PACCAR (PCAR) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A33 rewritten2 added38 removed47 unchanged
All filing items1,349 rewritten659 added325 removed1,177 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 659 added, 325 removed, 1,349 rewritten and 1,177 unchanged across 24 items that differ.
- New this year: Item 1C. CYBERSECURITY..
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS.
33 rewritten, 2 added, 38 removed, 47 unchanged
[removed: Business] [added: Business] and Industry [removed: Risks][added: Risks]
[removed: Commercial] [added: Commercial] Truck Market Demand is [removed: Variable.][added: Variable.]
[added: Competition and Prices.] The Company operates in a highly competitive environment, which could adversely affect the Company’s sales and pricing.
[added: Production Costs, Capacity and Inflation.] The Company’s products are exposed to variability in material and commodity costs.
[added: Transition Risks Related to Climate Change.] The Company has ongoing product development programs intended to address changing customer demand in the context of climate change and achieve its targeted reductions in emissions.
[removed: | • |] the success of the Company’s research and development programs [removed: | |]
[removed: | • |] customer demand for alternative powertrain vehicles [removed: | |]
[removed: | • |] advancements in battery-electric, hydrogen fuel cell, and hydrogen combustion technology [removed: | |]
[removed: | • |] the cost of batteries, hydrogen fuel cells and liquid hydrogen [removed: | |]
[removed: | • |] global regulations requiring the use of alternative powertrain vehicles and/or providing incentives to facilitate the transition to alternative powertrain commercial vehicles [removed: | |]
[removed: | • |] investments in energy and power infrastructure (e.g., renewable power supply, electric charging services, hydrogen supply and distribution) in key markets, as well as the associated utility costs [removed: | |]
[removed: | • |] the ability of the supply chain to deliver components, including commodities and raw materials that are unique to alternative powertrain commercial vehicles [removed: | |]
[removed: | • |] the success of new and existing competitors in developing and selling alternative powertrain commercial vehicles [removed: | |]
[added: Liquidity Risks, Credit Ratings and Costs of Funds.] Disruptions or volatility in global financial markets could limit the Company’s sources of liquidity, or the liquidity of customers, dealers and suppliers.
[added: The Financial Services Industry is Highly Competitive.] The Company’s Financial Services segment competes with banks, other commercial finance companies and financial services firms which may have lower costs of borrowing, higher leverage or market share goals that result in a willingness to offer lower interest rates, which may lead to decreased margins, lower market share or both.
[added: The Financial Services Segment is Subject to Credit Risk.] The Financial Services segment is exposed to the risk of loss arising from the failure of a customer, dealer or counterparty to meet the terms of the loans, leases and derivative contracts with the Company.
[added: Interest-Rate Risks.] The Financial Services segment is subject to interest-rate risks, because increases in interest rates can reduce demand for its products, increase borrowing costs and potentially reduce interest margins.
[removed: Substantially all] [added: All] of the Company’s finance contracts which used to reference LIBOR (London Inter-Bank Offered Rate), including dealer wholesale financing contracts, retail loan and lease contracts, medium-term notes, hedging instruments and line of credit arrangements, have been transitioned to alternative benchmark rates.
The Company does not expect the cessation of [removed: LIBOR] [added: CDOR] or the anticipated changes to other benchmark rates will have a material impact on the results of operations.
[added: Information Technology and Cybersecurity.] The Company relies on information technology systems and networks, some of which are managed by third parties, to process, transmit and store electronic information, and to manage or support a variety of its business processes and activities.
The Company maintains [added: a cybersecurity insurance policy] and continues to invest in protections to guard against such events.
These events could have an adverse impact on the Company’s results of operations and financial condition, damage its reputation, disrupt operations and negatively impact competitiveness in the [removed: marketplace][added: marketplace.]
[removed: Political,] [added: Political,] Regulatory and Economic [removed: Risks][added: Risks]
The Company may be adversely affected by political instabilities, fuel shortages or interruptions in utility or transportation systems, natural calamities, recessions or slower economic growth, inflation, epidemics and pandemics (such as COVID-19), wars, [added: geopolitical tensions and conflicts (such as conflicts in Ukraine and Israel),] terrorism and labor strikes.
[added: Environmental Regulations.] The Company’s operations are subject to environmental laws and regulations that impose significant compliance costs.
[added: Emissions Requirements and Reduction Targets.] PACCAR’s operations and products are subject to extensive statutory and regulatory requirements governing greenhouse gas and non-greenhouse gas emissions.
The primary laws and regulations are the EPA’s Greenhouse Gas Emissions Standards and Fuel Efficiency Standards for Medium and Heavy-Duty Engines and Vehicles, [added: EPA’s Clean Truck Initiative,] the Regulation of the European Parliament and of the Council on the Monitoring and Reporting of CO2 Emissions from Fuel Consumption of New Heavy-Duty Vehicles, and the Heavy-Duty Omnibus Regulation [added: and Advanced Clean Truck (ACT) regulation] of the California Air Resources Board.
The Company continually monitors developments in emissions and climate change-related laws and regulations in the markets in which the Company conducts [removed: business.][added: business, and expects that climate change-related laws, regulations, and international accords will continue to evolve.]
[removed: The Company] [added: PACCAR] cannot reasonably predict whether future laws, regulations, and international accords could materially increase its environmental compliance costs, alter its product development strategy, or impact its business, financial condition, or results of operations.
[added: Litigation, Product Liability and Regulatory.] The Company’s products are subject to recall for environmental, performance and safety-related issues.
Currency Exchange and [removed: Translation.] [added: Translation.] The Company’s consolidated financial results are reported in U.S. dollars, while significant operations are denominated in the currencies of other countries.
[added: Accounting Estimates.] In the preparation of the Company’s financial statements in accordance with U.S. generally accepted accounting principles, management uses estimates and makes judgments and assumptions that affect asset and liability values and the amounts reported as income and expense during the periods presented.
[added: Taxes.] Changes in statutory income tax rates in the countries in which the Company operates impact the Company’s effective tax rate.
Multinational Operations.
The ACT regulation, which has been adopted by several other states, requires an increasing percentage of medium- and heavy-duty trucks sold into the state to be zero emission.
| --- | --- |
Competition and Prices.
Production Costs, Capacity and Inflation.
The Company has been affected by an industry-wide undersupply of component parts and anticipates the shortages may continue to affect deliveries into 2023.
Transition Risks Related to Climate Change.
| --- | --- | --- |
Liquidity Risks, Credit Ratings and Costs of Funds.
The Financial Services Industry is Highly Competitive.
The Financial Services Segment is Subject to Credit Risk.
Interest-Rate Risks.
Information Technology.
Examples of these protections include conducting third-party penetration tests, implementing software detection and prevention tools, event monitoring, and disaster recoverability.
Additionally, the Company maintains a cybersecurity insurance policy.
The Company has not experienced any notable security incidents that would have a material impact on the results of operations and financial condition of the Company.
Certain dealers and suppliers have reported they have experienced cyberattacks and those have not caused any material impact to the Company.
Multinational Operations.
Conflict in Ukraine.
In accordance with international sanctions, in February 2022 the Company suspended truck and parts sales to Russia and Belarus.
The Company has no factories in Russia and has managed export sales to Russia through independent dealers.
In 2021, 2,500 trucks were sold into Russia and Belarus.
The Company also sold parts in these markets through a third-party owned warehouse.
The trucks were sold on a fully paid-up basis; accordingly, the Company does not have significant receivables exposure.
Inventory balances are not significant.
The conflict may affect energy supplies in Europe.
If the availability of energy in Europe is severely constrained, truck delivery volumes could be impacted.
The Company continues to monitor the situation closely.
The conflict has not had a significant impact on the results of operations or cash flows of the Company.
The potential future impact on the Company’s business will depend on further developments, including the severity and duration of the conflict and its effect on European and global economic conditions.
COVID-19 Pandemic.
The effects of the COVID-19 pandemic decreased over the course of 2022 but still caused disruptions to the global supply chain, in particular the undersupply of component parts and semiconductor chips.
A recurrence of a severe COVID-19 strain could cause industry capacity constraints on our suppliers, and localized outbreaks of COVID-19 may necessitate facility slowdowns or shutdowns.
These and other unforeseen pandemic related factors could impact the Company’s business and results of operations.
Environmental Regulations.
Emissions Requirements and Reduction Targets.
PACCAR expects that climate change-related laws, regulations, and international accords will continue to evolve.
Litigation, Product Liability and Regulatory.
Accounting Estimates.
Taxes.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
299 rewritten, 148 added, 63 removed, 142 unchanged
[removed: OVERVIEW:][added: OVERVIEW:]
[removed: 2022] [added: 2023] Financial [removed: Highlights][added: Highlights]
[removed: | • |] Worldwide net sales and revenues were [removed: $28.82] [added: $35.13] billion in [removed: 2022] [added: 2023] compared to [removed: $23.52] [added: $28.82] billion in [removed: 2021,] [added: 2022,] primarily due to higher truck and parts revenues. [removed: |]
[removed: | • |] Truck sales were [removed: $21.49] [added: $26.85] billion in [removed: 2022] [added: 2023] compared to [removed: $16.80] [added: $21.49] billion in [removed: 2021,] [added: 2022,] primarily due to higher truck deliveries and price realization in all markets. [removed: |]
[removed: | • |] Parts sales were [removed: $5.76] [added: $6.41] billion in [removed: 2022] [added: 2023] compared to [removed: $4.94] [added: $5.76] billion in [removed: 2021] [added: 2022] reflecting higher [removed: demand and] price realization in all markets. [removed: |]
[removed: | • |] Financial Services revenues were [removed: $1.51] [added: $1.81] billion in [removed: 2022] [added: 2023] compared to [removed: $1.69] [added: $1.51] billion in [removed: 2021,] [added: 2022,] primarily due to [removed: lower used truck sales. |][added: portfolio growth and higher portfolio yields.]
[removed: | • | In 2022, PACCAR earned net income for the 84th consecutive year.] Net income was [removed: $3.01] [added: $4.60] billion [removed: ($5.75] [added: ($8.76] per diluted share) in [removed: 2022] [added: 2023] compared to [removed: $1.87] [added: $3.01] billion [removed: ($3.57] [added: ($5.75] per diluted share) in [removed: 2021] [added: 2022] reflecting higher [removed: Truck, Parts] [added: Truck] and [removed: Financial Services] [added: Parts] operating results. [removed: |]
[removed: | • |] Capital investments were [removed: $505.0] [added: $698.3] million in [removed: 2022] [added: 2023] compared to [removed: $511.8] [added: $505.0] million in [removed: 2021. |][added: 2022.]
[removed: | • |] Research and development (R&D) expenses were [removed: $341.2] [added: $410.9] million in [removed: 2022] [added: 2023] compared to [removed: $324.1] [added: $341.2] million in [removed: 2021. |][added: 2022.]
The global breadth of PFS and its rigorous credit application process support a portfolio of loans and leases with total assets of [removed: $17.18] [added: $20.96] billion.
PFS issued [removed: $3.05] [added: $2.91] billion in medium-term notes during [removed: 2022] [added: 2023] to support new business volume and repay maturing debt.
