SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~_____________________________________~~_________________________________________________________________________________



ý☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~_____________________________________~~

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of exchange on which registered
Ordinary Shares - nominal value €0.01 per share	ST	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by ~~section~~Section 13 or 15(d) of the Securities Exchange 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 ý☒ No ¨☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ý☒ 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 emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange ~~Act (Check one):~~

Large accelerated filer

☒

Accelerated filer

☐

~~Large accelerated filer~~

~~Accelerated filer~~

Non-accelerated filer

¨☐

~~(Do not check if a smaller reporting company)~~

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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨☐ No ý☒

As of ~~October 13, 2017, 171,296,417~~April 15, 2022, 156,917,754 ordinary shares were outstanding.

Item 1.Financial Statements.

SENSATA TECHNOLOGIES HOLDING ~~N.V.~~PLC

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

The accompanying notes are an integral part of these condensed consolidated financial statements.

Condensed Consolidated Statements of Operations

(In thousands, except per share amounts)

For the three months ended For the nine months ended
September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Net revenue $ 819,054
$ 789,798
$ 2,466,199
$ 2,413,892
Operating costs and expenses:
Cost of revenue 527,432
508,944
1,601,190
1,574,763
Research and development 34,002
31,601
97,032
95,240
Selling, general and administrative 75,972
75,046
227,256
224,637
Amortization of intangible assets 40,317
50,562
121,578
151,572
Restructuring and special charges 1,329
837
18,768
3,167
Total operating costs and expenses 679,052
666,990
2,065,824
2,049,379
Profit from operations 140,002
122,808
400,375
364,513
Interest expense, net (40,263 ) (41,176 ) (120,578 ) (125,201 )
Other, net 3,112
(726 ) 7,190
4,892
Income before taxes 102,851
80,906
286,987
244,204
Provision for income taxes 14,816
11,121
47,759
48,297
Net income $ 88,035
$ 69,785
$ 239,228
$ 195,907
Basic net income per share: $ 0.51
$ 0.41
$ 1.40
$ 1.15
Diluted net income per share: $ 0.51
$ 0.41
$ 1.39
$ 1.14

The accompanying notes are an integral part of these condensed consolidated financial statements.

Condensed Consolidated Statements of Comprehensive Income

For the three months ended For the nine months ended
September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Net income $ 88,035
$ 69,785
$ 239,228
$ 195,907
Other comprehensive loss, net of tax:
Deferred loss on derivative instruments, net of reclassifications (6,784 ) (8,485 ) (17,820 ) (25,010 )
Defined benefit and retiree healthcare plans 274
24
1,489
291
Other comprehensive loss (6,510 ) (8,461 ) (16,331 ) (24,719 )
Comprehensive income $ 81,525
$ 61,324
$ 222,897
$ 171,188

The accompanying notes are an integral part of these condensed consolidated financial statements.

Condensed Consolidated Statements of Cash Flows

The accompanying notes are an integral part of these condensed consolidated financial statements.

Condensed Consolidated Statements of Changes in Shareholders' Equity


	Ordinary Shares			Treasury Shares			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders' Equity
	Number	Amount		Number	Amount
Balance as of December 31, 2021	174,287	$	2,232	(16,438)	$	(832,439)	$	1,812,244	$	2,132,257	$	(19,560)	$	3,094,734
Surrender of shares for tax withholding	—	—		(3)	(135)		—		—		—		(135)
Stock options exercised	290	4		—	—		12,713		—		—		12,717
Vesting of restricted securities	9	—		—	—		—		—		—		—
Repurchase of ordinary shares	—	—		(1,138)	(67,258)		—		—		—		(67,258)
Retirement of ordinary shares	(3)	—		3	135		—		(135)		—		—
Share-based compensation	—	—		—	—		6,540		—		—		6,540

Net income	—	—		—	—		—		22,441		—		22,441
Other comprehensive income	—	—		—	—		—		—		3,278		3,278
Balance as of March 31, 2022	174,583	$	2,236	(17,576)	$	(899,697)	$	1,831,497	$	2,154,563	$	(16,282)	$	3,072,317


