Gentherm Inc Income Taxes Disclosure
Note 18 — Income Taxes
The income tax provisions were calculated based upon the following components of earnings before income tax for the years ended December 31, 2025, 2024 and 2023:
|
|
Year Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
(Loss) earnings before income tax: |
|
|
|
|
|
|
|
|
|
|||
Domestic |
|
$ |
(104,058 |
) |
|
$ |
(54,073 |
) |
|
$ |
(37,222 |
) |
Foreign |
|
|
139,893 |
|
|
|
156,338 |
|
|
|
92,176 |
|
Earnings before income tax |
|
$ |
35,835 |
|
|
$ |
102,265 |
|
|
$ |
54,954 |
|
The components of the provision for income taxes for the years ended December 31, 2025, 2024 and 2023 are summarized as follows:
|
|
Year Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
Current income tax expense (benefit): |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
$ |
1,306 |
|
|
$ |
(1,181 |
) |
|
$ |
3,510 |
|
State and local |
|
|
(18 |
) |
|
|
679 |
|
|
|
414 |
|
Foreign |
|
|
38,598 |
|
|
|
27,240 |
|
|
|
23,759 |
|
Total current income tax expense |
|
|
39,886 |
|
|
|
26,738 |
|
|
|
27,683 |
|
Deferred income tax (benefit) expense: |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
|
(10,155 |
) |
|
|
(7,944 |
) |
|
|
(7,495 |
) |
State and local |
|
|
2 |
|
|
|
66 |
|
|
|
444 |
|
Foreign |
|
|
(12,183 |
) |
|
|
18,458 |
|
|
|
(6,021 |
) |
Total deferred income tax (benefit) expense |
|
|
(22,336 |
) |
|
|
10,580 |
|
|
|
(13,072 |
) |
Total income tax expense |
|
$ |
17,550 |
|
|
$ |
37,318 |
|
|
$ |
14,611 |
|
No income taxes have been provided on indefinitely reinvested earnings of certain foreign subsidiaries at December 31, 2025. In addition, deferred U.S. income taxes have not been provided on the undistributed earnings of the Company’s foreign subsidiaries since these earnings will not be taxable upon repatriation to the United States. These earnings will be primarily treated as previously taxed income from either the one-time transition tax or global intangible low-taxed income provision, or they will be offset with a 100% dividend received deduction.
To the extent dividends are paid within foreign tiered subsidiaries, withholding and income taxes may be incurred upon repatriation through the chain. Taxes of $6,963 have been accrued on undistributed earnings that are not indefinitely reinvested and are primarily related to China, Germany, Korea, Ukraine, North Macedonia, Czech Republic and Malta. As of December 31, 2025, taxes have not been provided on $115,705 of undistributed earnings in various subsidiaries as those earnings have been indefinitely invested. If, in the future, these earnings were to be repatriated to foreign affiliates, additional tax provisions would be required. It is not practicable to determine the unrecognized deferred tax liability on these undistributed earnings. There are no other material liabilities for income taxes on the undistributed earnings of foreign subsidiaries, as the Company has concluded that such earnings are either indefinitely reinvested or should not give rise to additional income tax liabilities as a result of the distribution of such earnings.
