BRUNSWICK CORP

Previous wording

On September 12, 2024, we acquired additional Freedom Boat Club franchise operations and territories in Southeast Florida for net cash consideration of $31.2 million. Refer to Note 4 – Acquisitionsin the Notes to Condensed Consolidated Financial Statements for further information.

Current wording

On September 12, 2024, we acquired additional Freedom Boat Club franchise operations and territories in Southeast Florida for net cash consideration of $31.3 million. Refer to Note 4 – Acquisitionsin the Notes to Condensed Consolidated Financial Statements for further information.

Previous wording

Net sales decreased 5 percent during the first half of 2025, when compared with the first half of 2024. Our international sales decreased 5 percent and 3 percent on a GAAP and constant currency basis, respectively.

Current wording

Net sales decreased 1 percent during the nine months ended September 27, 2025, when compared with the prior year. Our international sales decreased 1 percent on both a GAAP and constant currency basis during the nine months ended September 27, 2025, when compared with the prior year.

Previous wording

Operating earnings in the second quarter of 2025 were $103.3 million and $126.0 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the second quarter of 2024 of $158.3 million and $180.8 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus prior year as the impacts of reinstated variable compensation, lower absorption from decreased production levels, and tariffs were only partially offset by new product momentum, the benefits from the slight sales increase, and ongoing cost control measures throughout the enterprise.

Current wording

Operating (loss) earnings in the third quarter of 2025 were $(242.2) million and $106.4 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the third quarter of 2024 of $98.4 million and $125.9 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus prior year due to the impact of restructuring and impairment charges, tariffs, and reinstatement of variable compensation, which were only partially offset by the impacts of sales increases.

Previous wording

Operating earnings in the first half of 2025 were $159.6 million and $198.1 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the first half of 2024 of $268.9 million and $322.3 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus the first half of 2024 due to the same factors described above and lower sales.

Current wording

Operating (loss) earnings in the nine months ended September 27, 2025 were $(82.6) million and $304.5 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the nine months ended September 28, 2024 of $367.3 million and $448.2 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus prior year due to the impact of restructuring and impairment charges, tariffs, and reinstatement of variable compensation.

Previous wording

Changes in Foreign Currency Rates. Percentage changes in net sales expressed in constant currency reflect the impact that changes in currency exchange rates had on comparisons of net sales. To determine this information, net sales transacted in currencies other than the U.S. dollar have been translated to U.S. dollars using the average exchange rates that were in effect during the comparative period. The percentage change in net sales expressed on a constant currency basis better reflects the changes in the underlying business trends, excluding the impact of translation arising from foreign currency exchange rate fluctuations. Approximately 24 percent of our annual net sales are transacted in a currency other than the U.S. dollar. Our most material exposures include sales in Euros, Canadian dollars, Australian dollars, and Brazilian real.

Current wording

Changes in Foreign Currency Rates. Percentage changes in net sales expressed in constant currency reflect the impact that changes in currency exchange rates had on comparisons of net sales. To determine this information, net sales transacted in currencies other than the U.S. dollar have been translated to U.S. dollars using the average exchange rates that were in effect during the comparative period. The percentage change in net sales expressed on a constant currency basis better reflects the changes in the underlying business trends, excluding the impact of translation arising from foreign currency exchange rate fluctuations. Approximately 25 percent of our annual net sales are transacted in a currency other than the U.S. dollar. Our most material exposures include sales in Euros, Canadian dollars, Australian dollars, and Brazilian real.

Previous wording

The table below summarizes the impact of changes in currency exchange rates and also the impact of acquisitions on our net sales:

Current wording

The table below summarizes the impact of changes in currency exchange rates and the impact of acquisitions on our net sales:

Previous wording

The following table sets forth certain amounts, ratios and relationships calculated from the Condensed Consolidated Statements of Comprehensive Income for the three and six months ended:

Current wording

The following table sets forth certain amounts, ratios, and relationships calculated from the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended:

Previous wording

The following is a reconciliation of our non-GAAP measures, adjusted operating earnings and adjusted diluted earnings per common share from continuing operations for the three and six months ended June 28, 2025 when compared with the same prior year comparative period:

Current wording

The following is a reconciliation of our non-GAAP measures, adjusted operating earnings and adjusted diluted earnings per common share from continuing operations for the three and nine months ended September 27, 2025 when compared with the same prior year comparative period:

Previous wording

(A) We incurred non-recurring costs related to the 2023 IT security incident during the six months ended June 29, 2024.

Current wording

(A) We incurred non-recurring costs related to the 2023 IT security incident during the nine months ended September 28, 2024.