	Ordinary Shares			Treasury Shares			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders' Equity
	Number	Amount		Number	Amount
Balance as of December 31, 2020	173,266	$	2,220	(15,631)	$	(784,596)	$	1,759,668	$	1,777,729	$	(49,535)	$	2,705,486
Surrender of shares for tax withholding	—	—		(4)	(221)		—		—		—		(221)
Stock options exercised	259	3		—	—		10,553		—		—		10,556
Vesting of restricted securities	12	—		—	—		—		—		—		—

Retirement of ordinary shares	(4)	—		4	221		—		(221)		—		—
Share-based compensation	—	—		—	—		5,099		—		—		5,099

Net income	—	—		—	—		—		53,733		—		53,733
Other comprehensive income	—	—		—	—		—		—		15,990		15,990
Balance as of March 31, 2021	173,533	$	2,223	(15,631)	$	(784,596)	$	1,775,320	$	1,831,241	$	(33,545)	$	2,790,643

The accompanying notes are an integral part of these condensed consolidated financial statements.

SENSATA TECHNOLOGIES HOLDING PLC

~~(In thousands, except per share amounts, or unless otherwise noted)~~

1. ~~Business Description and~~ Basis of Presentation

~~Description of Business~~

The accompanying unaudited condensed consolidated financial statements reflect the financial position, results of operations, comprehensive income, ~~and~~ cash flows, and changes in shareholders' equity of Sensata Technologies Holding ~~N.V. ("Sensata N.V.")~~plc, a public limited company incorporated under the laws of England and Wales, and its ~~wholly-owned~~consolidated subsidiaries, collectively referred to as the "Company," "Sensata," "we," "our," or "us."

Sensata N.V. is incorporated under the laws of the Netherlands and conducts its operations through subsidiary companies that operate business and product development centers primarily in the United States (the "U.S."), the Netherlands, Belgium, China, Germany, Japan, South Korea, and the United Kingdom (the "U.K."); and manufacturing operations primarily in China, Malaysia, Mexico, Bulgaria, France, Germany, the U.K., and the U.S. We organize our operations into two businesses, Performance Sensing and Sensing Solutions.

On September 28, 2017, the board of directors of Sensata N.V. unanimously approved a plan to change our parent company’s location of incorporation from the Netherlands to the U.K. To effect this change, the shareholders of Sensata N.V. will be asked to approve a cross-border merger between Sensata N.V. and Sensata Technologies Holding plc (“Sensata U.K.”), a newly formed, public limited company incorporated under the laws of England and Wales, with Sensata U.K. being the surviving entity (the “Merger”). If approved by our shareholders, we would expect to complete the Merger during the first quarter of 2018, which would result in Sensata U.K. becoming the publicly-traded parent of the subsidiary companies that are currently controlled by Sensata N.V.

~~Basis of Presentation~~

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("~~U.S.~~ GAAP") for interim financial information and the instructions to Form 10-Q. Accordingly, these interim financial statements do not include all of the information and note disclosures required by U.S. GAAP for complete financial statements. The accompanying financial information reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the interim period results. The results of operations for the three and nine months ended September 30, 2017 are not necessarily indicative of the results to be expected for the full year, nor were the results of operations of the comparable periods in 2016 necessarily representative of those actually experienced for the full year 2016. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~

~~All intercompany balances~~2021 filed with the U.S. Securities and ~~transactions have been eliminated.~~Exchange Commission (the "SEC") on February 10, 2022 (the "2021 Annual Report").

All U.S. dollar ("USD") and share amounts presented, except per share amounts, are stated in thousands, unless otherwise indicated.

