 148.49 | |

Holders

As of February 19, 2020, there were 194 registered holders of record of Generac’s common stock.

A substantially greater number of holders of Generac common stock are “street name” or beneficial holders, whose shares are held of record by banks, brokers and other financial institutions.

Dividends

We do not have plans to pay dividends on our common stock in the foreseeable future.

However, in the future, subject to factors such as general economic and business conditions, our financial condition and results of operations, our capital requirements, our future liquidity and capitalization, and other such factors that our Board of Directors may deem relevant, we may change this policy and choose to pay dividends.

Our ability to pay dividends on our common stock is currently limited by the terms of our senior secured credit facilities and may be further restricted by any future indebtedness we incur.

Dividends from, and cash generated by our subsidiaries will be our principal sources of cash to repay indebtedness, fund operations, repurchase shares of common stock and pay dividends.

Accordingly, our ability to pay dividends to our stockholders is dependent on the earnings and distributions of funds from our subsidiaries.

Securities Authorized for Issuance Under Equity Compensation Plans

For information on securities authorized for issuance under our equity compensation plans, refer to “Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,” which is incorporated herein by reference.

Recent Sales of Unregistered Securities

None.

Use of Proceeds from Registered Securities

Not applicable.

The following table sets forth our selected historical consolidated financial data for the periods and at the dates indicated.

The selected historical consolidated financial data for the years ended December 31, 2019, 2018 and 2017 are derived from our audited consolidated financial statements included elsewhere in this annual report.

The selected historical consolidated financial data for the years ended December 31, 2016 and 2015 is derived from our audited historical consolidated financial statements not included in this annual report.

The results indicated below and elsewhere in this annual report are not necessarily indicative of our future performance.

This information should be read together with “Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes thereto in Item 8 of this Annual Report on Form 10-K.

Over the years, we have executed a number of acquisitions that support our strategic plan.

A summary of the recent acquisitions can be found in Note 1, “Description of Business,” to the consolidated financial statements in Item 8 of this Annual Report on Form 10-K.

In addition, in August 2015, we closed the Country Home Products acquisition, and in March 2016, we acquired a majority ownership interest in PR Industrial S.r.l.

and its subsidiaries (Pramac).

| | | Year Ended December 31, | | | | | | | | | | | | | | | | | | |

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

| (U.S. Dollars in thousands, except per share data) | | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | |

| Statement of Operations Data: | | | | | | | | | | | | | | | | | | | | |

| Net sales | | $ | 2,204,336 | | | $ | 2,023,464 | | | $ | 1,679,373 | | | $ | 1,447,743 | | | $ | 1,317,299 | |

| Costs of goods sold | | | 1,406,584 | | | | 1,298,424 | | | | 1,094,587 | | | | 935,322 | | | | 857,349 | |

| Gross profit | | | 797,752 | | | | 725,040 | | | | 584,786 | | | | 512,421 | | | | 459,950 | |

| Operating expenses: | | | | | | | | | | | | | | | | | | | | |

| Selling and service | | | 217,683 | | | | 191,887 | | | | 174,841 | | | | 164,860 | | | | 130,242 | |

| Research and development | | | 68,394 | | | | 50,019 | | | | 42,869 | | | | 37,163 | | | | 32,922 | |

| General and administrative | | | 110,868 | | | | 103,841 | | | | 87,581 | | | | 74,693 | | | | 52,947 | |

| Amortization of intangibles (1) | | | 28,644 | | | | 22,112 | | | | 28,861 | | | | 32,953 | | | | 23,591 | |

| Tradename and goodwill impairment (2) | | | \- | | | | \- | | | | \- | | | | \- | | | | 40,687 | |

| Total operating expenses | | | 425,589 | | | | 367,859 | | | | 334,152 | | | | 309,669 | | | | 280,389 | |

| Income from operations | | | 372,163 | | | | 357,181 | | | | 250,634 | | | | 202,752 | | | | 179,561 | |

| Other (expense) income: | | | | | | | | | | | | | | | | | | | | |

| Interest expense | | | (41,544 | ) | | | (40,956 | ) | | | (42,667 | ) | | | (44,568 | ) | | | (42,843 | ) |

| Investment income | | | 2,767 | | | | 1,893 | | | | 298 | | | | 44 | | | | 123 | |