Previous wording

Net sales increased slightly during the second quarter of 2025 and decreased 5 percent during the first half of 2025 when compared with the same prior year periods. The components of the consolidated net sales change were as follows:

Current wording

Net sales increased 7 percent during the third quarter of 2025 and decreased slightly during the nine months ended September 27, 2025 when compared with the same prior year periods. The components of the consolidated net sales change were as follows:

Previous wording

Gross margin decreased 160 basis points in the second quarter of 2025 when compared to the same prior year period, driven by lower absorption from decreased production levels (90 bps), material inflation (50 bps), and foreign currency exchange-rate fluctuations (30 bps), partially offset by acquisitions (10 bps).

Current wording

Gross margin decreased 40 basis points in the third quarter of 2025 when compared to the same prior year period, driven by increased labor costs (98 bps), material inflation (263 bps), and foreign currency exchange-rate fluctuations (20 bps), partially offset by favorable absorption (158 bps) and increased sales (183 bps).

Previous wording

Gross margin decreased 200 basis points in the first half of 2025 when compared to the same prior year period, driven by lower absorption from decreased production levels (170 bps), material inflation (100 bps), and foreign currency exchange-rate fluctuations (40 bps), partially offset by favorable labor costs (100 bps) and acquisitions (10 bps).

Current wording

Gross margin decreased 150 basis points in the nine months ended September 27, 2025 when compared to the same prior year period, driven by lower absorption from decreased production levels (59 bps) and material inflation (142 bps), partially offset by favorable foreign currency exchange-rate fluctuations (30 bps) and labor costs (21 bps).

Previous wording

Selling, general and administrative expense as a percentage of net sales increased 240 basis points during the second quarter of 2025 when compared with the same prior year period due to reinstatement of variable compensation. Research and development expense slightly decreased in the second quarter of 2025 versus the same period in 2024.

Current wording

Selling, general and administrative expense as a percentage of net sales increased 170 basis points during the third quarter of 2025 when compared with the same prior year period due to reinstatement of variable compensation. Research and development expense slightly increased in the third quarter of 2025 versus the same period in 2024.

Previous wording

Selling, general and administrative expense as a percentage of net sales increased 220 basis points during the first half of 2025 when compared with the same prior year period due to lower sales (70 bps) and reinstatement of variable compensation (150 bps). Research and development expense decreased in the first half of 2025 versus the same period in 2024.

Current wording

Selling, general and administrative expense as a percentage of net sales increased 200 basis points during the nine months ended September 27, 2025 when compared with the same prior year period due to lower sales (18 bps) and reinstatement of variable compensation (182 bps). Research and development expense decreased in nine months ended September 27, 2025 versus the nine months ended September 28, 2024.

Previous wording

We recorded Restructuring, exit and impairment charges of $8.0 million and $9.1 million during the three and six months ended June 28, 2025, respectively. We recorded Restructuring, exit and impairment charges of $7.9 million and $21.4 million during the three and six months ended June 29, 2024, respectively. First half 2025 actions are not expected to result in material annualized cost savings. Refer to Note 3 – Restructuring, Exit and Impairment Activities in the Notes to Condensed Consolidated Financial Statements for further information.

Current wording

We recorded Restructuring, exit and impairment charges of $333.8 million and $342.9 million during the three and nine months ended September 27, 2025, respectively. We recorded Restructuring, exit and impairment charges of $12.2 million and $33.6 million during the three and nine months ended September 28, 2024, respectively. We estimate 2025 actions to date will result in approximately $14.0 million of annualized cost savings. Refer to Note 3 –Restructuring, Exit, and Impairment Activities in the Notes to Condensed Consolidated Financial Statements for further information.

Previous wording

We recorded Equity earnings of $1.7 million and $3.9 million in the three and six months ended June 28, 2025, respectively, which were primarily related to our marine and technology-related joint ventures. This compares with Equity earnings of $2.9 million and $5.4 million in the three and six months ended June 29, 2024, respectively.

Current wording

We recorded Equity earnings of $1.5 million and $5.4 million in the three and nine months ended September 27, 2025, respectively, which were primarily related to our marine and technology-related joint ventures. This compares with Equity earnings of $1.6 million and $7.0 million in the three and nine months ended September 28, 2024, respectively.

Previous wording

We recognized $(1.4) million and $(0.1) million of Other expense, net in the three and six months ended June 28, 2025, respectively. This compares with $(0.8) million of Other expense, net in the three and six months ended June 29, 2024, respectively. Other expense, net primarily includes remeasurement gains and losses resulting from changes in foreign currency rates and other postretirement benefit costs.

