Sensata Technologies Holding plcST
Sensata Technologies Holding plc Goodwill & Intangibles Disclosure
Goodwill and Other Intangible Assets, Net
Goodwill
The following table presents the changes in net goodwill by segment for the years ended December 31, 2025 and 2024.
Automotive (1) | Industrials (1) | Aerospace, Defense, and Commercial Equipment (1) | Total | ||||||||||||||||||||
| Balance as of December 31, 2023 | $ | 1,728.5 | $ | 1,149.8 | $ | 664.5 | $ | 3,542.8 | |||||||||||||||
Divestiture | (7.2) | — | (1.6) | (8.8) | |||||||||||||||||||
Goodwill impairment charge (2) | — | (150.1) | — | (150.1) | |||||||||||||||||||
Foreign currency translation effect | (0.1) | — | — | (0.1) | |||||||||||||||||||
Goodwill reallocation | 21.0 | — | (21.0) | — | |||||||||||||||||||
| Balance as of December 31, 2024 | 1,742.2 | 999.7 | 641.9 | 3,383.8 | |||||||||||||||||||
Goodwill impairment charge (2) | — | (225.7) | — | (225.7) | |||||||||||||||||||
Foreign currency translation effect | 0.1 | — | — | 0.1 | |||||||||||||||||||
| Balance as of December 31, 2025 | $ | 1,742.3 | $ | 774.0 | $ | 641.9 | $ | 3,158.2 | |||||||||||||||
__________________________
(1) Effective December 31, 2025, we reorganized our reporting units into new reportable segments. Refer to Note 20: Segment Reporting for additional information. There was no accumulated goodwill impairment related to either the Automotive or the Aerospace, Defense, and Commercial Equipment reportable segments as of December 31, 2025. 2024. and 2023. Accumulated goodwill impairment related to the Industrials reportable segment was $394.3 million, $168.6 million, and $18.5 million as of December 31, 2025, 2024, and 2023. In the fourth quarter of 2023, we recorded a $321.7 million impairment charge in connection with our former Insights reporting unit which was not aggregated into a reportable segment.
(2) In the third quarters of 2025 and 2024, we determined that our Dynapower reporting unit was impaired and we recorded non-cash impairment charges of $225.7 million and $150.1 million, respectively. Refer to additional information under the heading Reporting Units below.
Acquisitions and Divestitures
Goodwill attributed to acquisitions reflects our allocation of purchase price to the estimated fair value of certain assets acquired and liabilities assumed. Net assets acquired are comprised of tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. We apply estimates and assumptions to determine the fair value of the intangible assets and of any contingent consideration obligations. Critical estimates in valuing purchased technology, customer relationships, and other identifiable intangible assets include future cash flows that we expect to generate from the acquired assets. In addition, we estimate the economic lives of these identified intangible assets and these lives are used to calculate
amortization expense. Goodwill has been included in our segments based on a methodology using anticipated future earnings of the components of business.
Reporting Units
In the third quarter of 2025, impairment indicators were identified that suggested the carrying value of the Dynapower reporting unit could exceed its fair values. The primary indicators of impairment were a lower outlook within certain markets that the reporting unit operates in following recent tax legislation being enacted, and the strategic shift to focus on other markets. This revised outlook led to downward revisions of forecasted future cash flows. We evaluated the goodwill of the Dynapower reporting unit for impairment using a combination of a market-based valuation method and an income approach that discounts forecasted cash flows. As these assumptions were largely unobservable, the estimated fair values fall within Level 3 of the fair value hierarchy. A change in our cash flow forecast or the discount rate used would result in an increase or decrease in our calculated fair value. We determined that our Dynapower reporting unit was impaired, and in the third quarter of 2025, we recorded a $225.7 million non-cash impairment charge. If Dynapower does not achieve the forecasted cash flows, there is a possibility that additional impairments of the remaining $4.1 million of goodwill may be recognized in the future.
As of October 1, 2025, we had six reporting units, Automotive, Commercial Equipment, Industrial Solutions, Aerospace, Aftermarket, and Dynapower. There have been no subsequent changes to our reporting units as of December 31, 2025.
We evaluated our goodwill for impairment as of October 1, 2025, using a qualitative analysis. A qualitative analysis is performed by evaluating events and circumstances that most affect the fair value of each reporting unit, including macroeconomic conditions, market conditions, industry trends, cost factors, financial performance, and other relevant qualitative factors. The results of the qualitative analyses did not indicate a need to perform quantitative analysis, as we determined that it is more likely than not that the fair value of each of our reporting units exceeded their respective carrying values. No events or circumstances occurred between October 1, 2025 and December 31, 2025 that would more likely than not reduce the fair values of the reporting units below their carrying amounts.
We consider a combination of quantitative and qualitative factors to determine whether a reporting unit is at risk of failing the goodwill impairment test, including: the timing of our most recent quantitative impairment tests and the relative amount by which a reporting unit’s fair value exceeded its then carrying value, the inputs and assumptions underlying our valuation models and the sensitivity of our fair value measurements to those inputs and assumptions, the impact that adverse economic or market conditions may have on the degree of uncertainty inherent in our long-term operating forecasts, and changes in the carrying value of a reporting unit’s net assets from the time of our most recent goodwill impairment test. We also consider the impact of recent impairments in our expectations of the reporting units, such as the Dynapower reporting unit, and how actual performance against the forecasted performance, might put pressure on the reporting unit's fair value over carrying value in the short term.
Indefinite-Lived Intangible Assets
We own the Klixon® and Airpax® tradenames, which are indefinite-lived intangible assets as they have been in continuous use since 1927 and 1948, respectively, and we have no plans to discontinue using either of them. We evaluated our indefinite-lived intangible assets for impairment as of October 1, 2025 and 2024 using a qualitative analysis and no impairment was identified. As of each of December 31, 2025 and 2024, we have $59.1 million and $9.4 million for the Klixon® and Airpax® tradenames, respectively, on our consolidated balance sheets.
Definite-Lived Intangible Assets
The following tables outline the components of definite-lived intangible assets as of December 31, 2025 and 2024:
As of December 31, 2025 | |||||||||||||||||||||||||||||||||||
| Weighted- Average Life (years) | Gross Carrying Amount | Accumulated Amortization | Accumulated Impairment | Foreign Currency Translation Effect | Net Carrying Value | ||||||||||||||||||||||||||||||
Completed technologies | 10 | $ | 893.0 | $ | (769.6) | $ | (2.4) | $ | 0.2 | $ | 121.2 | ||||||||||||||||||||||||
Customer relationships | 11 | 1,863.9 | (1,691.9) | (12.2) | — | 159.8 | |||||||||||||||||||||||||||||
Backlog | 0 | 15.5 | (15.5) | — | — | — | |||||||||||||||||||||||||||||
Tradenames | 14 | 96.8 | (39.3) | — | — | 57.5 | |||||||||||||||||||||||||||||
| Capitalized software and other | 5 | 77.0 | (72.4) | — | — | 4.6 | |||||||||||||||||||||||||||||
| Total | 11 | $ | 2,946.2 | $ | (2,588.7) | $ | (14.6) | $ | 0.2 | $ | 343.1 | ||||||||||||||||||||||||
As of December 31, 2024 | |||||||||||||||||||||||||||||||||||
| Weighted- Average Life (years) | Gross Carrying Amount | Accumulated Amortization | Accumulated Impairment | Foreign Currency Translation Effect | Net Carrying Value | ||||||||||||||||||||||||||||||
Completed technologies (1)(2) | 11 | $ | 924.5 | $ | (767.3) | $ | (2.4) | $ | (0.1) | $ | 154.7 | ||||||||||||||||||||||||
Customer relationships (1)(2) | 11 | 1,883.8 | (1,676.0) | (12.2) | — | 195.6 | |||||||||||||||||||||||||||||
| Backlog | 1 | 15.5 | (13.3) | — | — | 2.2 | |||||||||||||||||||||||||||||
Tradenames (1)(2) | 15 | 99.9 | (35.6) | — | — | 64.3 | |||||||||||||||||||||||||||||
| Capitalized software and other | 6 | 76.7 | (69.1) | — | — | 7.6 | |||||||||||||||||||||||||||||
| Total | 12 | $ | 3,000.4 | $ | (2,561.3) | $ | (14.6) | $ | (0.1) | $ | 424.4 | ||||||||||||||||||||||||
__________________________
(1) During the year ended December 31, 2024, we sold the Insights Business, which included approximately $58.7 million, $184.3 million and $4.0 million of net assets for completed technologies, customer relationships, and tradenames, respectively.
(2) During the year ended December 31, 2024, we completed our exit of the Spear businesses triggering the acceleration of amortization totaling $7.1 million, $2.1 million and $0.5 million for completed technologies, customer relationships and trademarks, respectively.
The following table outlines amortization of definite-lived intangible assets for the years ended December 31, 2025, 2024, and 2023:
For the year ended December 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| Acquisition-related definite-lived intangible assets | $ | 76.9 | $ | 140.6 | $ | 167.7 | |||||||||||
| Capitalized software | 3.3 | 5.1 | 6.2 | ||||||||||||||
| Amortization of intangible assets | $ | 80.2 | $ | 145.7 | $ | 173.9 | |||||||||||
The table below presents estimated amortization of definite-lived intangible assets for each of the next five years:
| For the year ended December 31, | |||||
| 2026 | $ | 62.5 | |||
| 2027 | $ | 54.6 | |||
| 2028 | $ | 45.4 | |||
| 2029 | $ | 36.3 | |||
| 2030 | $ | 31.1 | |||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Feb 28, 2025 | |
| 2023 | Feb 29, 2024 | |
| 2022 | Feb 13, 2023 | |
| 2021 | Feb 10, 2022 | |
| 2020 | Feb 12, 2021 | |
| 2019 | Feb 11, 2020 | |
| 2018 | Feb 6, 2019 | |
| 2017 | Feb 1, 2018 | |
| 2016 | Feb 2, 2017 | |
| 2015 | Feb 2, 2016 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.