~~Certain reclassifications have been made to prior periods to conform to current period presentation.~~

2. New Accounting Standards

~~In May 2014, the Financial Accounting Standards Board (the "FASB")~~There are no recently issued ~~Accounting Standards Update ("ASU") No. 2014-09,~~ ~~Revenue from Contracts with Customers (Topic 606), which creates one Accounting Standards Codification ("ASC") Topic (FASB ASC 606,~~ ~~Revenue from Contracts with Customers~~)accounting standards that ~~replaces~~have been adopted in the current ~~guidance found in FASB ASC 605,~~ ~~Revenue Recognition~~, and various other revenue accounting standards for specialized transactions and industries. FASB ASU No. 2014-09 outlines a comprehensive five-step revenue recognition model based on the principle that an entity should recognize revenue to depict the transfer of promised goodsperiod or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. FASB ASU No. 2014-09 may be applied using either a full retrospective approach, under which all years included in the financial statements will be ~~presented under the revised guidance,~~adopted in future periods that have had or a modified retrospective approach, under which financial statements will be prepared under the revised guidance for the year of adoption, but not for prior years. Under the latter method, entities will recognize a cumulative catch-up adjustmentare expected to ~~the opening balance of retained earnings at the effective date for contracts that still require performance by the entity.~~

~~In August 2015, the FASB issued ASU No. 2015-14,~~ ~~Revenue from Contracts with Customers (Topic 606): Deferral of Effective Date,~~ which defers the effective date of FASB ASU No. 2014-09 by one year. FASB ASU No. 2014-09 is now effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods. We have developed an implementation plan to adopt this new guidance. As part of this plan, we are currently assessing the impact of the new guidance on our financial position and results of operations. Based on our procedures performed to date, nothing has come to our attention that would indicate that the adoption of FASB ASU No. 2014-09 will have a material impact on our consolidated financial position or results of operations. ~~However, we will continue to evaluate this assessment through~~

3. Revenue Recognition

The following table presents net revenue disaggregated by segment and end market for the ~~remainder~~three months ended March 31, 2022 and 2021:


	For the three months ended March 31, 2022						For the three months ended March 31, 2021
	Performance Sensing		Sensing Solutions		Total		Performance Sensing		Sensing Solutions		Total
Automotive	$	502,362	$	9,285	$	511,647	$	536,713	$	11,500	$	548,213
HVOR (1)	215,335		—		215,335		177,799		—		177,799
Industrial	—		114,619		114,619		—		90,475		90,475
Appliance and HVAC (2)	—		58,825		58,825		—		59,916		59,916
Aerospace	—		33,270		33,270		—		32,677		32,677
Other	—		42,074		42,074		—		33,448		33,448
Total	$	717,697	$	258,073	$	975,770	$	714,512	$	228,016	$	942,528

________________________

(1) Heavy vehicle and off-road

(2) Heating, ventilation and air conditioning

4. Share-Based Payment Plans

The following table presents the components of ~~2017. In addition, the adoption of FASB ASU No. 2014-09 requires new disclosures~~non-cash compensation expense related to ~~revenue recognition, which we are continuing to evaluate. We intend to adopt FASB ASU No. 2014-09 on January 1, 2018 using~~our equity awards for the ~~modified retrospective transition method.~~

~~In February 2016, the FASB issued ASU No. 2016-02,~~ ~~Leases (Topic 842)~~, which establishes new accounting and disclosure requirements for leases. FASB ASU No. 2016-02 requires lessees to classify most leases as either finance or operating leases and to initially recognize a lease liability and right-of-use asset. Entities may elect to account for certain short-term leases (with a term of 12 months or less) using a method similar to the current operating lease model. The statements of operations will include, for finance leases, separate recognition of interest on the lease liability and amortization of the right-of-use asset and for operating leases, a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a straight-line basis. At December 31, 2016, we were contractually obligated to make future payments of $69.8 million under our operating lease obligations in existence as of that date, primarily related to long-term facility leases. While we are in the early stages of our implementation process for FASB ASU No. 2016-02, and have not yet determined its impact on our consolidated financial statements, these leases would potentially be required to be presented on the balance sheet in accordance with the requirements of FASB ASU No. 2016-02. FASB ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual reporting periods, with early adoption permitted. FASB ASU No. 2016-02 must be applied using a modified retrospective approach, which requires recognition and measurement of leases at the beginning of the earliest period presented, with certain practical expedients available.