Current wording

We recognized $(0.4) million and $(0.5) million of Other expense, net in the three and nine months ended September 27, 2025, respectively. This compares with $(1.1) million and $(1.9) million of Other expense, net in the three and nine months ended September 28, 2024, respectively. Other expense, net primarily includes remeasurement gains and losses resulting from changes in foreign currency rates and other post-retirement benefit costs.

Previous wording

Net interest expense increased for the three and six months ended June 28, 2025 when compared with the same prior year period due to lower interest income. We also recognized a loss on early extinguishment of debt during the six months ended June 28, 2025, related to the redemption of our 2049 Notes. Refer to Note 12 – Debt in the Notes to Condensed Consolidated Financial Statements and Note 14 – Debt in the Notes to Consolidated Financial Statements in the 2024 Form 10-K.

Current wording

Net interest expense decreased for the three and nine months ended September 27, 2025 when compared with the same prior year period. We also recognized a loss on early extinguishment of debt during the nine months ended September 27, 2025, related to the redemption of our 2049 Notes. Refer to Note 12 – Debt in the Notes to Condensed Consolidated Financial Statements and Note 14 – Debt in the Notes to Consolidated Financial Statements in the 2024 Form 10-K.

Previous wording

We recognized an Income tax provision for the three and six months ended June 28, 2025 of $15.7 million and $23.6 million compared to $27.7 million and $46.3 million for the three and six months ended June 29, 2024, respectively. The decrease in the Income tax provision for the three and six months ended June 28, 2025 is due to lower pretax income. We have also evaluated the effects of Pillar Two legislation and concluded that the tax effects are not material to the financial statements.

Current wording

We recognized an Income tax (benefit) provision for the three and nine months ended September 27, 2025 of $(32.0) million and $(8.4) million compared to $22.6 million and $68.9 million for the three and nine months ended September 28, 2024, respectively. The decrease in the Income tax (benefit) provision for the three and nine months ended September 27, 2025 is due to lower pretax income, including the impact of impairments. We have also evaluated the effects of Pillar Two legislation and concluded that the tax effects are not material to the financial statements.

Previous wording

The effective tax rate, which is calculated as the Income tax provision as a percentage of Earnings before income taxes, was 20.8 percent and 22.8 percent for the three and six months ended June 28, 2025, respectively. The effective tax rate for the three and six months ended June 29, 2024, was 20.9 percent and 21.1 percent, respectively. Refer to Note 11 – Income Taxesin the Notes to Condensed Consolidated Financial Statements for further information.

Current wording

The effective tax rate, which is calculated as the Income tax (benefit) provision as a percentage of (Loss) earnings before income taxes, was 12.0 percent and 5.2 percent for the three and nine months ended September 27, 2025, respectively. The effective tax rate for the three and nine months ended September 28, 2024, was 32.3 percent and 23.8 percent, respectively. Refer to Note 11 – Income Taxesin the Notes to Condensed Consolidated Financial Statements for further information.

Previous wording

Due to the factors described in the preceding paragraphs, Operating earnings, Net earnings from continuing operations, and Diluted earnings per common share from continuing operations decreased during both the three and six months ended June 28, 2025 when compared with the same prior year period.

Current wording

Due to the factors described in the preceding paragraphs, Operating (loss) earnings, Net (loss) earnings from continuing operations, and Diluted earnings per common share from continuing operations decreased during both the three and nine months ended September 27, 2025 when compared with the same prior year period.

Previous wording

The following table sets forth Propulsion segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and six months ended:

Current wording

The following table sets forth Propulsion segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:

Previous wording

Propulsion segment's net sales increased in the second quarter of 2025 compared to the second quarter of 2024, primarily resulting from stable orders from U.S. OEM customers and beneficial mix and pricing actions.

Current wording

Propulsion segment's net sales increased in the third quarter of 2025 compared to the third quarter of 2024, primarily resulting from strong OEM orders in a low field inventory environment, together with continued robust market share.

Previous wording

Propulsion segment's net sales decreased in the first half of 2025 versus 2024 as the second quarter increase only partially offset first quarter impacts from pipeline management and lower wholesale shipments to OEM boat builder customers.

Current wording

Propulsion segment's net sales slightly decreased in the nine months ended September 27, 2025 versus the nine months ended September 28, 2024 as the third quarter increase only partially offset first half impacts from pipeline management and lower wholesale shipments to OEM boat builder customers.

Previous wording

International sales were 37 percent of the Propulsion segment's net sales in the second quarter of 2025 and increased 8 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 7 percent.

Current wording

International sales were 36 percent of the Propulsion segment's net sales in the third quarter of 2025 and increased 8 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 6 percent.