| Loss on extinguishment of debt (3) | | | (926 | ) | | | (1,332 | ) | | | \- | | | | (574 | ) | | | (4,795 | ) |

| Loss on pension settlement (4) | | | (10,920 | ) | | | \- | | | | \- | | | | \- | | | | \- | |

| Loss on change in contractual interest rate (5) | | | \- | | | | \- | | | | \- | | | | (2,957 | ) | | | (2,381 | ) |

| Other, net | | | (1,933 | ) | | | (5,710 | ) | | | (4,566 | ) | | | (1,000 | ) | | | (6,682 | ) |

| Total other expense, net | | | (52,556 | ) | | | (46,105 | ) | | | (46,935 | ) | | | (49,055 | ) | | | (56,578 | ) |

| Income before provision for income taxes | | | 319,607 | | | | 311,076 | | | | 203,699 | | | | 153,697 | | | | 122,983 | |

| Provision for income taxes (6) | | | 67,299 | | | | 69,856 | | | | 44,142 | | | | 56,519 | | | | 45,236 | |

| Net income | | | 252,308 | | | | 241,220 | | | | 159,557 | | | | 97,178 | | | | 77,747 | |

| Net income attributable to noncontrolling interests | | | 301 | | | | 2,963 | | | | 1,749 | | | | 24 | | | | \- | |

| Net income attributable to Generac Holdings Inc. | | $ | 252,007 | | | $ | 238,257 | | | $ | 157,808 | | | $ | 97,154 | | | $ | 77,747 | |

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

| Net income attributable to common shareholders per common share - diluted: | | $ | 4.03 | | | $ | 3.54 | | | $ | 2.53 | | | $ | 1.47 | | | $ | 1.12 | |

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

Report of Independent Registered Public Accounting Firm

To the stockholders and the Board of Directors of Generac Holdings Inc.

Waukesha, WI

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Generac Holdings Inc. and subsidiaries (the "Company") as of December 31, 2019 and 2018, the related consolidated statements of  comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2019, and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019, 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 December 31, 2019, based on criteria established in _Internal Control — Integrated Framework (2013)_ issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 25, 2020, expressed an unqualified opinion on the Company's internal control over financial reporting.

Change in Accounting Principle

As discussed in Note 10 to the financial statements, effective January 1, 2019, the Company adopted FASB Accounting Standards Update 2016-02, _Leases_ (Topic 842), using the modified retrospective approach.

Basis for Opinion

These financial statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on 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 U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate 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 matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

_Acquisitions –_ _Neurio and_ _Pika –_ _Intangible_ _Assets — Refer to Note 3_ _to the consolidated financial statements__._

_Critical Audit Matter Description_

As discussed in Note 3 to the consolidated financial statements, on March 12, 2019, the Company acquired Neurio for a purchase price of $59.1 million.

The Company accounted for the acquisition under the acquisition method of accounting for business combinations.

Accordingly, the purchase price was allocated based on the estimates of the fair value of the acquired assets and assumed liabilities.

As a result, the Company recorded approximately $58.8 million of intangible assets, including $17.9 million of goodwill as of the acquisition date.

On April 26, 2019, the Company acquired Pika for a purchase price of $49.1 million.

The Company accounted for the acquisition under the acquisition method of accounting for business combinations.

Accordingly, the purchase price was allocated based on the estimates of the fair value of the acquired assets and assumed liabilities.

As a result, the Company recorded approximately $58.2 million of intangible assets, including $19.9 million of goodwill as of the acquisition date.

For both acquisitions, acquired intangible assets, excluding goodwill, were valued using certain discounted cash flow methodologies based on future cash flows specific to the type of intangible asset purchased.

This methodology incorporated various estimates and assumptions, the most significant being projected revenue growth rates, earnings margins, and forecasted cash flows based on a discount rate and terminal growth rate.

The principle consideration for our determination that the purchase accounting for these acquisitions is a critical audit matter is that there is a high degree of auditor effort, judgment and subjectivity involved in designing and performing procedures to evaluate the reasonableness of management’s estimates and assumptions related to the projected revenue growth rates, earnings margins and forecasted cash flows based on the discount rate and terminal growth rate.