~~In August 2017, the FASB issued ASU No. 2017-12,~~ ~~Derivatives and Hedging (Topic 815)~~, which changes both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results, in order to better align an entity’s risk management activities and financial reporting for hedging relationships. The amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. FASB ASU No. 2017-12 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual reporting periods, with early adoption permitted. We are still evaluating the impact that this guidance will have on our consolidated financial statements, and we have not yet determined whether we will early adopt FASB ASU No. 2017-12.

~~The components of inventories as of September 30, 2017 and December 31, 2016 were as follows:~~

September 30,
2017 December 31,
2016
Finished goods $ 191,165
$ 169,304
Work-in-process 91,569
74,810
Raw materials 164,752
145,730
Inventories $ 447,486
$ 389,844

~~4. Shareholders' Equity~~

Ordinary shares repurchased by us are recorded at cost, as treasury shares, and result in a reduction of shareholders' equity. We reissue treasury shares as part of our share-based compensation programs. The cost of reissued shares is determined using the first-in, first-out method. During the ninethree months ended ~~September 30, 2017, we reissued 0.5 million treasury shares,~~March 31, 2022 and ~~as a result, we recognized a reduction in Retained earnings of $13.1 million.~~2021:


	For the three months ended
	March 31, 2022		March 31, 2021
Stock options	$	307	$	460
Restricted securities	6,233		4,639
Share-based compensation expense	$	6,540	$	5,099

~~Accumulated Other Comprehensive Loss~~

~~The following is a roll forward of the components of Accumulated other comprehensive loss for the nine months ended September 30, 2017:~~

Cash Flow Hedges Defined Benefit and Retiree Healthcare Plans Accumulated Other Comprehensive Loss
Balance as of December 31, 2016 $ 23
$ (34,090 ) $ (34,067 )
Other comprehensive loss before reclassifications, net of tax (25,078 ) —
(25,078 )
Amounts reclassified from accumulated other comprehensive loss, net of tax 7,258
1,489
8,747
Net current period other comprehensive (loss)/income (17,820 ) 1,489
(16,331 )
Balance as of September 30, 2017 $ (17,797 ) $ (32,601 ) $ (50,398 )

~~The details of the amounts reclassified from Accumulated other comprehensive loss for the three and nine months ended September 30, 2017 and 2016 are as follows:~~

Amount of Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss Affected Line in Condensed Consolidated Statements of Operations
For the three months ended For the nine months ended
Component September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Derivative instruments designated and qualifying as cash flow hedges
Foreign currency forward contracts $ 4,075
$ (2,771 ) $ (3,678 ) $ (15,075 )
Net revenue ⁽¹⁾
Foreign currency forward contracts 1,953
4,834
13,356
14,857

Cost of revenue ⁽¹⁾
Total, before taxes 6,028
2,063
9,678
(218 ) Income before taxes
Income tax effect (1,507 ) (514 ) (2,420 ) 55
Provision for income taxes
Total, net of taxes $ 4,521
$ 1,549
$ 7,258
$ (163 ) Net income

Defined benefit and retiree healthcare plans $ 297
$ (5 ) $ 1,557
$ 324

Various ⁽²⁾
Income tax effect (23 ) 29
(68 ) (33 ) Provision for income taxes
Total, net of taxes $ 274
$ 24
$ 1,489
$ 291
Net income

5. Restructuring and ~~Special~~Other Charges, Net

~~Restructuring~~The following table presents the components of restructuring and ~~special~~other charges, net for the three ~~and nine~~ months ended ~~September 30, 2017 were $1.3 million~~March 31, 2022 and ~~$18.8 million, respectively, which~~2021:


	For the three months ended
	March 31, 2022		March 31, 2021
Q2 2020 Global Restructure Program charges	$	—	$	1,824
Other restructuring and other charges, net
Severance costs, net	587		186
Facility and other exit costs	1,048		666

Other (1)	12,098		1,906
Restructuring and other charges, net	$	13,733	$	4,582

________________________

(1) Primarily includes expenses related ~~primarily~~ to ~~the closing of our facility in Minden, Germany that was part~~acquisition-related incentive compensation, partially offset by a gain resulting from reduction of the ~~acquisition~~liability for contingent consideration for Spear Power Systems ("Spear"). Refer to Note 16: Acquisitions for additional information.