The deferred tax assets and deferred tax liabilities and related valuation allowance were comprised of the following as of December 31, 2025 and 2024:
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Deferred tax assets: |
|
|
|
|
|
|
||
Net operating losses |
|
$ |
25,967 |
|
|
$ |
35,966 |
|
Intangible assets |
|
|
8,711 |
|
|
|
10,893 |
|
Research and development credits |
|
|
5,920 |
|
|
|
5,475 |
|
Property and equipment |
|
|
4,779 |
|
|
|
4,132 |
|
Valuation reserves and accrued liabilities |
|
|
13,872 |
|
|
|
8,446 |
|
Capitalized research and development costs |
|
|
26,548 |
|
|
|
28,318 |
|
Stock compensation |
|
|
2,258 |
|
|
|
2,039 |
|
Defined benefit obligation |
|
|
2,241 |
|
|
|
1,514 |
|
Inventory |
|
|
1,198 |
|
|
|
717 |
|
Other credits |
|
|
5,609 |
|
|
|
— |
|
Unrealized foreign currency exchange losses |
|
|
6,467 |
|
|
|
— |
|
Other |
|
|
14,921 |
|
|
|
8,707 |
|
Total deferred tax asset |
|
|
118,491 |
|
|
|
106,207 |
|
Valuation allowance |
|
|
(11,366 |
) |
|
|
(25,272 |
) |
Deferred tax liabilities: |
|
|
|
|
|
|
||
Unrealized foreign currency exchange gains |
|
$ |
(309 |
) |
|
$ |
(1,092 |
) |
Undistributed profits of subsidiary |
|
|
(10,287 |
) |
|
|
(5,016 |
) |
Property and equipment |
|
|
(6,820 |
) |
|
|
(10,524 |
) |
Intangible assets |
|
|
(9,322 |
) |
|
|
(8,720 |
) |
Other |
|
|
(6,663 |
) |
|
|
(1,383 |
) |
Total deferred tax liability |
|
|
(33,401 |
) |
|
|
(26,735 |
) |
Net deferred tax asset |
|
$ |
73,724 |
|
|
$ |
54,200 |
|
A reconciliation between the statutory Federal income tax rate and the effective rate of income tax expense for the year ended December 31, 2025 is as follows:
|
|
Year Ended December 31, |
|
|||||
|
|
2025 |
|
|
Percent of Pre-tax Income |
|
||
Pre-tax book income |
|
$ |
35,835 |
|
|
|
|
|
U.S. Federal statutory rate |
|
|
7,525 |
|
|
|
21.0 |
% |
State and local income taxes (net of Federal benefit)a |
|
|
(52 |
) |
|
|
(0.2 |
)% |
Foreign tax effects |
|
|
|
|
|
|
||
China |
|
|
|
|
|
|
||
Statutory tax rate difference between China and United States |
|
|
2,072 |
|
|
|
5.8 |
% |
Tax rate holiday |
|
|
(1,747 |
) |
|
|
(4.9 |
)% |
R&D super deduction |
|
|
(2,074 |
) |
|
|
(5.8 |
)% |
Withholding taxes |
|
|
1,650 |
|
|
|
4.6 |
% |
Other |
|
|
343 |
|
|
|
1.0 |
% |
Germany |
|
|
|
|
|
|
||
Statutory tax rate difference between Germany and United States |
|
|
794 |
|
|
|
2.2 |
% |
Local Income Taxes |
|
|
(1,703 |
) |
|
|
(4.8 |
)% |
Provision to Return |
|
|
(1,304 |
) |
|
|
(3.6 |
)% |
Tax on Intercompany Distributions |
|
|
1,891 |
|
|
|
5.3 |
% |
Other |
|
|
243 |
|
|
|
0.7 |
% |
Hungary |
|
|
|
|
|
|
||
Statutory tax rate difference between Hungary and United States |
|
|
(9,434 |
) |
|
|
(26.3 |
)% |
Qualified Domestic Minimum Top-up Tax (QDMTT) |
|
|
3,319 |
|
|
|
9.3 |
% |
Local Business Tax & Local Innovation Tax |
|
|
2,244 |
|
|
|
6.3 |
% |
Other |
|
|
(12 |
) |
|
|
0.0 |
% |
Korea |
|
|
|
|
|
|
||
Withholding taxes |
|
|
1,952 |
|
|
|
5.4 |
% |
Other |
|
|
(290 |
) |
|
|
(0.8 |
)% |
Other foreign jurisdictions |
|
|
700 |
|
|
|
2.0 |
% |
Effect of changes in tax laws or rates enacted in the current period |
|
|
- |
|
|
|
0.0 |
% |
Effect of cross-border tax laws |
|
|
|
|
|
|
||
Global Intangible Low-Taxed Income (GILTI) |
|
|
6,998 |
|
|
|
19.5 |
% |
Subpart F Income |
|
|
(401 |
) |
|
|
(1.1 |
)% |
Foreign Currency Gain |
|
|
969 |
|
|
|
2.7 |
% |
Tax credits - R&D |
|
|
(1,430 |
) |
|
|
(4.0 |
)% |