[removed: Truck Outlook][added: Truck Outlook]
[removed: Heavy-duty truck] [added: In 2023,] industry retail sales in the [added: heavy-duty market in the] U.S. and Canada [removed: in 2023 are expected to be 270,000] [added: increased] to [removed: 310,000] [added: 297,000] units [removed: compared to] [added: from] 283,500 [added: units] in 2022.
In Europe, the [removed: 2023] [added: 2024] truck industry registrations for over 16-tonne vehicles are expected to be [removed: 270,000] [added: 260,000] to [removed: 310,000] [added: 300,000] units compared to [removed: 297,500] [added: 343,300] in [removed: 2022.][added: 2023.]
In South America, heavy-duty truck industry registrations in [removed: 2023] [added: 2024] are projected to be [removed: 125,000] [added: 105,000] to [removed: 135,000] [added: 115,000] compared to [removed: 138,300] [added: 105,000] in [removed: 2022.][added: 2023.]
[removed: Parts Outlook][added: Parts Outlook]
In [removed: 2023,] [added: 2024,] PACCAR Parts sales are expected to increase [removed: 8-11%] [added: 4-8%] compared to [removed: 2022] [added: 2023] levels reflecting strong freight demand.
[removed: Financial] [added: Financial] Services [removed: Outlook][added: Outlook]
In [removed: 2023,] [added: 2024,] average earning assets are expected to increase [removed: 4-7%] [added: 3-5%] compared to [removed: 2022.][added: 2023.]
[removed: Capital] [added: Capital] Spending and R&D [removed: Outlook][added: Outlook]
Capital investments in [removed: 2023] [added: 2024] are expected to be [removed: $525] [added: $700] to [removed: $575] [added: $750] million, and R&D is expected to be [removed: $360] [added: $460] to [removed: $410] [added: $500] million.
The Company is increasing its investment in [removed: next generation clean] [added: fuel efficient] diesel and electric powertrain technologies, [removed: autonomous driving systems,] connected vehicle services, [removed: advanced] [added: and next-generation] manufacturing and [removed: enhanced] [added: parts] distribution capabilities.
[removed: RESULTS] [added: RESULTS] OF [removed: OPERATIONS:][added: OPERATIONS:]
The Company’s results of operations for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] are presented below.
For information on the year ended December 31, [removed: 2020,] [added: 2021,] refer to Part II, Item 7 in the [removed: 2021] [added: 2022] Annual Report on Form 10-K.
| [removed: ($] [added: (*$] in [removed: millions,] [added: millions*,] except per share amounts) | | | | | | | | |
| [removed: Year] [added: *Year] Ended December [removed: 31,] [added: 31,*] | | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | |
| Truck | | [removed: $] [added: $] | [removed: 21,486.2] [added: 26,846.4] | | | $ | [removed: 16,799.7] [added: 21,486.2] | |
| Parts | | | [removed: 5,764.3] [added: 6,414.4] | | | | [removed: 4,944.3] [added: 5,764.3] | |
| Other | | | [removed: 63.8] [added: 54.7] | | | | [removed: 90.5] [added: 63.8] | |
| Truck, Parts and Other | | | [removed: 27,314.3] [added: 33,315.5] | | | | [removed: 21,834.5] [added: 27,314.3] | |
| Financial Services | | | [removed: 1,505.4] [added: 1,811.9] | | | | [removed: 1,687.8] [added: 1,505.4] | |
| Truck | | [removed: $] [added: $] | [removed: 1,753.3] [added: 3,799.9] | | | $ | [removed: 804.9] [added: 1,753.3] | |
| Parts | | | [removed: 1,446.6] [added: 1,702.6] | | | | [removed: 1,110.0] [added: 1,446.6] | |
| [removed: Other] [added: Other*] | | | [removed: (1.1] [added: (616.8] | [removed: )] [added: )] | | | [removed: 28.3] [added: (1.1] | [added: )] |
| Truck, Parts and Other | | | [removed: 3,198.8] [added: 4,885.7] | | | | [removed: 1,943.2] [added: 3,198.8] | |
| Financial Services | | | [removed: 588.9] [added: 540.3] | | | | [removed: 437.6] [added: 588.9] | |
| Investment income | | | [removed: 61.0] [added: 292.2] | | | | [removed: 15.5] [added: 61.0] | |
| Income taxes | | | [removed: (837.1] [added: (1,117.4] | [removed: )] [added: )] | | | [removed: (530.8] [added: (837.1] | ) |
| Net Income | | [removed: $] [added: $] | [removed: 3,011.6] [added: 4,600.8] | | | $ | [removed: 1,865.5] [added: 3,011.6] | |
In 2023, PACCAR earned net income for the 85th consecutive year.
Adjusted net income (non-GAAP), excluding a $446.4 million after-tax non-recurring charge related to civil litigation in Europe was $5.05 billion ($9.61 per diluted share).
After-tax return on beginning equity (ROE) was 34.9% in 2023, which includes the $446.4 million after-tax non-recurring charge related to civil litigation in Europe in the first quarter of this year.
Excluding the one-time charge, adjusted ROE (non-GAAP) was 38.3%.
This compares to an ROE of 26.0% in 2022.
See Reconciliation of GAAP to Non-GAAP Financial Measures on page 30.
PACCAR has begun construction of a new 240,000 square-foot PACCAR Parts Distribution Center (PDC) to be opened in Massbach, Germany, in 2024.
This PDC will improve parts delivery to dealers and customers in the region.
PACCAR, Cummins, Daimler Trucks and EVE Energy are partnering to create state-of-the-art commercial vehicle battery cell production.
The joint venture partners expect growing demand for zero emissions vehicles throughout the decade.
The planned factory in Marshall County, Mississippi, will provide cost effective scale and industry leading battery cell technology, which will benefit our commercial vehicle customers.
The total investment is expected to be in the range of $2-3 billion, with PACCAR, Cummins and Daimler Truck each owning 30% of the joint venture and EVE Energy having 10% ownership and contributing its industry leading battery cell design and manufacturing expertise.
Subject to regulatory approval, the 21-gigawatt hour (GWh) factory is expected to begin producing battery cells in 2027.
Heavy-duty truck industry retail sales in the U.S. and Canada in 2024 are expected to be 260,000 to 300,000 units compared to 297,000 in 2023.
| | | $ | 35,127.4 | | | $ | 28,819.7 | |
* In 2023, Other includes a $600.0 million non-recurring charge related to civil litigation in Europe (EC-related claims) in the first quarter 2023.
| | | | | | | | | | | | | |
| U.S. and Canada | | | 109,100 | | | | 95,600 | | | | 14 | |
The over 16‑tonne truck market in Brasil in 2023 decreased to 82,100 units from 97,900 units in 2022, and DAF Brasil achieved a record 10.2% market share in 2023 compared to 6.9% in 2022.
| | | | | | | | | | | | | |
| | | $ | 26,846.4 | | | $ | 21,486.2 | | | | 25 | |
| | | | | | | | | | | | | |
| Truck sales volume | | | 2,465.8 | | | | 1,918.0 | | | | 547.8 | |
| Currency translation | | | 68.0 | | | | 62.0 | | | | 6.0 | |
| Total increase | | | 5,360.2 | | | | 3,235.2 | | | | 2,125.0 | |
| 2023 | | $ | 26,846.4 | | | $ | 22,440.6 | | | $ | 4,405.8 | |
Extended warranties, operating leases and other increased revenues by $40.5 million and increased cost of sales by $134.2 million.
The increase in cost of sales was primarily due to higher costs from extended warranty and service contracts.
The currency translation effect on sales and cost of sales reflects an increase in the value of the euro and Brazilian real relative to the U.S. dollar, partially offset by the decrease in the value of the Canadian dollar and Australian dollar relative to the U.S. dollar.
| | | | | | | | | | | | | |
| *Year Ended December 31,* | | 2023 | | | | 2022 | | | | % CHANGE | | |
| | | $ | 6,414.4 | | | $ | 5,764.3 | | | | 11 | |
| | | | | | | | | | | | | |
| ($ in millions) | | REVENUES | | | | REVENUES | | | | MARGIN | | |
| Aftermarket parts volume | | | 22.5 | | | | 9.2 | | | | 13.3 | |
| Currency translation | | | 13.4 | | | | 8.4 | | | | 5.0 | |
| Total increase | | | 650.1 | | | | 360.0 | | | | 290.1 | |
| 2023 | | $ | 6,414.4 | | | $ | 4,369.6 | | | $ | 2,044.8 | |
Aftermarket parts sales volume increased by $22.5 million and related cost of sales increased by $9.2 million primarily reflecting higher sales volume in Brasil, Australia and Europe, partially offset by lower sales volume in the U.S.
| | | | | | | | | | | | | |
| --- | --- |
On December 6, 2022, the Board of Directors declared a 50% common stock dividend payable on February 7, 2023.
For all years presented, all per share data and dividends have been restated for the effect of the 50% dividend.
| • | After-tax return on beginning equity (ROE) was 26.0% in 2022 compared to 17.7% in 2021. |
The new DAF XD truck was named *International Truck of the Year 2023* at the IAA truck show in Hannover, Germany in the third quarter of 2022.
The DAF XD truck represents a new generation of distribution and vocational vehicles.
The DAF XD shares many features and design elements with the new DAF XF, XG, and XG+ trucks, which were named *International Truck of the Year 2022*.
PACCAR Parts opened a new 260,000 square foot PDC in Louisville, Kentucky in 2022 to further enhance parts availability for customers and dealers.
The Company has been affected by an industry-wide undersupply of component parts and anticipates the shortage may continue to affect deliveries in 2023.
| | | $ | 28,819.7 | | | $ | 23,522.3 | |
The industry-wide undersupply of component products had an impact on deliveries.