_How the Critical Audit Matter Was Addressed in the Audit_

Our audit procedures related to the projected revenue growth rates, earnings margins, and forecasted cash flows and the selection of the discount rate and terminal growth rate for the intangible assets included the following, among others:

| | ● | We tested the effectiveness of controls over management’s process to estimate the fair value of the intangible assets, including those over projected revenue growth rates, earnings margins and forecasted cash flows based on the discount rate and terminal growth rate. |

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

| | ● | We assessed the reasonableness of management’s future cash flow projections and terminal growth rate by comparing the projections to historical results and relevant industry data. |

There were no changes in, or disagreements with, accountants reportable herein.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by us in reports we file or submit under the Securities Exchange Act of 1934 (Exchange Act), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has conducted an evaluation of the design and operation of our disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act as of the end of the period covered by this report on Form 10-K.

Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective in providing reasonable assurance that the information required to be disclosed in this report on Form 10-K has been recorded, processed, summarized and reported as of the end of the period covered by this report on Form 10-K.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act.

Our internal control over financial reporting is designed under the supervision of our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the consolidated financial statements in accordance with U.S. GAAP.

Internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the Company’s financial statements.

There are inherent limitations to the effectiveness of any internal control over financial reporting, including the possibility of human error or the circumvention or overriding of the controls.

Accordingly, even an effective internal control over financial reporting can provide only reasonable assurance of achieving its objective.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate, because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, our management conducted an assessment of the effectiveness of internal control over financial reporting as of December 31, 2019 based on the criteria established in the 2013 _Internal Control – Integrated Framework_, issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this assessment, our management has concluded that our internal control over financial reporting was effective as of December 31, 2019.

In conducting this assessment, our management excluded Neurio Technology Inc., which was acquired in March 2019, and Pika Energy, Inc., which was acquired in April 2019, and whose financial statements constitute 5.0% and 2.8% of net and total assets, respectively, 0.4% of net sales, and (2.2)% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2019.

Deloitte & Touche LLP, the Company’s independent registered public accounting firm, issued an attestation report on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2019, which is included herein.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the three months ended December 31, 2019 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

None.

PART III

The information required by Item 10 not already provided herein under “Item 1 – Business – Information About Our Executive Officers”, will be included in our 2020 Proxy Statement and is incorporated herein by reference.

The information required by this item will be included in our 2020 Proxy Statement and is incorporated herein by reference.

The information required by this item, including under the heading “Securities Authorized for Issuance Under Equity Compensation Plans,” will be included in our 2020 Proxy Statement and is incorporated herein by reference.

The information required by this item will be included in our 2020 Proxy Statement and is incorporated herein by reference.

The information required by this item will be included in our 2020 Proxy Statement and is incorporated herein by reference.

PART IV

(a)(1) Financial Statements

Included in Part II of this report:

| | Page |

| --- | --- |

| [Reports of Independent Registered Public Accounting Firm](#auditor) | 37 |

| [Consolidated balance sheets as of December 31, 2019 and 2018](#bs) | 40 |

| [Consolidated statements of comprehensive income for years ended December 31, 2019, 2018 and 2017](#compinc) | 41 |

| [Consolidated statements of stockholders’ equity for years ended December 31, 2019, 2018 and 2017](#equity) | 42 |

| [Consolidated statements of cash flows for the years ended December 31, 2019, 2018 and 2017](#cf) | 43 |

| [Notes to consolidated financial statements](#notes) | 44 |

(a)(2) Financial Statement Schedules

All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.

(a)(3) Exhibits

The below exhibits index is the list of the exhibits being filed or furnished with or incorporated by reference into this Annual Report on Form 10-K:

| Exhibits Number | | | Description |

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

| 3.1 | | | [Third Amended and Restated Certificate of Incorporation of Generac Holdings Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009).](http://www.sec.gov/Archives/edgar/data/1474735/000104746910002937/a2197602zex-3_1.htm) |

| | | | |

| 3.2 | | | [Amended and Restated Bylaws of Generac Holdings Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 16, 2016).](http://www.sec.gov/Archives/edgar/data/1474735/000143774916025339/ex3-1.htm) |

| | | | |

| 4.1 | | | [Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 of the Registration Statement on Form S-1 filed with the SEC on January 25, 2010).](http://www.sec.gov/Archives/edgar/data/1474735/000104746910000285/a2196063zex-4_1.htm) |