Changes in valuation allowances |
|
|
830 |
|
|
|
2.3 |
% |
Non-taxable / non-deductible items |
|
|
|
|
|
|
||
Stock Options / Executive Compensation |
|
|
2,505 |
|
|
|
7.0 |
% |
Transaction Costs |
|
|
1,257 |
|
|
|
3.5 |
% |
Changes in unrecognized tax benefits |
|
|
178 |
|
|
|
0.5 |
% |
Other adjustments |
|
|
527 |
|
|
|
1.4 |
% |
Effective tax rate |
|
$ |
17,550 |
|
|
|
49.0 |
% |
Reconciliations between the statutory Federal income tax rate and the effective rate of income tax expense for the years ended December 31, 2024 and 2023 are as follows:
|
|
Year Ended December 31, |
|
|||||
|
|
2024 |
|
|
2023 |
|
||
Statutory Federal income tax rate |
|
|
21.0 |
% |
|
|
21.0 |
% |
Increase (decrease) resulting from: |
|
|
|
|
|
|
||
Change in valuation allowance |
|
|
(9.0 |
)% |
|
|
(3.1 |
)% |
Effect of different tax rates of foreign jurisdictions |
|
|
(0.7 |
)% |
|
|
0.9 |
% |
Tax credits & deductions related to R&D |
|
|
(3.7 |
)% |
|
|
(8.5 |
)% |
Goodwill impairment |
|
|
— |
|
|
|
4.1 |
% |
Non-deductible expenses |
|
|
15.7 |
% |
|
|
6.8 |
% |
Other foreign, state and local taxes |
|
|
2.1 |
% |
|
|
3.5 |
% |
Tax impact of foreign income |
|
|
7.5 |
% |
|
|
3.6 |
% |
Stock option compensation |
|
|
1.0 |
% |
|
|
— |
|
Audit settlements and statute expirations |
|
|
11.0 |
% |
|
|
— |
|
Incentive tax rates in foreign jurisdictions |
|
|
(5.5 |
)% |
|
|
(1.9 |
)% |
Other |
|
|
(2.9 |
)% |
|
|
0.2 |
% |
Effective rate |
|
|
36.5 |
% |
|
|
26.6 |
% |
The Company has Net Operating Loss (“NOL”) carryforwards as follows:
Jurisdiction |
|
Amount as of December 31, 2025 |
|
|
Years of Expiration |
|
U.S. state income tax |
|
$ |
43,305 |
|
|
2026-2044 |
Foreign |
|
$ |
183,419 |
|
|
Never |
As of December 31, 2025, the Company has consolidated deferred tax assets of $118,491 with a valuation allowance of $11,366 principally related to tax net operating losses, credit carryforwards and other deferred tax assets on certain U.S. state income tax attributes. The Company has considered historical pre-tax income or loss and the four sources of income in determining the need for a valuation allowance when the realization of its deferred tax assets are not more likely than not. The four sources of income considered are 1) taxable income in prior carryback years where carryback is allowable, 2) future reversals of existing temporary differences, 3) consideration of reasonable and prudent tax planning strategies, and 4) forecasts of future taxable income, exclusive of reversing temporary differences and carryforwards. In the cases where a valuation allowance has been recorded, the evidence described above did not result in a conclusion that the deferred tax assets are more likely than not.
The Company has NOL carryforwards in various states associated with the benefits of the state dividends received reduction and foreign royalty exclusion. The state NOL carryforwards generally expire at various dates from 2026 to 2044. We have concluded that there is not sufficient evidence these NOL carryforwards will be utilized, and thus have not recognized the benefit of these NOL carryforwards as of December 31, 2025.
At December 31, 2025, certain non-U.S. subsidiaries had gross NOL carryforwards totaling $183,419 which have no expiration date. The Company has no valuation allowance recorded against deferred tax assets of $21,442 of the total non-U.S. subsidiaries’ net operating loss carryforwards as of December 31, 2025.