Previous wording

International sales were 38 percent of Propulsion segment's net sales in the first half of 2025 and increased 1 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 3 percent.

Current wording

International sales were 37 percent of Propulsion segment's net sales in the nine months ended September 27, 2025 and increased 3 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 4 percent.

Previous wording

Propulsion segment's operating earnings in the second quarter of 2025 decreased when compared to the second quarter of 2024 due to the impact of the reinstatement of variable compensation, lower absorption from decreased production levels, and tariffs partially offset by cost control measures and the benefits from the increased sales.

Current wording

Propulsion segment's operating earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024 due to the impact of the reinstatement of variable compensation, and unfavorable tariffs partially offset by improved absorption driven by higher production during the quarter.

Previous wording

The following table sets forth Engine P&A segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and six months ended:

Current wording

The following table sets forth Engine P&A segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:

Previous wording

International sales were 27 percent of the Engine P&A segment's net sales in the second quarter of 2025 and increased 1 percent from the prior year on a GAAP basis. On a constant currency basis, international sales were flat to prior year.

Current wording

International sales were 29 percent of the Engine P&A segment's net sales in the third quarter of 2025 and increased 6 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 4 percent from the prior year.

Previous wording

International sales were 28 percent of Engine P&A segment's net sales in the first half of 2025 and decreased 4 percent from the prior year on a GAAP basis. On a constant currency basis, international sales decreased 3 percent.

Current wording

International sales were 28 percent of Engine P&A segment's net sales in the nine months ended September 27, 2025 and decreased 1 percent from the prior year on a GAAP basis. On a constant currency basis, international sales were flat.

Previous wording

Engine P&A segment's operating earnings in the second quarter of 2025 decreased compared to the second quarter of 2024, due to the impact of reinstated variable compensation and tariffs.

Current wording

Engine P&A segment's operating earnings in the third quarter of 2025 decreased compared to the third quarter of 2024, due to the impact of reinstated variable compensation and tariffs.

Previous wording

The following table sets forth Navico Group segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and six months ended:

Current wording

The following table sets forth Navico Group segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:

Previous wording

Navico Group segment's net sales decreased in the first half of 2025 versus prior year as a result of lower sales to marine OEMs.

Current wording

Navico Group segment's net sales decreased for the nine months ended September 27, 2025 versus prior year as third quarter results only partially offset the first half impact of lower sales to marine OEMs.

Previous wording

International sales were 42 percent of the Navico Group segment's net sales in the first half of 2025 and were flat to prior year on a GAAP and constant currency basis.

Current wording

International sales were 42 percent of the Navico Group segment's net sales in the third quarter of 2025 and were flat from the prior year on a GAAP basis. On a constant currency basis, international sales decreased 3 percent.

Previous wording

Navico Group segment's operating earnings in the second quarter of 2025 decreased when compared to the second quarter of 2024 due to the impact from lower sales, tariffs, and the variable compensation reset.

Current wording

Navico Group segment's operating (loss) earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024 due to non-cash, intangible asset impairment charges along with the impact from tariffs and the variable compensation reset, partially offset by growth in sales and improved gross margins.

Previous wording

The following table sets forth Boat segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and six months ended:

Current wording

The following table sets forth Boat segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:

Previous wording

International sales were 19 percent of the Boat segment's net sales in the second quarter of 2025 and decreased 19 percent from the prior year on a GAAP basis. On a constant currency basis, international sales decreased by 21 percent.

Current wording

International sales were 19 percent of the Boat segment's net sales in the third quarter of 2025 and increased 23 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased by 21 percent.

Previous wording

International sales were 19 percent of the Boat segment's net sales in the first half of 2025 and decreased 20 percent from the prior year on a GAAP basis. On a constant currency basis, international sales decreased by 19 percent.

Current wording

International sales were 19 percent of the Boat segment's net sales in the nine months ended September 27, 2025 and decreased 10 percent from the prior year on both a GAAP basis and constant currency basis.

Previous wording

Boat segment's operating earnings in the second quarter of 2025 decreased when compared to the second quarter of 2024, as the impact of the net sales declines and the variable compensation reset were only partially offset by pricing and continued cost control measures.

Current wording

Boat segment's operating earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024, as the impact of the tariffs and the variable compensation reset were only partially offset by increased net sales.

Previous wording

The following table sets forth Corporate/Other results and a reconciliation to our non-GAAP measure of adjusted operating loss for the three and six months ended:

Current wording

The following table sets forth Corporate/Other results and a reconciliation to our non-GAAP measure of adjusted operating loss for the three and nine months ended: