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UFP Industries Inc 2025年度报告

2026-02-25美股财报王***
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UFP Industries Inc 2025年度报告

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934. For thefiscalyear endedDecember27,2025.OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934. Forthe transition period of ____ to _____. Commission File No.:0-22684 UFP INDUSTRIES,INC. (Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code(616) 364-6161 Securities registered pursuant to Section12(b) of the Act: Title of Each ClassTrading SymbolName of Each Exchange on Which RegisteredCommon Stock, $1 par valueUFPIThe NASDAQ Global Select Market Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuantto Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrantwas 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 reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller ReportingCompany☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with a new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the 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-basedcompensation received by any of the 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 Act).Yes☐No☒ The aggregate market value of the common stock held by non-affiliates of the registrant (i.e. excluding shares held by executiveofficers, directors, and control persons as defined in Rule405, 17 CFR 230.405) on June 27, 2025 (which was the last trading day of theregistrant’s second quarter in the fiscal year ended December27,2025) was $5,506,165,241 computed at the closing price of $99.78 onthat date. As of January 31, 2026, 56,594,928 shares of the registrant’s common stock, $1 par value, were outstanding. Certain portions of the registrant’s Proxy Statement for its 2026 Annual Meeting of Shareholders are incorporated by reference intoPartIII of this Report. ExhibitIndex located on pageE-79. ANNUAL REPORT ON FORM10-KDECEMBER 27, 2025TABLE OF CONTENTS PART I Item 1.Business.Item 1A. Risk Factors.Item 1B. Unresolved Staff Comments.Item 1C.Cybersecurity.Item 2.Properties.Item 3.Legal Proceedings.Item 4.Mine Safety Disclosures. Additional Item: Executive Officers of the Registrant.15 PART II Item 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchasesof Equity Securities.17Item 6.[Reserved]20Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.20Item 7A.Quantitative and Qualitative Disclosures About Market Risk.39Item 8.Financial Statements and Supplementary Data.40Item 9.Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.74Item 9A. Controls and Procedures.74Item 9B. Other Information.75Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.75 PART III Item 10.Directors, Executive Officers and Corporate Governance.75Item 11.Executive Compensation.77Item 12.Security Ownership of Certain Beneficial Owners and M