In 2022, industry retail sales in the heavy-duty market in the U.S. and Canada increased to 283,500 units from 249,900 units in 2021.
| | | $ | 21,486.2 | | | $ | 16,799.7 | | | | 28 | |
In 2021, Truck segment income before taxes and pretax return on revenues reflect the tempering of truck unit deliveries due to the global semiconductor and component supply shortages.
| 2021 | | $ | 16,799.7 | | | $ | 15,485.4 | | | $ | 1,314.3 | |
| Truck sales volume | | | 3,052.7 | | | | 2,557.3 | | | | 495.4 | |
| Currency translation | | | (845.9 | ) | | | (778.3 | ) | | | (67.6 | ) |
| Total increase | | | 4,686.5 | | | | 3,720.0 | | | | 966.5 | |
| • | Extended warranties, operating leases and other revenues increased by $98.9 million and cost of sales by $106.0 million, primarily due to higher revenues and associated costs from repairs and maintenance, service contracts and operating leases. In addition, the increase in cost of sales and revenues was partially offset by gains on sales of used trucks and lower impairments in Europe due to an improved used truck market. |
| | | $ | 5,764.3 | | | $ | 4,944.3 | | | | 17 | |
| 2021 | | $ | 4,944.3 | | | $ | 3,530.4 | | | $ | 1,413.9 | |
| Aftermarket parts volume | | | 375.9 | | | | 238.7 | | | | 137.2 | |
| Currency translation | | | (165.3 | ) | | | (98.6 | ) | | | (66.7 | ) |
| Total increase | | | 820.0 | | | | 479.2 | | | | 340.8 | |
| • | Aftermarket parts sales volume increased by $375.9 million and related cost of sales increased by $238.7 million primarily due to higher demand in all markets. |
| | | $ | 6,215.7 | | | $ | 5,671.7 | | | | 10 | |
| | | | 53,700 | | | | 50,100 | | | | 7 | |
| | | $ | 15,001.4 | | | $ | 14,529.9 | | | | 3 | |
| | | $ | 1,505.4 | | | $ | 1,687.8 | | | | (11 | ) |
PFS revenues decreased to $1.51 billion in 2022 from $1.69 billion in 2021.
| 2021 | | $ | 524.4 | | | $ | 150.9 | | | $ | 373.5 | |
| Yields | | | 56.1 | | | | | | | | 56.1 | |
| Total increase | | | 104.3 | | | | 65.4 | | | | 38.9 | |
| 2021 | | $ | 1,163.4 | | | $ | 969.4 | | | $ | 194.0 | |
| Used truck sales | | | (228.8 | ) | | | (226.3 | ) | | | (2.5 | ) |
| Total (decrease) increase | | | (286.7 | ) | | | (408.6 | ) | | | 121.9 | |
The increase was primarily due to higher salaries and related expenses, partially offset by decreases in the value of foreign currencies relative to the U.S. dollar, primarily the euro.
| | | 2022 | | | | | | | | 2021 | | | | | | |
| Europe | | | .8 | | | | .6 | | | | (1.7 | ) | | | 2.6 | |
| | | $ | 5.5 | | | $ | (.7 | ) | | $ | .5 | | | $ | 8.3 | |
An excerpt. Shown here: 40 of 299 rewritten, 40 of 148 added and 40 of 63 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. in the FY2023 filing and the FY2022 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
15 rewritten, 2 added, 1 removed, 5 unchanged
[removed: Interest-Rate] [added: Interest-Rate] Risks [removed: -] [added: -] *See Note P for a description of the Company’s hedging programs and exposure to interest rate fluctuations.* The Company measures its interest-rate risk by estimating the amount by which the fair value of interest-rate sensitive assets and liabilities, including derivative financial instruments, would change assuming an immediate 100 basis point increase across the yield curve as shown in the following table:
| Fair Value (Losses) Gains | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | |
| [removed: CONSOLIDATED:] [added: CONSOLIDATED:] | | | | | | | | |
| [removed: Assets] [added: *Assets*] | | | | | | | | |
| Cash equivalents and marketable debt securities | | [removed: $] [added: $] | [removed: (26.7] [added: (29.2] | [removed: )] [added: )] | | $ | (26.7 | ) |
| [removed: FINANCIAL SERVICES:] [added: FINANCIAL SERVICES:] | | | | | | | | |
| Fixed rate loans | | | [removed: (117.4] [added: (146.5] | [removed: )] [added: )] | | | [removed: (110.5] [added: (117.4] | ) |
| [removed: Liabilities] [added: *Liabilities*] | | | | | | | | |
| Fixed rate term debt | | | [removed: 136.6] [added: 156.8] | | | | [removed: 127.6] [added: 136.6] | |
| Interest-rate swaps | | | [removed: 6.4] [added: 1.2] | | | | [removed: 4.5] [added: 6.4] | |
| Total | | [removed: $] [added: $] | [removed: (1.1] [added: (17.7] | [removed: )] [added: )] | | $ | [removed: (5.1] [added: (1.1] | ) |
[removed: Currency] [added: Currency] Risks [removed: -] [added: -] The Company enters into foreign currency exchange contracts to hedge its exposure to exchange rate fluctuations of foreign currencies, particularly the Canadian dollar, the euro, the British pound, the Australian dollar, the Brazilian real and the Mexican peso *(see Note P for additional information concerning these hedges)*.
Based on the Company’s sensitivity analysis, the potential loss in fair value for such financial instruments from a 10% unfavorable change in quoted foreign currency exchange rates would be a loss of [removed: $216.6] [added: $259.7] related to contracts outstanding at December 31, [removed: 2022,] [added: 2023,] compared to a loss of [removed: $210.8] [added: $216.6] at December 31, [removed: 2021.][added: 2022.]
[removed: Commodity] [added: Commodity] Price Risks [removed: -] [added: -] The Company enters into commodity forward contracts to hedge the prices of certain commodities used in the production of trucks *(see Note P for additional information concerning these hedges)*.
Based on the Company’s sensitivity analysis, the potential loss in fair value for such financial instruments from a 10% unfavorable change in quoted commodity prices would be a loss of [removed: $2.5] [added: $3.3] related to contracts outstanding at December 31, [removed: 2022,] [added: 2023,] compared to a loss of [removed: $18.4] [added: $2.5] at December 31, [removed: 2021.][added: 2022.]
| | | | | | | | | |
| *Assets* | | | | | | | | |
| --- | --- |
Item 1. BUSINESS.
45 rewritten, 14 added, 3 removed, 166 unchanged
[removed: Description] [added: Description] of [removed: Business][added: Business]
[removed: | (1) | The Truck segment includes the design, manufacture and distribution of high-quality, light-, medium- and heavy-duty commercial trucks.] Heavy-duty trucks have a gross vehicle weight (GVW) of over 33,000 lbs (Class 8) in North America and over 16 metric tonnes in Europe and South America. [removed: Medium-duty trucks have a GVW ranging from 19,500 to 33,000 lbs (Class 6 to 7) in North America, and in Europe, light- and medium-duty trucks range between 6 and 16 metric tonnes. Trucks are configured with engine in front of cab (conventional) or cab-over-engine (COE). |]
[removed: | (2) |] The Parts segment includes the distribution of aftermarket parts for trucks and related commercial vehicles. [removed: |]
[removed: | (3) |] The Financial Services segment includes finance and leasing products and services provided to customers and dealers. [removed: PACCAR’s finance and leasing activities are principally related to PACCAR products and associated equipment. |]
[removed: TRUCKS][added: TRUCKS]
PACCAR competes in the European light/medium market with DAF COE trucks assembled in the United Kingdom (U.K.) by Leyland, one of PACCAR’s wholly owned subsidiaries, and participates in the European heavy market with DAF COE trucks assembled in the Netherlands and the U.K. PACCAR competes in the Brazilian heavy truck market with DAF COE models assembled [removed: at] [added: in] Ponta Grossa in the state of Paraná, Brasil.
PACCAR competes in the Australian medium and heavy truck markets with Kenworth conventional and COE models and certain DAF COE models assembled at its facility at Bayswater in the state of Victoria, Australia, and DAF COE models primarily assembled in the U.K. Commercial truck manufacturing comprises the largest segment of PACCAR’s business and accounted for [removed: 75%] [added: 77%] of total [removed: 2022] [added: 2023] net sales and revenues.
Some units are ordered by dealers for stocking to meet the needs of certain customers who require immediate delivery or for customers that require [added: the] chassis to be fitted with specialized bodies.
In [removed: 2022,] [added: 2023,] the Company installed PACCAR engines in approximately [removed: 42%] [added: 37%] of the Company’s Kenworth and Peterbilt heavy‑duty trucks in the U.S. and Canada and substantially all of the DAF heavy-duty trucks sold throughout the world.
The value of finished truck components manufactured by independent suppliers ranges from approximately [removed: 34%] [added: 24%] in Europe to approximately [removed: 86%] [added: 87%] in North America.
Sales of trucks manufactured with these cabs amounted to approximately 3% of consolidated revenues in [removed: 2022.][added: 2023.]
The Company’s share of the U.S. and Canadian Class 8 market was [removed: 29.8%] [added: 29.5%] of retail sales in [removed: 2022,] [added: 2023,] and the Company’s medium-duty market share was [removed: 10.9%.][added: 14.5%.]
In Europe, there are six principal competitors in the commercial truck market, including parent companies to the four competitors of the Company in the U.S. In [removed: 2022,] [added: 2023,] DAF had a [removed: 17.3%] [added: 15.6%] share of the European heavy-duty market and a [removed: 9.7%] [added: 9.1%] share of the light/medium-duty market.
The Company had a total production backlog of [removed: $18.1] [added: $17.4] billion at the end of [removed: 2022.][added: 2023.]
The 90‑day backlog approximated [removed: $8.0] [added: $7.6] billion at December 31, [removed: 2022, $5.2] [added: 2023, $8.0] billion at December 31, [removed: 2021] [added: 2022] and [removed: $4.6] [added: $5.2] billion at December 31, [removed: 2020.][added: 2021.]
Production of the year-end [removed: 2022] [added: 2023] backlog is expected to be substantially completed during [removed: 2023.][added: 2024.]
The Parts segment accounted for [removed: 20%] [added: 18%] of total [removed: 2022] [added: 2023] net sales and revenues.
[removed: FINANCIAL SERVICES][added: FINANCIAL SERVICES]
Selected dealers in North America [added: and Australia] are franchised to provide full-service leasing.
PFS accounted for 5% of total net sales and revenues and [removed: 52%] [added: 51%] of total assets in [removed: 2022.][added: 2023.]
[removed: OTHER BUSINESSES][added: OTHER BUSINESSES]
Sales of industrial winches were less than 1% of total net sales and revenues in [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020.][added: 2021.]
[removed: PATENTS][added: PATENTS]
[removed: REGULATION][added: REGULATION]
As a manufacturer of highway trucks, the Company is subject to the National Traffic and Motor Vehicle Safety Act and Federal Motor Vehicle Safety Standards promulgated by the National Highway Traffic Safety Administration as well as environmental laws and regulations in the United States, and is subject to similar regulations in all countries where it has operations and where its trucks are [removed: distributed.]
The primary laws and regulations are the EPA’s Greenhouse Gas Emissions Standards and Fuel Efficiency Standards for Medium and Heavy-Duty Engines and Vehicles, [added: EPA’s Clean Truck Initiative,] the Regulation of the European Parliament and of the Council on the Monitoring and Reporting of CO2 Emissions from Fuel Consumption of New Heavy-Duty Vehicles, and the Heavy-Duty Omnibus Regulation [added: and Advanced Clean Truck (ACT) regulation] of the California Air Resources Board.
The Company will continue to fund capital and R&D projects to meet future emissions and certification requirements through the introduction of new technologies [removed: to] [added: into] our products, engines and exhaust after-treatment systems.
[removed: HUMAN] [added: HUMAN] CAPITAL [removed: MANAGEMENT][added: MANAGEMENT]
The Company’s managers continuously address safety enhancements; provide regular and ongoing safety training; and use displays located in [removed: factories] [added: the Factories, Parts Distribution Centers and Offices] to provide all employees with safety-related information.
On December 31, [removed: 2022,] [added: 2023,] the Company had approximately [removed: 31,100] [added: 32,400] employees.
Approximately [removed: 38%] [added: 39%] are U.S. employees.
[removed: ENVIRONMENTAL] [added: ENVIRONMENTAL] AND SUSTAINABILITY [removed: LEADERSHIP][added: LEADERSHIP]
SBTi works with more than [removed: 4,000] [added: 7,000] companies worldwide to create a clearly defined path to reduce greenhouse gas emissions in line with the Paris Agreement.
[removed: Operations \-] [added: Operations \-] PACCAR is committed to environmental responsibility in the vehicle production process.