The following table presents a rollforward of certain subsidiaries of Custom Sensors & Technologies Ltd. ("CST"), facility exit costs related to a limited number of other line moves and exit activities, and severance costs related to the termination of a limited number of employees. Charges related to the closing of our facility in Minden, Germany for the three and nine months ended September 30, 2017 consisted of (i) severance charges of $0.0 million and $8.4 million, respectively, and (ii) facility exit costs of $1.3 million and $2.4 million, respectively.

Restructuring and special charges for the three and nine months ended September 30, 2016 were $0.8 million and $3.2 million, respectively, which consisted primarily of facility exit costs related to the relocation of manufacturing lines from our facility in the Dominican Republic to a manufacturing facility in Mexico, and severance charges recorded in connection with acquired businesses and the termination of a limited number of employees. We completed the cessation of manufacturing in our Dominican Republic facility in the third quarter of 2016.

~~Changes to~~ the severance portion of our restructuring ~~liability during~~obligations for the ~~nine~~three months ended ~~September 30, 2017 were as follows:~~March 31, 2022.


	Q2 2020 Global Restructure Program		Other		Total
Balance as of December 31, 2021	$	3,853	$	3,380	$	7,233
Charges, net of reversals	—		587		587
Payments	(2,955)		(1,130)		(4,085)
Foreign currency remeasurement	(6)		12		6
Balance as of March 31, 2022	$	892	$	2,849	$	3,741

Severance
Balance at December 31, 2016 $ 17,350
Charges, net of reversals 11,747
Payments (20,072 )
Impact of changes in foreign currency exchange rates 1,529
Balance at September 30, 2017 $ 10,554

~~Our long-term debt and capital lease and other financing obligations~~The severance liability as of ~~September 30, 2017 and~~ ~~December~~March 31, ~~2016~~ ~~consisted of the following:~~

~~As of September 30, 2017, there~~2022 was ~~$415.3 million of availability under our $420.0 million revolving credit facility, net of $4.7 million~~entirely recorded in letters of credit. Outstanding letters of credit are issued primarily for the benefit of certain operating activities. As of September 30, 2017, no amounts had been drawn against these outstanding letters of credit, which are scheduled to expire on various dates in 2017 and 2018.

~~Accrued Interest~~

~~Accrued interest associated with our outstanding debt is included as a component of Accrued~~accrued expenses and other current liabilities ~~in the~~on our condensed consolidated balance ~~sheets. As~~sheet.

The following table presents the components of ~~September 30, 2017~~other, net for the three months ended March 31, 2022 and ~~December 31, 2016, accrued interest totaled $45.7 million and $36.8 million, respectively.~~2021:


	For the three months ended
	March 31, 2022		March 31, 2021
Currency remeasurement loss on net monetary assets	$	(67)	$	(1,477)
Loss on foreign currency forward contracts	(1,243)		(958)
Gain/(loss) on commodity forward contracts	9,424		(1,153)
Loss on debt financing	—		(30,066)
Mark-to-market loss on investments, net	(59,279)		—
Net periodic benefit cost, excluding service cost	(755)		(2,410)
Other	1,464		(3,333)
Other, net	$	(50,456)	$	(39,397)

~~We recorded a Provision~~The following table presents the provision for income taxes for the three months ended ~~September 30, 2017~~March 31, 2022 and ~~2016~~2021:


	For the three months ended
	March 31, 2022		March 31, 2021


Provision for income taxes	$	7,588	$	20,281

The decrease in total tax for the ~~nine~~three months ended ~~September 30, 2017 and 2016 of $47.8 million and $48.3 million, respectively.~~ March 31, 2022 compared to the three months ended March 31, 2021 was predominantly related to the overall decrease in income before taxes, driven in part by the mark-to-market loss on our investment in Quanergy as discussed in Note 14: Fair Value Measures.