The Company is subject to taxation in the United States and various state and foreign jurisdictions. As of December 31, 2025, the Company was no longer subject to U.S. Federal examinations by tax authorities for tax years before 2021 and was no longer subject to foreign examinations by tax authorities for tax years before 2015.
The Company currently benefits from incentive tax rates in various non-U.S. jurisdictions with expiration dates from 2026 – 2028. Certain of the Company’s Chinese subsidiaries benefit from a reduced corporate income tax rate in 2025 as a result of their
High and New Technology Enterprises status. For the years ended December 31, 2025, 2024 and 2023, income in foreign jurisdictions with such holidays was $17,380, $50,372, and $8,185, respectively.
At December 31, 2025, 2024 and 2023, the Company had total unrecognized tax benefits of $7,720, $8,266 and $5,486, respectively, all of which, if recognized, would affect the effective income tax rates. The reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
|
|
Year Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
Balance at beginning of year |
|
$ |
8,266 |
|
|
$ |
5,486 |
|
|
$ |
6,185 |
|
Additions based on tax position related to current year |
|
|
797 |
|
|
|
78 |
|
|
|
87 |
|
Additions based on tax position related to prior year |
|
|
40 |
|
|
|
4,587 |
|
|
|
347 |
|
Reductions from settlements and statute of limitation expiration |
|
|
(2,132 |
) |
|
|
(1,636 |
) |
|
|
(1,266 |
) |
Effect of foreign currency translation |
|
|
749 |
|
|
|
(249 |
) |
|
|
133 |
|
Balance at end of year |
|
$ |
7,720 |
|
|
$ |
8,266 |
|
|
$ |
5,486 |
|
The Company classifies income tax-related penalties and net interest as income tax expense. In the years ended December 31, 2025, 2024 and 2023, income tax related interest and penalties were not material. It is reasonably possible that audit settlements, the conclusions of current examinations or the expiration of the statute of limitations in several jurisdictions could impact the Company’s unrecognized tax benefits.
|
|
Year ended December 31, 2025 |
|
|
Cash paid (received) for income taxes, net of refunds |
|
|
|
|
Federal |
|
$ |
687 |
|
State and local |
|
|
|
|
Other state and local jurisdictions |
|
|
(110 |
) |
Foreign |
|
|
|
|
Canada |
|
|
(2,003 |
) |
China |
|
|
11,903 |
|
Germany |
|
|
3,337 |
|
Hungary |
|
|
7,676 |
|
Korea |
|
|
3,606 |
|
Malta |
|
|
4,997 |
|
Mexico |
|
|
3,296 |
|
Other foreign jurisdictions |
|
|
3,820 |
|
Total Foreign |
|
|
36,632 |
|
Total cash paid for income taxes, net of refunds |
|
$ |
37,209 |
|
Cash paid for income taxes, net of refunds, for the periods ended December 31, 2024 and 2023 were $20,837 and $23,273, respectively.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. OBBBA has not materially impacted the Company's effective tax rate.
In addition, on July 19, 2025, the Act for an Immediate Tax Investment Programme to Strengthen Germany's Business Location (“German Tax Package”) was enacted in Germany. The German Tax Package includes significant provisions, including a gradual reduction in the corporate tax rate from 15% in 2027 to 10% by 2032, in 1% increments beginning in 2028, enhanced depreciation
provisions and expanded relief for research and development expenses. The German Tax Package has not materially impacted the Company’s effective tax rate.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 19, 2026 | Showing above |
| 2024 | Feb 19, 2025 | |
| 2023 | Feb 21, 2024 | |
| 2022 | Feb 24, 2023 | |
| 2021 | Feb 17, 2022 | |
| 2020 | Mar 1, 2021 | |
| 2019 | Feb 20, 2020 | |
| 2018 | Feb 26, 2019 | |
| 2017 | Feb 23, 2018 | |
| 2016 | Feb 23, 2017 | |
| 2015 | Feb 25, 2016 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.