[removed: PACCAR’s facilities are] [added: PACCAR is] continuously looking for ways to reduce waste, reuse materials, conserve energy [added: in its facilities] and reduce the environmental impact of our activities.
[removed: Innovative Products \-] [added: Innovative Products \-] A key element of PACCAR’s environmental strategy is to offer our customers commercial vehicles that reduce environmental impacts.
The [removed: company] [added: Company] invests in technologies that reduce greenhouse gas emissions such as highly fuel-efficient diesel engines, natural gas and biofuel engines, as well as next generation electric, hybrid, and hydrogen [removed: fuel cell] powertrains.
[removed: PACCAR’s] [added: PACCAR’s] Zero Emissions [removed: Trucks \-] [added: Trucks \-] PACCAR’s research and development efforts include [removed: several] demonstration and development projects for Kenworth, Peterbilt and DAF vehicles, including battery-electric, hydrogen fuel cell, hydrogen combustion and hybrid technologies.
[removed: Low] [added: Low] Carbon and Renewable [removed: Fuels –] [added: Fuels –] All truck sales and diesel engine unit sales are certified to use biofuels.
PACCAR’s MX-13 and MX-11 engines are certified to use B10/B20/B30 and XTL biofuels in Europe and B20 biofuel in the U.S. Engines [added: used in PACCAR trucks] not manufactured by the Company are certified to use up to B20 biofuels.
(1)
The Truck segment includes the design, manufacture and distribution of high-quality, light-, medium- and heavy-duty commercial trucks.
Medium-duty trucks have a GVW ranging from 19,500 to 33,000 lbs (Class 6 to 7) in North America, and in Europe, light- and medium-duty trucks range between 6 and 16 metric tonnes.
Trucks are configured with the engine in front of cab (conventional) or cab-over-engine (COE).
(2)
(3)
PACCAR’s finance and leasing activities are principally related to PACCAR products and associated equipment.
distributed.
The ACT regulation, which has been adopted by several other states, requires an increasing percentage of medium- and heavy-duty trucks sold into the state to be zero emissions.
PACCAR earned an "A-" score on its CDP environmental report in 2023, placing the Company in the Leadership tier of over 21,000 reporting companies worldwide.
The Company has earned an “A” or “A-” score from CDP for the past nine years.
PACCAR announced in December 2023 that it will construct a new engine remanufacturing facility in Columbus, Mississippi to be opened in 2025.
Battery Manufacturing - PACCAR, Cummins, Daimler Trucks and EVE Energy are partnering to produce state-of-the-art commercial vehicle batteries in a 21-gigawatt hour (GWh) factory in Marshall County, Mississippi, subject to regulatory approval.
Production is expected to begin in 2027.
| --- | --- |
In 2022, PACCAR achieved an “A” score from CDP, placing in the top 1.5% of more than 18,000 reporting companies and demonstrating a robust approach to reducing greenhouse gas emissions in Kenworth, Peterbilt and DAF vehicles and from our global operations.
PACCAR has earned an “A” or “A-” rating for eight consecutive years.
An excerpt. Shown here: 40 of 45 rewritten, all 14 added and all 3 removed. The counts are complete. For every sentence, read Item 1. BUSINESS. in the FY2023 filing and the FY2022 filing.
Item 3. LEGAL PROCEEDINGS.
0 rewritten, 0 added, 1 removed, 1 unchanged
| --- | --- |
Cover and table of contents
47 rewritten, 6 added, 0 removed, 43 unchanged
[removed: UNITED STATES][added: UNITED STATES]
[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]
[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]
[removed: FORM 10-K][added: FORM 10-K]
[removed: ☒ Annual] [added: ☒ Annual] Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934][added: 1934]
[removed: For] [added: For] the fiscal year [removed: ended December 31, 2022][added: ended December 31, 2023]
[removed: ☐ Transition] [added: ☐ Transition] Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934][added: 1934]
[removed: Commission] [added: Commission] File [removed: Number 001-14817][added: Number 001-14817]
[removed: PACCAR Inc][added: PACCAR Inc]
[removed: (Exact] [added: (Exact] name of Registrant as specified in its [removed: charter)][added: charter)]
| [removed: Delaware] [added: Delaware] | [removed: 91-0351110] [added: 91-0351110] |
| [removed: (State] [added: (State] or other jurisdiction of incorporation or [removed: organization)] [added: organization)] | [removed: (I.R.S.] [added: (I.R.S.] Employer Identification [removed: No.)] [added: No.)] |
| [removed: 777] [added: 777] - 106th Ave. [removed: N.E., Bellevue, WA] [added: N.E., Bellevue, WA] | [removed: 98004] [added: 98004] |
| [removed: (Address] [added: (Address] of principal executive [removed: offices)] [added: offices)] | [removed: (Zip Code)] [added: (Zip Code)] |
[removed: Registrant's] [added: Registrant's] telephone number, including area [removed: code (425) 468-7400][added: code (425) 468-7400]
[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]
| [removed: Title] [added: Title] of Each [removed: Class] [added: Class] | [removed: Trading Symbol(s)] [added: Trading Symbol(s)] | [removed: Name] [added: Name] of Each Exchange on Which [removed: Registered] [added: Registered] |
[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the Act: [removed: NONE][added: NONE]
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive [removed: officers] [added: officers] during the relevant recovery period pursuant to §240.10D-1(b).
As of June 30, [removed: 2022,] [added: 2023,] the aggregate market value of the voting stock held by non-affiliates of the registrant was [removed: $28.13] [added: $42.96] billion.
As of February [removed: 10, 2023,] [added: 9, 2024,] there were [removed: 522,513,846] [added: 523,883,677] shares of common stock, $1 par value, of the registrant outstanding.
[removed: DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE][added: REFERENCE]
Portions of the proxy statement for the annual stockholders meeting to be held on April [removed: 25, 2023] [added: 30, 2024] are incorporated by reference into Part III of this From 10-K.
[removed: PACCAR] [added: PACCAR] Inc – FORM [removed: 10-K][added: 10-K]
[removed: INDEX][added: INDEX]
| [removed: [PART I](#PART_I)] [added: [PART I](#part_i)] | | 3 |
| ITEM 2. | [removed: [PROPERTIES](#ITEM_2_PROPERTIES)] [added: [PROPERTIES](#item_2_properties)] | [removed: 14] [added: 13] |
| ITEM 3. | [LEGAL [removed: PROCEEDINGS](#ITEM_3_LEGAL_PROCEEDINGS)] [added: PROCEEDINGS](#item_3_legal_proceedings)] | [removed: 14] [added: 13] |
| ITEM 4. | [MINE SAFETY [removed: DISCLOSURES](#ITEM_4_MINE_SAFETY_DISCLOSURES)] [added: DISCLOSURES](#item_4_mine_safety_disclosures)] | [removed: 14] [added: 13] |
| [removed: [PART II](#PART_II)] [added: [PART II](#part_ii)] | | [removed: 15] [added: 14] |
| ITEM 5. | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#ITEM_5_MARKET_FOR_REGISTRANTS_COMMON_EQU)] [added: SECURITIES](#item_5_market_for_registrants_common_equ)] | [removed: 15] [added: 14] |
| ITEM 7A. | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#ITEM_7A_QUANTITATIVE_QUALITATIVE_DISCLOS)] [added: RISK](#item_7a_quantitative_qualitative_disclos)] | [removed: 32] [added: 33] |
| ITEM 8. | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#ITEM_8_FINANCIAL_STATEMENTS_SUPPLEMENTAR)] [added: DATA](#item_8_financial_statements_supplementar)] | [removed: 33] [added: 34] |
| ITEM 9. | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#ITEM_9_CHANGES_IN_DISAGREEMENTS_WITH_ACC)] [added: DISCLOSURE](#item_9_changes_in_disagreements_with_acc)] | [removed: 78] [added: 80] |
| ITEM 9A. | [CONTROLS AND [removed: PROCEDURES](#ITEM_9A_CONTROLS_PROCEDURES)] [added: PROCEDURES](#item_9a_controls_procedures)] | [removed: 78] [added: 80] |
| ITEM 9B. | [OTHER [removed: INFORMATION](#ITEM_9B_OR_INFORMATION)] [added: INFORMATION](#item_9b_or_information)] | [removed: 78] [added: 80] |
| ITEM 9C. | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#ITEM_9C_DISCLOSURE_REGARDING_FOREIGN)] [added: INSPECTIONS](#item_9c_disclosure_regarding_foreign)] | [removed: 78] [added: 80] |
| [removed: [PART III](#PART_III)] [added: [PART III](#part_iii)] | | [removed: 79] [added: 81] |
| ITEM 10. | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#ITEM_10_DIRECTORS_EXECUTIVE_FICERS_CORPO)] [added: GOVERNANCE](#item_10_directors_executive_ficers_corpo)] | [removed: 79] [added: 81] |
| ITEM 11. | [EXECUTIVE [removed: COMPENSATION](#ITEM_11_EXECUTIVE_COMPENSATION)] [added: COMPENSATION](#item_11_executive_compensation)] | [removed: 79] [added: 81] |
| | |
| | |
| | | | | | |
| ITEM 1C. | [CYBERSECURITY](#item_1c_cybersecurity) | 13 |
| | | |
| | | |
An excerpt. Shown here: 40 of 47 rewritten, all 6 added and all 0 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2023 filing and the FY2022 filing.
Item 40. 1(b) of Regulation S-K:
17 rewritten, 4 added, 1 removed, 19 unchanged
Information about the Company’s Executive Officers as of February [removed: 22, 2023] [added: 21, 2024] is as follows:
| [removed: Name] [added: Name] and [removed: Age] [added: Age] | | [removed: Present] [added: Present] Position and Other Position(s) Held During Last Five [removed: Years] [added: Years] |
| Mark C. Pigott [removed: (69)] [added: (70)] | | Executive Chairman of the Board of Directors since April 2014; Chairman and Chief Executive Officer from 1997 to April 2014. Mr. Pigott is the brother of John M. Pigott, a director of the Company. |
| R. Preston Feight [removed: (55)] [added: (56)] | | Chief Executive Officer since July 2019; Executive Vice President from September 2018 to June [removed: 2019; Vice President of PACCAR and President of DAF Trucks N.V. from April 2016 to August 2018.] [added: 2019.] |
| Harrie C.A.M. Schippers [removed: (60)] [added: (61)] | | President and Chief Financial Officer since January 2018. |
| C. Michael Dozier [removed: (57)] [added: (58)] | | Executive Vice President since January 2023; Senior Vice President from January 2020 to December 2022; Vice President of PACCAR from August 2019 to December 2019; Vice President of PACCAR and General Manager, Kenworth from April 2016 to July 2019. |
| Darrin C. Siver [removed: (56)] [added: (57)] | | Executive Vice President since January 2023; Senior Vice President from January 2017 to December 2022. |
| Kevin D. Baney [removed: (52)] [added: (53)] | | [added: Senior] Vice President [added: since January 2024; Vice President] of PACCAR and General Manager of Kenworth Truck Company [removed: since] [added: from] August [removed: 2019;] [added: 2019 to December 2023;] Assistant General Manager – Sales and Marketing, Kenworth from January 2017 to July 2019. |
| Laura J. Bloch [removed: (46)] [added: (47)] | | Vice President of PACCAR and General Manager of PACCAR Parts since March 2022; Senior Assistant General Manager of Sales and Marketing, PACCAR Parts from August 2021 to February 2022; Assistant General Manager of Sales and Marketing, Kenworth from February 2019 to July [removed: 2021; Assistant General Manager of PACCAR Parts from January 2016 to January 2019.] [added: 2021.] |
| Paulo H. Bolgar [removed: (54)] [added: (55)] | | Vice President and Chief Human Resources Officer since June 2022; Served as Human Resources Vice President of Americas and Global Business Units and Global R&D for Baxter International, Inc. from January 2020 to May 2022; Human Resources Vice President of Global Operations and Quality for Baxter International, Inc. from April 2016 to December 2019. |
| Todd R. Hubbard [removed: (60)] [added: (61)] | | Vice President, Global Financial Services since February [removed: 2019; President, PACCAR Financial Corp. from April 2011 to January] 2019. |
| A. Lily Ley [removed: (57)] [added: (58)] | | Vice President and Chief Information Officer since January 2017. |
| John N. Rich [removed: (54)] [added: (55)] | | [added: Senior] Vice President and Chief Technology Officer since [added: January 2024; Vice President and Chief Technology Officer from] March [removed: 2021;] [added: 2021 to December 2023;] Prior to that, he worked for 30 years at Ford Motor Company in positions of increasing responsibility including Director of Autonomous Vehicles and Technology; Chief Operating Officer of AV LLC and Executive Director of Global Strategy. |
| Harald P. Seidel [removed: (55)] [added: (56)] | | Vice President of PACCAR and President of DAF Trucks N.V. since August 2022; Director of Finance from October 2017 to July 2022. |
| Jason P. Skoog [removed: (51)] [added: (52)] | | Vice President of PACCAR and General Manager of Peterbilt since April [removed: 2018; Assistant General Manager – Operations, Kenworth from January 2017 to March] 2018. |
| Michael K. Walton [removed: (58)] [added: (59)] | | Vice President and General Counsel since August 2020; Senior Counsel from August 2007 to July 2020. |
| Harry M.B. Wolters [removed: (52)] [added: (53)] | | Vice President of PACCAR and General Manager Global Powertrain & Electrification since August 2022; Vice President of PACCAR and President of DAF Trucks N.V. from September 2018 to July [removed: 2022; European Sales Director, DAF Trucks, from October 2017 to August 2018.] [added: 2022.] |
| Brice J. Poplawski (59) | | Vice President and Controller since May 2023; Senior Operations Controller from July 2020 to April 2023; Corporate Operations Controller from January 2007 to June 2020. |
| James W. Walenczak (49) | | Vice President of PACCAR and General Manager of Kenworth since January 2024; Assistant General Manager – Sales and Marketing, Kenworth from August 2021 to December 2023; Assistant General Manager – Operations, PACCAR Parts from February 2019 to August 2021. |
| | | |
| | | |
| Michael T. Barkley (67) | | Senior Vice President and Controller since January 2016. |
Item 1B. UNRESOLVED STAFF COMMENTS.
0 rewritten, 0 added, 1 removed, 1 unchanged
| --- | --- |
Item 1C. CYBERSECURITY.
0 rewritten, 15 added, 0 removed, 0 unchanged
New section this year
The Company maintains a comprehensive cybersecurity management and governance program.
The Company’s information security management system is based upon the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF).
The Company engages internal and third-party auditors and other professional parties when necessary, as part of its cybersecurity management program.
The Company conducts penetration and compromise assessment tests, implements detection and prevention tools, monitors cyber events and has active disaster recovery plans.
For third-party IT services, the Company conducts an architectural, privacy and security analysis of their solution.
If any gaps are identified, the third-party remediates or mitigates the risk to an acceptable level.
The Company simulates potential cyber-attacks and performs incident responses to test preparedness.
These exercises are used to train and update the Company’s Incident Response plan, including any gaps identified.
The Company conducts yearly information security training for employees and conducts ongoing phishing tests.
The Company’s Security Risk Council, including the Chief Information Security Officer, meets regularly to cover risks, plans and updates to the security program.
It briefs the Board of Directors and/or the Audit Committee of the Board of Directors on technology and information security matters.
Management and the Board of Directors also receive periodic updates on the status of cybersecurity investments to guard against such events.
In the event of a security breach, the Company’s Security Risk Council evaluates its significance and briefs the Board on the event.
The Company has not experienced any notable security incidents that would have a material impact on the results of operations and financial condition of the Company.
Certain dealers and suppliers have reported they have experienced cyberattacks and those have not caused any material impact to the Company.
Item 2. PROPERTIES.
4 rewritten, 1 added, 1 removed, 9 unchanged
| | | [removed: U.S] [added: U.S] | | | | [removed: Canada] [added: Canada] | | | | [removed: Australia] [added: Australia] | | | | [removed: Mexico] [added: Mexico] | | | | [removed: Europe] [added: Europe] | | | | [removed: Central] [added: Central] and So. [removed: America] [added: America] | | |
| [removed: Truck] [added: Truck] | | | [removed: 4] [added: 4] | | | | [removed: 1] [added: 1] | | | | [removed: 1] [added: 1] | | | | [removed: 1] [added: 1] | | | | [removed: 3] [added: 3] | | | | [removed: 1] [added: 1] | |
| [removed: Parts] [added: Parts] | | | [removed: 7] [added: 7] | | | | [removed: 2] [added: 2] | | | | [removed: 2] [added: 2] | | | | [removed: 1] [added: 1] | | | | [removed: 4] [added: 4] | | | | [removed: 2] [added: 2] | |
| [removed: Other] [added: Other] | | | [removed: 2] [added: 2] | | | | [removed: —] [added: —] | | | | [removed: —] [added: —] | | | | [removed: —] [added: —] | | | | [removed: —] [added: —] | | | | [removed: —] [added: —] | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- |
Item 4. MINE SAFETY DISCLOSURES.
0 rewritten, 1 added, 2 removed, 1 unchanged
PART II
| --- | --- |
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
17 rewritten, 13 added, 7 removed, 11 unchanged
[removed: | (a) |] Market Information, Holders, Dividends, Securities Authorized for Issuance Under Equity Compensation Plans and Performance Graph. [removed: |]
[removed: Market] [added: *Market] Information and [removed: Holders.][added: Holders.*]
There were [removed: 1,495] [added: 1,426] record holders of the common stock at December 31, [removed: 2022.][added: 2023.]
[removed: Securities] [added: *Securities] Authorized for Issuance Under Equity Compensation [removed: Plans.][added: Plans.*]
The following table provides information as of December 31, [removed: 2022] [added: 2023] regarding compensation plans under which PACCAR equity securities are authorized for [removed: issuance and has been adjusted to reflect the Company’s 50% stock dividend in February 2023.][added: issuance.]
| | | [removed: Number] [added: Number] of Securities Granted and to be Issued Related to Outstanding Options and Restricted [removed: Stock Units] [added: Stock Units] | | | | [removed: Weighted-average] [added: Weighted-average] Exercise Price of Outstanding [removed: Options] [added: Options] | | | | [removed: Securities] [added: Securities] Available for Future [removed: Grant] [added: Grant] | | |
Securities to be issued include [removed: 649,986] [added: 650,075] shares that represent deferred cash awards payable in stock.
Securities available for future grant are authorized under the following two plans: (i) [removed: 15,036,039] [added: 14,072,474] shares under the LTI Plan, and (ii) [removed: 963,913] [added: 945,936] shares under the RSDC Plan.
The following line graph compares the yearly percentage change in the cumulative total stockholder return on the Company’s common stock, to the cumulative total return of the Standard & Poor’s Composite 500 Stock Index and the return of the industry peer group of companies identified [removed: in the graph] [added: below] (the [removed: “Peer] [added: “Current Peer] Group [added: Index” and “Prior Peer Group] Index”) for the last five fiscal years ended December 31, [removed: 2022.][added: 2023.]
The [added: Prior] Peer Group Index [removed: consists] [added: consisted] of AGCO Corporation, Caterpillar Inc., CNH Industrial N.V., Cummins Inc., Dana Incorporated, Deere & Company, Eaton Corporation, Navistar International [removed: Corporation (from 2017 through 2020),] [added: Corporation,] Oshkosh Corporation, TRATON SE [removed: (effective January 1, 2021)] and AB Volvo.
The comparison assumes that $100 was invested December 31, [removed: 2017,] [added: 2018,] in the Company’s common stock and in the stated indices and assumes reinvestment of dividends.
[removed: ][added: ]
| | | [removed: 2017 | | | |] 2018 | | | | 2019 | | | | 2020 | | | | 2021 | | | | 2022 | | | [added: | 2023 | | |]
[removed: | (b) |] Use of Proceeds from Registered Securities. [removed: |]
[removed: | (c) |] Purchases of Equity Securities by the Issuer and Affiliated Purchasers. [removed: |]
As of December 31, [removed: 2022,] [added: 2023,] the Company has repurchased $110.0 million of shares under this plan.
There were no repurchases made during the fourth quarter of [removed: 2022.][added: 2023.]
(a)
| | | | | | | | | | | | | |
| Stock compensation plans approved by stockholders | | | 4,917,291 | | | $ | 57.77 | | | | 15,018,410 | |
Effective January 1, 2023, the Company revised its peer group to include Daimler Truck Holdings AG (effective January 1, 2022) and Iveco Group N.V. (effective January 1, 2022), direct competitors and publicly traded companies, and Terex Corporation (effective January 1, 2019), a more representative Company peer.
The Company removed CNH Industrial N.V., which spun-off Iveco, and Dana Incorporated.
The Current Peer Index also includes AGCO Corporation, Caterpillar Inc., Cummins Inc., Deere & Company, Eaton Corporation, Oshkosh Corporation, TRATON SE (effective January 1, 2021), Navistar International Corporation (from 2018 through 2020) and AB Volvo.
| | | | | | | | | | | | | | | | | | | | | | | | | |
| PACCAR Inc | | | 100 | | | | 145.05 | | | | 162.08 | | | | 171.19 | | | | 200.29 | | | | 310.48 | |
| S&P 500 Index | | | 100 | | | | 131.49 | | | | 155.68 | | | | 200.37 | | | | 164.08 | | | | 207.21 | |
| Current Peer Group Index | | | 100 | | | | 128.46 | | | | 171.67 | | | | 209.23 | | | | 228.09 | | | | 275.53 | |
| Prior Peer Group Index | | | 100 | | | | 128.32 | | | | 170.13 | | | | 209.74 | | | | 230.29 | | | | 272.34 | |
(b)
(c)
| --- | --- |
| Stock compensation plans approved by stockholders | | | 5,244,614 | | | $ | 51.10 | | | | 15,999,952 | |
TRATON SE acquired Navistar International Corporation in 2021.
Meritor Inc. is no longer included in the Peer Group Index of the performance graph due to its acquisition by Cummins Inc. in 2022.
| PACCAR Inc | | | 100 | | | | 84.68 | | | | 122.83 | | | | 137.25 | | | | 144.97 | | | | 169.61 | |
| S&P 500 Index | | | 100 | | | | 95.62 | | | | 125.72 | | | | 148.85 | | | | 191.58 | | | | 156.88 | |
| Peer Group Index | | | 100 | | | | 82.72 | | | | 106.15 | | | | 140.73 | | | | 173.49 | | | | 190.49 | |
Item 6. [Reserved]
0 rewritten, 0 added, 1 removed, 0 unchanged
| --- | --- |
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
800 rewritten, 378 added, 179 removed, 656 unchanged
[removed: CONSOLIDATED STATEMENTS] [added: CONSOLIDATED STATEMENTS] OF [removed: INCOME][added: INCOME]
| [removed: Year] [added: *Year] Ended December [removed: 31,] [added: 31,*] | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | |
| | | [removed: (millions,] [added: *(millions,] except per share [removed: data)] [added: data)*] | | | | | | | | | | |
| [removed: TRUCK,] [added: TRUCK,] PARTS AND [removed: OTHER:] [added: OTHER:] | | | | | | | | | | | | |
| Net sales and revenues | | [removed: $] [added: $] | [removed: 27,314.3] [added: 33,315.5] | | | $ | [removed: 21,834.5] [added: 27,314.3] | | | $ | [removed: 17,154.3] [added: 21,834.5] | |
| Cost of sales and revenues | | | [removed: 23,291.0] [added: 26,894.2] | | | | [removed: 19,092.4] [added: 23,291.0] | | | | [removed: 15,072.7] [added: 19,092.4] | |
| Research and development | | | [removed: 341.2] [added: 410.9] | | | | [removed: 324.1] [added: 341.2] | | | | [removed: 273.9] [added: 324.1] | |
| Selling, general and administrative | | | [removed: 592.4] [added: 604.3] | | | | [removed: 547.4] [added: 592.4] | | | | [removed: 459.2] [added: 547.4] | |
| Interest and other [added: expenses] (income), net | | | [removed: (109.1] [added: 520.4] | [removed: )] | | | [removed: (72.6] [added: (109.1] | ) | | | [removed: (54.1] [added: (72.6] | ) |
| | | | [removed: 24,115.5] [added: 28,429.8] | | | | [removed: 19,891.3] [added: 24,115.5] | | | | [removed: 15,751.7] [added: 19,891.3] | |
| [removed: Truck,] [added: *Truck,] Parts and Other Income Before Income [removed: Taxes] [added: Taxes*] | | | [removed: 3,198.8] [added: 4,885.7] | | | | [removed: 1,943.2] [added: 3,198.8] | | | | [removed: 1,402.6] [added: 1,943.2] | |
| [removed: FINANCIAL SERVICES:] [added: FINANCIAL SERVICES:] | | | | | | | | | | | | |
| Interest and fees | | | [removed: 628.7] [added: 1,009.3] | | | | [removed: 524.4] [added: 628.7] | | | | [removed: 527.4] [added: 524.4] | |
| Operating lease, rental and other revenues | | | [removed: 876.7] [added: 802.6] | | | | [removed: 1,163.4] [added: 876.7] | | | | [removed: 1,046.8] [added: 1,163.4] | |
| Revenues | | | [removed: 1,505.4] [added: 1,811.9] | | | | [removed: 1,687.8] [added: 1,505.4] | | | | [removed: 1,574.2] [added: 1,687.8] | |
| Interest and other borrowing expenses | | | [removed: 216.3] [added: 500.6] | | | | [removed: 150.9] [added: 216.3] | | | | [removed: 192.1] [added: 150.9] | |
| Depreciation and other expenses | | | [removed: 560.8] [added: 590.7] | | | | [removed: 969.4] [added: 560.8] | | | | [removed: 1,008.0] [added: 969.4] | |
| Selling, general and administrative | | | [removed: 133.9] [added: 149.0] | | | | [removed: 129.4] [added: 133.9] | | | | [removed: 122.2] [added: 129.4] | |
| Provision for losses on receivables | | | [removed: 5.5] [added: 31.3] | | | | [removed: .5] [added: 5.5] | | | | [removed: 28.8] [added: .5] | |
| | | | [removed: 916.5] [added: 1,271.6] | | | | [removed: 1,250.2] [added: 916.5] | | | | [removed: 1,351.1] [added: 1,250.2] | |
| [removed: Financial] [added: *Financial] Services Income Before Income [removed: Taxes] [added: Taxes*] | | | [removed: 588.9] [added: 540.3] | | | | [removed: 437.6] [added: 588.9] | | | | [removed: 223.1] [added: 437.6] | |
| Investment income | | | [removed: 61.0] [added: 292.2] | | | | [removed: 15.5] [added: 61.0] | | | | [removed: 35.9] [added: 15.5] | |
| [removed: Total] [added: *Total] Income Before Income [removed: Taxes] [added: Taxes*] | | | [removed: 3,848.7] [added: 5,718.2] | | | | [removed: 2,396.3] [added: 3,848.7] | | | | [removed: 1,661.6] [added: 2,396.3] | |
| Income taxes | | | [removed: 837.1] [added: 1,117.4] | | | | [removed: 530.8] [added: 837.1] | | | | [removed: 360.4] [added: 530.8] | |
| [removed: Net Income] [added: *Net Income*] | | [removed: $] [added: $] | [removed: 3,011.6] [added: 4,600.8] | | | $ | [removed: 1,865.5] [added: 3,011.6] | | | $ | [removed: 1,301.2] [added: 1,865.5] | |
| Basic | | [removed: $] [added: $] | [removed: 5.76] [added: 8.78] | | | $ | [removed: 3.58] [added: 5.76] | | | $ | [removed: 2.50] [added: 3.58] | |
| Diluted | | [removed: $] [added: $] | [removed: 5.75] [added: 8.76] | | | $ | [removed: 3.57] [added: 5.75] | | | $ | [removed: 2.50] [added: 3.57] | |
| Basic | | | [removed: 522.6] [added: 523.9] | | | | [removed: 521.7] [added: 522.6] | | | | [removed: 520.2] [added: 521.7] | |
| Diluted | | | [removed: 523.4] [added: 525.0] | | | | [removed: 522.7] [added: 523.4] | | | | [removed: 521.2] [added: 522.7] | |
[removed: See] [added: *See] notes to consolidated financial [removed: statements.][added: statements.*]
| [removed: Year] [added: *Year] Ended December [removed: 31,] [added: 31,*] | | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | |
| | | [removed: (millions)] [added: *(millions)*] | | | | | | | | | | |
| Unrealized [removed: gains] (losses) [added: gains] on derivative contracts | | | | | | | | | | | | |
| Net [removed: gain] (loss) [added: gain] arising during the period | | | [removed: 17.7] [added: (174.9] | [added: )] | | | [removed: 54.2] [added: 17.7] | | | | [removed: (105.3] [added: 54.2] | [removed: )] |
| Tax effect | | | [removed: (9.1] [added: 37.0] | [removed: )] | | | [removed: (14.3] [added: (9.1] | ) | | | [removed: 26.9] [added: (14.3] | [added: )] |
| Reclassification adjustment | | | [removed: 48.0] [added: 111.8] | | | | [removed: (33.7] [added: 48.0] | [removed: )] | | | [removed: 87.6] [added: (33.7] | [added: )] |
| Tax effect | | | [removed: (8.0] [added: (20.0] | [removed: )] [added: )] | | | [removed: 9.5] [added: (8.0] | [added: )] | | | [removed: (23.1] [added: 9.5] | [removed: )] |
| | | | [removed: 48.6] [added: (46.1] | [added: )] | | | [removed: 15.7] [added: 48.6] | | | | [removed: (13.9] [added: 15.7] | [removed: )] |
| Unrealized [removed: (losses)] gains [added: (losses)] on marketable debt securities | | | | | | | | | | | | |
| Net holding [removed: (loss)] gain [added: (loss)] | | | [removed: (54.9] [added: 43.2] | [removed: )] | | | [removed: (18.8] [added: (54.9] | ) | | | [removed: 13.6] [added: (18.8] | [added: )] |
*See notes to consolidated financial statements.*
| | | $ | 40,823.4 | | | $ | 33,275.5 | |
| | | *(millions)* | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | $ | 40,823.4 | | | $ | 33,275.5 | |
*See notes to consolidated financial statements.*
| | | | | | | | | | | | | |
| | | *(millions)* | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
*See notes to consolidated financial statements.*
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
*See notes to consolidated financial statements.*
A.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
| | | | | | | | | | | | | | | | | |
| | | $ | 334.0 | | | $ | 345.9 | | | $ | 467.6 | | | $ | 483.9 | |
| | | $ | 86.8 | | | $ | 216.3 | | | $ | 77.7 | | | $ | 181.4 | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
In general, finance receivables that are 90 days past due are placed on non-accrual status.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
*December 31, 2023, 2022 and 2021 (currencies in millions)*
New Accounting Pronouncements: In November 2023, the Financial Accounting Standards Board (FASB) issued ASU 2023-07, *Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.* The amendments in this ASU improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.
This ASU is effective for annual periods beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024.
Early adoption is permitted.
The amendments in this ASU should be applied retrospectively to all prior periods presented.
The implementation of this ASU will result in additional disclosures and will not have an impact on the Company’s consolidated financial statements.
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net Income Per Share | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | |
| Treasury stock retirement | | | (2.1 | ) | | | (1.5 | ) | | | (41.4 | ) | |
| Cumulative effect of change in accounting principles | | | | | | | | | | | (4.6 | ) | |
| --- | --- |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | $ | 467.6 | | | $ | 483.9 | | | $ | 659.3 | | | $ | 687.9 | |
| | | $ | 77.7 | | | $ | 181.4 | | | $ | 72.9 | | | $ | 172.1 | |
payments for three months and collection of remaining amounts is considered probable (if contractually modified).
A finance receivable is impaired if it is considered probable the Company will be unable to collect all contractual interest and principal payments as scheduled.
In addition, all retail loans and leases which have been classified as TDRs and all customer accounts over 90 days past due are considered impaired.
Generally, impaired accounts are on non-accrual status.
Change in Accounting: In the first quarter of 2022, the Company changed the method of accounting for its U.S. inventories from last-in-first-out (LIFO) to first-in-first-out (FIFO).
Inventories valued using the LIFO method comprised 41% of consolidated inventories before deducting the LIFO reserve at December 31, 2021.
The Company believes the FIFO method is preferable because it better matches cost with revenues, it results in a more consistent method to value inventory with its foreign subsidiaries and it improves comparability with industry peers.
This change increased Retained Earnings by $140.5 to $10,539.0 at January 1, 2020.
The effects of the change in accounting principle have been retrospectively applied to all periods presented:
The effect of the changes made to the Company’s Consolidated Statements of Comprehensive Income was as follows:
| Year Ended December 31, 2021 | | AS ORIGINALLY REPORTED | | | | EFFECT OF CHANGE | | | | AS ADJUSTED | | |
| Year Ended December 31, 2020 | | AS ORIGINALLY REPORTED | | | | EFFECT OF CHANGE | | | | AS ADJUSTED | | |
| Income Taxes | | | 359.5 | | | | .9 | | | | 360.4 | |
| Net Income | | | 1,298.4 | | | | 2.8 | | | | 1,301.2 | |
The cumulative effect of the changes made to the Company’s Consolidated Balance Sheet was as follows:
| December 31, 2021 | | AS ORIGINALLY REPORTED | | | | EFFECT OF CHANGE | | | | AS ADJUSTED | | |
| Inventories, net | | $ | 1,768.3 | | | $ | 207.7 | | | $ | 1,976.0 | |
| Other liabilities | | | 1,436.5 | | | | 51.1 | | | | 1,487.6 | |
| Retained earnings | | | 11,869.2 | | | | 156.6 | | | | 12,025.8 | |
The change in accounting policy did not materially affect basic or diluted net income per share or income before income taxes within the Truck, Parts and Other segments for the years ended December 31, 2021 and 2020.
There was no impact on total net cash provided by operating activities.
The following table compares the amounts currently reported to amounts that would have been reported under LIFO in the Consolidated Statements of Comprehensive Income.
| Year Ended December 31, 2022 | | AS REPORTED | | | | PRO FORMA UNDER LIFO | | | | EFFECT OF CHANGE | | |
| Cost of sales and revenues | | $ | 23,291.0 | | | $ | 23,340.4 | | | $ | (49.4 | ) |
| Income Taxes | | | 837.1 | | | | 824.9 | | | | 12.2 | |
| Basic | | $ | 5.76 | | | $ | 5.69 | | | $ | .07 | |
| Diluted | | $ | 5.75 | | | $ | 5.68 | | | $ | .07 | |
The effect of the change to income before income taxes within the Truck, Parts and Other segments for the year ended December 31, 2022 would not be material.
In addition, there would be no material effect on the Consolidated Statements of Cash Flows.
The following table compares the amounts currently reported to amounts that would have been reported under LIFO in the Consolidated Balance Sheet.
An excerpt. Shown here: 40 of 800 rewritten, 40 of 378 added and 40 of 179 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. in the FY2023 filing and the FY2022 filing.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
0 rewritten, 0 added, 1 removed, 1 unchanged
| --- | --- |
Item 9A. CONTROLS AND PROCEDURES.
4 rewritten, 0 added, 1 removed, 2 unchanged
[removed: Disclosure] [added: *Disclosure] Controls and [removed: Procedures.][added: Procedures.*]
[removed: Management’s] [added: *Management’s] Report on Internal Control over Financial [removed: Reporting.][added: Reporting.*]
Management’s Report on Internal Control over Financial Reporting on page [removed: 75] [added: 77] and Report of Independent Registered Public Accounting Firm on the Company’s internal control over financial reporting on page [removed: 77] [added: 79] for the year ended December 31, [removed: 2022,] [added: 2023,] are included in this Form 10-K.
There have been no changes in the Company’s internal controls over financial reporting during the fourth quarter of [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
| --- | --- |
Item 9B. OTHER INFORMATION.
0 rewritten, 1 added, 2 removed, 0 unchanged
None of the Company’s directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s year-ended December 31, 2023, as such terms are defined under Item 408(a) of Regulation S-K.
| --- | --- |
Not applicable.
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
1 rewritten, 0 added, 1 removed, 1 unchanged
[removed: PART III][added: PART III]
| --- | --- |
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
4 rewritten, 1 added, 2 removed, 11 unchanged
The following information is included in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference:
The information required by this item is included in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference.
[removed: | | • |] Identification of the audit committee is included under the caption “THE AUDIT COMMITTEE.” [removed: |]
[removed: | | • |] Identification of audit committee financial experts is included under the caption “AUDIT COMMITTEE REPORT.” [removed: |]
The following information is included in the proxy statement for the annual stockholders meeting of April 30, 2024 and is incorporated herein by reference:
| --- | --- |
| --- | --- | --- |
Item 11. EXECUTIVE COMPENSATION.
4 rewritten, 0 added, 2 removed, 0 unchanged
The following information is included in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference:
[removed: | | • |] Compensation of Directors is included under the caption “COMPENSATION OF DIRECTORS.” [removed: |]
[removed: | | • |] Compensation of Executive Officers and Related Matters is included under the caption “COMPENSATION OF EXECUTIVE OFFICERS.” [removed: |]
[removed: | | • |] Compensation Committee Report is under the caption “COMPENSATION COMMITTEE REPORT.” [removed: |]
| --- | --- |
| --- | --- | --- |
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
1 rewritten, 0 added, 1 removed, 1 unchanged
Stock ownership information is included under the captions “STOCK OWNERSHIP OF CERTAIN BENEFICIAL OWNERS” and “STOCK OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS” in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference.
| --- | --- |
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
2 rewritten, 0 added, 1 removed, 0 unchanged
No transactions with management and others as defined by Item 404 of Regulation S‑K occurred in [removed: 2022.][added: 2023.]
Information concerning director independence is included under the caption “BOARD GOVERNANCE” in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference.
| --- | --- |
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
2 rewritten, 0 added, 1 removed, 1 unchanged
Principal accounting fees and services information is included under the caption “INDEPENDENT AUDITORS” in the proxy statement for the annual stockholders meeting of April [removed: 25, 2023] [added: 30, 2024] and is incorporated herein by reference.
[removed: PART IV][added: PART IV]
| --- | --- |
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
54 rewritten, 73 added, 15 removed, 59 unchanged
— Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]
— December 31, [added: 2023,] 2022 and 2021
— [added: Years Ended] December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]
[removed: (2)] Listing of financial statement schedules
[removed: (3)] Listing of Exhibits (in order of assigned index numbers):
| [removed: Exhibit Number |] [added: Exhibit Number] | [removed: Exhibit Description] | [added: Exhibit Description] | | | [removed: Form] | [added: Form] | | | [removed: Date] [added: Date] of First [removed: Filing | | | | Exhibit Number | | File Number] [added: Filing] | | | [added: Exhibit Number] | | [added: File Number] |
| (3) (i) | | | | Articles of Incorporation: | | | | | | | | | | | [removed: | | | | | | |]
| | | | | [Amended and Restated Certificate of Incorporation of PACCAR [removed: Inc](http://www.sec.gov/Archives/edgar/data/75362/000119312518152947/d555135dex3i.htm)] [added: Inc](https://www.sec.gov/Archives/edgar/data/75362/000119312518152947/d555135dex3i.htm)] | | 8-K | | | | [removed: |] May 4, 2018 | | [removed: |] 3(i) | | 001-14817 | [removed: | | | | |]
| | | | | [Certificate of Amendment of Amended and Restated Certificate of Incorporation of PACCAR [removed: Inc](http://www.sec.gov/Archives/edgar/data/75362/000119312520118696/d920234dex3i.htm)] [added: Inc](https://www.sec.gov/Archives/edgar/data/75362/000119312520118696/d920234dex3i.htm)] | | 8-K | | | | [removed: |] April 24, 2020 | | [removed: |] 3(i) | | 001-14817 | [removed: | | | | |]
| | | | | [Certificate of Amendment of the Amended and Restated Certificate of Incorporation of PACCAR [removed: Inc](http://www.sec.gov/Archives/edgar/data/75362/000119312522134022/d352167dex3.htm)] [added: Inc](https://www.sec.gov/Archives/edgar/data/75362/000119312522134022/d352167dex3.htm)] | | 8-K | | | | [removed: |] April 29, 2022 | | [removed: |] 3(i) | | 001-14817 | [removed: | | | | |]
| (ii) | | | | Bylaws: | | | | | | | | | | | [removed: | | | | | | |]
| | | | | [Seventh Amended and Restated Bylaws of PACCAR [removed: Inc](http://www.sec.gov/Archives/edgar/data/75362/000119312522202114/d380342dex993ii.htm)] [added: Inc](https://www.sec.gov/Archives/edgar/data/75362/000119312522202114/d380342dex993ii.htm)] | | 8-K | | | | [removed: |] July 26, 2022 | | [removed: |] 3(ii) | | 001-14817 | [removed: | | | | |]
| (4) | | | | Instruments defining the rights of security holders, including indentures: | | | | | | | | | | | [removed: | | | | | | |]
| | | (a) | | [Indenture for Senior Debt Securities dated as of November 20, 2009 between PACCAR Financial Corp. and The Bank of New York Mellon Trust Company, [removed: N.A.](http://www.sec.gov/Archives/edgar/data/731288/000119312509239324/dex41.htm)] [added: N.A.](https://www.sec.gov/Archives/edgar/data/731288/000119312509239324/dex41.htm)] | | S-3 | | | | [removed: |] November 20, 2009 | | [removed: |] 4.1 | | 333-163273 | [removed: | | | | |]
| | | (b) | | Forms of Medium-Term Note, Series [removed: O] [added: P] (PACCAR Financial Corp.) | | S-3 | | | | [removed: |] November [removed: 5, 2015 |] [added: 2, 2018] | | [removed: [4.2](http://www.sec.gov/Archives/edgar/data/731288/000119312515368457/d96921dex42.htm)] [added: [4.2](https://www.sec.gov/Archives/edgar/data/731288/000119312518317201/d622793dex42.htm)] and [removed: [4.3](http://www.sec.gov/Archives/edgar/data/731288/000119312515368457/d96921dex43.htm) | | 333-207838 | | |] [added: [4.3](https://www.sec.gov/Archives/edgar/data/731288/000119312518317201/d622793dex43.htm)] | | [added: 333-228141] |
| | | (c) | | Forms of Medium-Term Note, Series [removed: P] [added: Q] (PACCAR Financial Corp.) | | S-3 | | | | [removed: |] November [removed: 2, 2018 |] [added: 1, 2021] | | [removed: [4.2](http://www.sec.gov/Archives/edgar/data/731288/000119312518317201/d622793dex42.htm)] [added: [4.3](https://www.sec.gov/Archives/edgar/data/731288/000119312521315542/d403723dex43.htm)] and [removed: [4.3](http://www.sec.gov/Archives/edgar/data/731288/000119312518317201/d622793dex43.htm) | | 333-228141 | | |] [added: [4.4](https://www.sec.gov/Archives/edgar/data/731288/000119312521315542/d403723dex44.htm)] | | [added: 333-260663] |
| | | [removed: (e)] [added: (f)] | | [Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the [removed: Listing Particulars] [added: Information Memorandum] dated July [removed: 4, 2019](http://www.sec.gov/Archives/edgar/data/75362/000156459019038819/pcar-ex4i_252.htm)] [added: 13, 2022](https://www.sec.gov/Archives/edgar/data/75362/000156459022027473/pcar-ex4h_303.htm)] | | 10-Q | | | | | [removed: October 30, 2019] [added: August 2, 2022] | | | [removed: 4(i)] [added: 4(h)] | | 001-14817 | | [removed: | | | |]
