CTS Corp 2024年度报告

(Mark One) ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 CTS CORPORATION Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☒Yes☐No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.☐Yes☒No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerginggrowth company. See the definitions of "large accelerated filer", "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 ofthe Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13 (a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflectthe correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any ofthe registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐Yes☒No The aggregate market value of the voting and non-voting stock held by non-affiliates of CTS Corporation, based upon the closing sales price of CTS common stockon June 28, 2024, was approximately $1,564,539,350. There were30,041,311shares of common stock, without par value, outstanding on February 21, 2025. DOCUMENTS INCORPORATED BY REFERENCE (1)Portions of the Proxy Statement to be filed for the annual meeting of shareholders to be held on or about May 8, 2025 are incorporated by reference in PartIII. TABLE OFCONTENTS ITEMPAGEPART I1.Business41A.Risk Factors91B.Unresolved Staff Comments201C.Cybersecurity202.Properties213.Legal Proceedings224.Mine Safety Disclosures22PART II5.Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities226.[Reserved]237.Management's Discussion and Analysis of Financial Condition and Results of Operations247A.Quantitative and Qualitative Disclosures About Market Risk298.Financial Statements and Supplementary Data319.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure699A.Controls and Procedures699B.Other Information719C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections71PART III10.Directors, Executive Officers and Corporate Governance7111.Executive Compensation7112.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters7213.Certain Relationships and Related Transactions, and Director Independence7214.Principal Accountant Fees and Services72PART IV15.Exhibits and Financial Statements Schedules7316.Form 10-K Summary74Signatures75 Safe Harbor Forward-Looking Statements The statements contained in this document regarding expectations of our performance or other matters that may affect our business,results of operations, or financial condition are, or may be deemed to be, “forward-looking statements” as defined by the “safeharbor” provisions in the Private Securities Litigation Reform Act of 1995. Such statements are made in reliance on the safe harborprovisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements,other than statements of h