| | | | |

| 4.2* | | | [Description of Securities](https://www.sec.gov/Archives/edgar/data/1474735/000143774920003516/ex_172898.htm) |

| | | | |

| 10.1 | | | [Credit Agreement, Dated as of February 9, 2012, As Amended and Restated as of May 30, 2012, As Further Amended and Restated as of May 31, 2013, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A. and Goldman Sachs Bank USA, as syndication agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on June 4, 2013), as amended by the First Amendment dated as of May 18, 2015.](http://www.sec.gov/Archives/edgar/data/1474735/000110465913046543/a13-14243_1ex10d2.htm) |

| | | | |

| 10.2 | | | [Replacement Term Loan Amendment dated as of November 2, 2016, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2016).](http://www.sec.gov/Archives/edgar/data/1474735/000143774916041001/ex10-1.htm) |

| | | | |

| 10.3 | | | [2017 Replacement Term Loan Amendment dated as of May 11, 2017, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 15, 2017).](http://www.sec.gov/Archives/edgar/data/1474735/000143774917009034/ex10-1.htm) |

| | | | |

| 10.4 | | | [2017-2 Replacement Term Loan Amendment dated as of December 8, 2017, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 11, 2017).](http://www.sec.gov/Archives/edgar/data/1474735/000143774917020473/ex_101827.htm) |

| | | | |

| 10.5 | | | [2018 Replacement Term Loan Amendment, dated as of June 8, 2018, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents named therein (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the SEC on June 14, 2018).](http://www.sec.gov/Archives/edgar/data/1474735/000143774918011755/ex_116401.htm) |

| | | | |

| 10.6 | | | [2019 Replacement Term Loan Amendment, dated as of December 13, 2019, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents named therein (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the SEC on December 16, 2019).](http://www.sec.gov/Archives/edgar/data/1474735/000143774919024445/ex_167459.htm) |

| | | | |

| 10.7 | | | [Restatement Agreement, dated as of May 31, 2013, to that certain Credit Agreement, dated as of February 9, 2012, as amended and restated as of May 30, 2012, among Generac Power Systems, Inc., Generac Acquisition Corp., the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and Bank of America, N.A. and Goldman Sachs Bank USA, as syndication agents (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on June 4, 2013).](http://www.sec.gov/Archives/edgar/data/1474735/000110465913046543/a13-14243_1ex10d1.htm) |

| | | | |

| 10.8 | | | [Guarantee and Collateral Agreement, dated as of February 9, 2012, as amended and restated as of May 30, 2012, among Generac Holdings Inc., Generac Acquisition Corp., Generac Power Systems, Inc., certain subsidiaries of Generac Power Systems, Inc. and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on May 31, 2012).](http://www.sec.gov/Archives/edgar/data/1474735/000110465912041005/a12-13434_1ex10d2.htm) |

| | | | |

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

| | Generac Holdings Inc. | |

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

| | | |

| | By: | /s/ Aaron Jagdfeld |

| | | Aaron Jagdfeld |

| | | _Chairman,_ _President and Chief Executive Officer_ |

Dated: February 25, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons and on behalf of the Registrant in the capacities and on the dates indicated.

| Signature | Title | Date |

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

| | | |

| /s/ Aaron Jagdfeld | Chairman, President and Chief Executive | February 25, 2020 |

| Aaron Jagdfeld | Officer | |

| | | |

| /s/ York A. Ragen | Chief Financial Officer and | February 25, 2020 |

| York A. Ragen | Chief Accounting Officer | |

| | | |

| /s/ bennett morgan | Lead Director | February 25, 2020 |

| Bennett Morgan | | |

| | | |

| /s/ MARCIA J. AVEDON | Director | February 25, 2020 |

| Marcia J. Avedon | | |

| | | |

| /s/ JOHN D. BOWLIN | Director | February 25, 2020 |

| John D. Bowlin | | |

| | | |

| /s/ Robert D. Dixon | Director | February 25, 2020 |

| Robert D. Dixon | | |

| | | |

| /s/ WILLIAM JENKINS | Director | February 25, 2020 |

| William Jenkins | | |

| | | |

| /s/ Andrew G. Lampereur | Director | February 25, 2020 |

| Andrew G. Lampereur | | |

| | | |

| /s/ David A. Ramon | Director | February 25, 2020 |

| David A. Ramon | | |