| | | [removed: (f)] [added: (d)] | | [Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated May 29, [removed: 20](http://www.sec.gov/Archives/edgar/data/75362/000156459020035572/pcar-ex4h_179.htm)20] [added: 2020](https://www.sec.gov/Archives/edgar/data/75362/000156459020035572/pcar-ex4h_179.htm)] | | 10-Q | | | | | August 3, 2020 | | | 4(h) | | 001-14817 | | [removed: | | | |]
| | | [removed: (g)] [added: (e)] | | [Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated July 15, [removed: 2021](http://www.sec.gov/Archives/edgar/data/75362/000156459021039777/pcar-ex4g_63.htm)] [added: 2021](https://www.sec.gov/Archives/edgar/data/75362/000156459021039777/pcar-ex4g_63.htm)] | | 10-Q | | | | | August 2, 2021 | | | 4(g) | | 01-14817 | | [removed: | | | |]
| | | [removed: (h)] [added: (g)] | | [Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated [removed: July 13, 2022](http://www.sec.gov/Archives/edgar/data/75362/000156459022027473/pcar-ex4h_303.htm)] [added: September 20, 2023](https://www.sec.gov/Archives/edgar/data/75362/000095017023058179/pcar-ex4_g.htm)] | | 10-Q | | | | | [removed: August] [added: November] 2, [removed: 2022] [added: 2023] | | | [removed: 4(h)] [added: 4(g)] | | 001-14817 | | [removed: | | | |]
| | | [removed: (i)] [added: (h)] | | [Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934](http://www.sec.gov/Archives/edgar/data/75362/000156459020005276/pcar-ex4j_578.htm)] [added: 1934](https://www.sec.gov/Archives/edgar/data/75362/000156459020005276/pcar-ex4j_578.htm)] | | 10-K | | | | | February 19, 2020 | | | 4(j) | | 001-14817 | | [removed: | | | |]
| | | | | Pursuant to the Instructions to Exhibits, certain instruments defining the rights of holders of long-term debt securities of the Company and its wholly owned subsidiaries are not filed because the total amount of securities authorized under any such instrument does not exceed 10 percent of the Company’s total assets. The Company will file copies of such instruments upon request of the Commission. | | | | | | | | | | | | | | [removed: | | | |]
| (10) | | | | Material Contracts: | | | | | | | | | | | | | | [removed: | | | |]
| | | (a) | | [PACCAR Inc Amended and Restated Supplemental Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/75362/000110465909012954/a09-1261_1ex10da.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/75362/000110465909012954/a09-1261_1ex10da.htm)] | | 10-K | | | | | | February 27, 2009 | | 10(a) | | | 001-14817 | [removed: | | | |]
| | | (b) | | [Amended and Restated Deferred Compensation [removed: Plan](http://www.sec.gov/Archives/edgar/data/0000075362/000119312512224972/d311298dex10b.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0000075362/000119312512224972/d311298dex10b.htm)] | | 10-Q | | | | | | May 10, 2012 | | 10(b) | | | 001-14817 | [removed: | | | |]
| | | (c) | | [Deferred Incentive Compensation Plan (Amended and Restated as of December 31, [removed: 2004)](http://www.sec.gov/Archives/edgar/data/75362/000110465906012138/a06-2326_1ex10db.htm)] [added: 2004)](https://www.sec.gov/Archives/edgar/data/75362/000110465906012138/a06-2326_1ex10db.htm)] | | 10-K | | | | | | February 27, 2006 | | 10(b) | | | 001-14817 | [removed: | | | |]
| | | (d) | | [Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee [removed: Directors](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex10d_926.htm)* | | | |] [added: Directors](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex10d_926.htm)] | | [added: 10-K] | | | | | | [added: February 22, 2023] | | [added: 10(d)] | | | [added: 001-14817] |
| | | (e) | | [PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Deferred Restricted Stock Unit Agreement for Non-Employee [removed: Directors](http://www.sec.gov/Archives/edgar/data/0000075362/000095013407025148/v36361exv99w3.htm)] [added: Directors](https://www.sec.gov/Archives/edgar/data/0000075362/000095013407025148/v36361exv99w3.htm)] | | 8-K | | | | | | December 10, 2007 | | 99.3 | | | 001-14817 | [removed: | | | |]
| | | (f) | | [Amendment to Compensatory Arrangement with Non-Employee [removed: Directors](http://www.sec.gov/Archives/edgar/data/0000075362/000119312515065702/d823556dex10g.htm)] [added: Directors](https://www.sec.gov/Archives/edgar/data/0000075362/000119312515065702/d823556dex10g.htm)] | | 10-K | | | | | | February 26, 2015 | | 10(g) | | | 001-14817 | [removed: | | | |]
| | | (g) | | [PACCAR Inc Senior Executive Yearly Incentive Compensation [removed: Plan](http://www.sec.gov/Archives/edgar/data/75362/000156459020005276/pcar-ex10g_464.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/75362/000156459020005276/pcar-ex10g_464.htm)] | | 10-K | | | | | | February 19, 2020 | | 10(g) | | | 001-14817 | [removed: | | | |]
| | | (h) | | [PACCAR Inc Long Term Incentive [removed: Plan](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex10h_925.htm)* | | | |] [added: Plan](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex10h_925.htm)] | | [added: 10-K] | | | | | | [added: February 22, 2023] | | [added: 10(h)] | | | [added: 001-14817] |
| | | (i) | | [Amendment One to PACCAR Inc Long Term Incentive Plan, Nonstatutory Stock Option Agreement and Form of Option Grant [removed: Agreement](http://www.sec.gov/Archives/edgar/data/75362/000119312513324177/d542389dex10k.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/75362/000119312513324177/d542389dex10k.htm)] | | 10-Q | | | | | | August 7, 2013 | | 10(k) | | | 001-14817 | [removed: | | | |]
| | | (j) | | [PACCAR Inc Long Term Incentive Plan, 2018 Form of Restricted Stock Award [removed: Agreement](http://www.sec.gov/Archives/edgar/data/75362/000156459019003670/pcar-ex10m_938.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/75362/000156459019003670/pcar-ex10m_938.htm)] | | 10-K | | | | | | February 21, 2019 | | 10(m) | | | 001-14817 | [removed: | | | |]
| | | (k) | | [PACCAR Inc Long Term Incentive Plan, Form of Restricted Stock Unit [removed: Agreement](http://www.sec.gov/Archives/edgar/data/75362/000156459019003670/pcar-ex10n_939.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/75362/000156459019003670/pcar-ex10n_939.htm)] | | 10-K | | | | | | February 21, 2019 | | 10(n) | | | 001-14817 | [removed: | | | |]
| | | (l) | | [PACCAR Inc Savings Investment Plan, Amendment and Restatement effective September 1, [removed: 2016](http://www.sec.gov/Archives/edgar/data/75362/000119312516760179/d245955dex10q.htm)] [added: 2016](https://www.sec.gov/Archives/edgar/data/75362/000119312516760179/d245955dex10q.htm)] | | 10-Q | | | | | | November 4, 2016 | | 10(q) | | | 001-14817 | [removed: | | | |]
| | | [removed: (q)] [added: (m)] | | [Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Deferred Restricted Stock Unit Grant [removed: Agreement](http://www.sec.gov/Archives/edgar/data/75362/000119312515065702/d823556dex10t.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/75362/000119312515065702/d823556dex10t.htm)] | | 10-K | | | | | | February 26, 2015 | | 10(t) | | | 001-14817 | | [removed: | | |]
| | | [removed: (r)] [added: (n)] | | [Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Restricted Stock Grant [removed: Agreement](http://www.sec.gov/Archives/edgar/data/75362/000119312515065702/d823556dex10u.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/75362/000119312515065702/d823556dex10u.htm)] | | 10-K | | | | | | February 26, 2015 | | 10(u) | | | 001-14817 | | [removed: | | |]
| (21) | | | | [Subsidiaries of the [removed: registrant*](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex21_6.htm) | | |] [added: registrant*](https://www.sec.gov/Archives/edgar/data/75362/000095017024017900/pcar-ex21.htm)] | | | | | | | | | | | | | | |
| (23) | | | | [Consent of the independent registered public accounting [removed: firm*](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex23_9.htm) | | |] [added: firm*](https://www.sec.gov/Archives/edgar/data/75362/000095017024017900/pcar-ex23.htm)] | | | | | | | | | | | | | | |
| (24) | | | | [Power of attorney – Powers of attorney of certain [removed: directors*](https://www.sec.gov/Archives/edgar/data/75362/000156459023002203/pcar-ex24_7.htm) | | |] [added: directors*](https://www.sec.gov/Archives/edgar/data/75362/000095017024017900/pcar-ex24.htm)] | | | | | | | | | | | | | | |
— December 31, 2023 and 2022
— Years Ended December 31, 2023, 2022 and 2021
— Years Ended December 31, 2023, 2022 and 2021
(2)
(3)
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| | | (d) | | Forms of Medium-Term Note, Series Q (PACCAR Financial Corp.) | | S-3 | | | | | November 1, 2021 | | | [4.3](http://www.sec.gov/Archives/edgar/data/731288/000119312521315542/d403723dex43.htm) and [4.4](http://www.sec.gov/Archives/edgar/data/731288/000119312521315542/d403723dex44.htm) | | 333-260663 | | | | | |
| | | (m) | | [Memorandum of Understanding, dated as of May 11, 2007, by and among PACCAR Engine Company, the State of Mississippi and certain state and local supporting governmental entities](http://www.sec.gov/Archives/edgar/data/75362/000110465907040439/a07-14152_1ex10d1.htm) | | 8-K | | | | | | May 16, 2007 | | 10.1 | | | 001-14817 | | | | |
| | | (n) | | [Letter Waiver Dated as of July 22, 2008 amending the Memorandum of Understanding, dated as of May 11, 2007, by and among PACCAR Engine Company, the State of Mississippi and certain state and local supporting governmental entities](http://www.sec.gov/Archives/edgar/data/75362/000110465908065948/a08-25318_1ex10do.htm) | | 10-Q | | | | | | October 27, 2008 | | 10(o) | | | 001-14817 | | | | |
| | | (o) | | [Second Amendment to Memorandum of Understanding dated as of September 26, 2013, by and among PACCAR Engine Company, the Mississippi Development Authority and the Mississippi Major Economic Impact Authority](http://www.sec.gov/Archives/edgar/data/75362/000119312513432974/d586294dex10u.htm) | | 10-Q | | | | | | November 7, 2013 | | 10(u) | | | 001-14817 | | | | |
| | | (p) | | [Third Amendment to Memorandum of Understanding dated as of November 12, 2019, by and among PACCAR Engine Company, the Mississippi Development Authority and the Mississippi Major Economic Impact Authority](http://www.sec.gov/Archives/edgar/data/75362/000156459020005276/pcar-ex10r_693.htm) | | 10-K | | | | | | February 19, 2020 | | 10(r) | | | 001-14817 | | | | |
| (101.CAL) | | | | Inline XBRL Taxonomy Extension Calculation Linkbase Document* | | | | | | | | | | | | | | | | | |
| (101.DEF) | | | | Inline XBRL Taxonomy Extension Definition Linkbase Document* | | | | | | | | | | | | | | | | | |
| (101.LAB) | | | | Inline XBRL Taxonomy Extension Label Linkbase Document* | | | | | | | | | | | | | | | | | |
| (101.PRE) | | | | Inline XBRL Taxonomy Extension Presentation Linkbase Document* | | | | | | | | | | | | | | | | | |
SIGNATURES
| */s/ B. E. Ford | | Director |
| B. E. Ford | | |
An excerpt. Shown here: 40 of 54 rewritten, 40 of 73 added and all 15 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES. in the FY2023 filing and the FY2022 filing.