The ~~Provision~~provision for income taxes consists of (1) current tax expense, which relates primarily to our profitable operations in ~~non-U.S.~~ tax jurisdictions with limited or no net operating loss carryforwards and withholding taxes related to management fees, royalties, and the repatriation of foreign earnings; and (2) deferred tax expense (or benefit), which ~~relates to~~represents adjustments in book-to-tax basis differences primarily ~~due~~related to ~~the step-up~~(a) book versus tax basis in ~~fair value of fixed and~~ intangible assets, ~~including goodwill, acquired~~(b) changes in ~~connection with business combination transactions, and the utilization of~~ net operating ~~losses.~~loss carryforwards, (c) changes in tax rates, and (d) changes in our assessment of the realizability of our deferred tax assets.

8. Net Income per Share

Basic and diluted net income per share are calculated by dividing net income by the number of basic and diluted weighted-average ordinary shares outstanding during the period. For the three ~~and nine~~ months ended ~~September 30, 2016, we recognized a benefit~~March 31, 2022 and 2021 the weighted-average ordinary shares outstanding used to calculate basic and diluted net income per share were as follows:


	For the three months ended
	March 31, 2022	March 31, 2021
Basic weighted-average ordinary shares outstanding	157,422	157,764
Dilutive effect of stock options	473	708
Dilutive effect of unvested restricted securities	735	758
Diluted weighted-average ordinary shares outstanding	158,630	159,230

Certain potential ordinary shares were excluded from our calculation of diluted weighted-average ordinary shares outstanding because either they would have had an anti-dilutive effect on net income ~~taxes of $5.1 million and $3.7 million, respectively,~~per share or they related to ~~the change in our U.S. valuation allowance associated with the acquisition of CST,~~equity awards that were contingently issuable for which ~~deferred tax liabilities~~the contingency had not been satisfied. These potential ordinary shares were ~~established related primarily to~~as follows:


	For the three months ended
	March 31, 2022	March 31, 2021
Anti-dilutive shares excluded	4	6
Contingently issuable shares excluded	1,002	950

The following table presents the ~~step-up~~components of ~~tangible assets for book purposes.~~inventories as of March 31, 2022 and December 31, 2021:


	March 31, 2022		December 31, 2021
Finished goods	$	222,375	$	201,424
Work-in-process	114,496		101,558
Raw materials	304,838		285,249
Inventories	$	641,709	$	588,231

10. Pension and Other Post-Retirement Benefits

~~We provide various pension and other post-retirement benefit plans for current and former employees, including defined benefit, defined contribution, and retiree healthcare benefit plans.~~

The following table presents the components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the three months ended ~~September 30, 2017~~March 31, 2022 and ~~2016 were as follows:~~2021:


	U.S. Plans								Non-U.S. Plans
	Defined Benefit				Retiree Healthcare				Defined Benefit				Total
	2022		2021		2022		2021		2022		2021		2022		2021
Service cost	$	—	$	—	$	2	$	2	$	956	$	978	$	958	$	980
Interest cost	113		120		46		21		424		404		583		545
Expected return on plan assets	(195)		(226)		—		—		(244)		(178)		(439)		(404)
Amortization of net loss	141		401		—		—		278		459		419		860
Amortization of prior service (credit)/cost	—		—		(100)		(159)		2		3		(98)		(156)
Loss on settlement	290		1,565		—		—		—		—		290		1,565

Net periodic benefit cost/(credit)	$	349	$	1,860	$	(52)	$	(136)	$	1,416	$	1,666	$	1,713	$	3,390

U.S. Plans Non-U.S. Plans
Defined Benefit Retiree Healthcare Defined Benefit Total
September 30, September 30, September 30, September 30,
2017 2016 2017 2016 2017 2016 2017 2016
Service cost $ —
$ —
$ 21
$ 25
$ 661
$ 697
$ 682
$ 722
Interest cost 385
332
80
94
273
298
738
724
Expected return on plan assets (527 ) (659 ) —
—
(230 ) (249 ) (757 ) (908 )
Amortization of net loss 291
118
8
46
64
42
363
206
Amortization of prior service (credit) —
—
(334 ) (334 ) (1 ) (18 ) (335 ) �� (352 )
Loss on settlement 269
140
—
—
—
1
269
141
Net periodic benefit cost/(credit) $ 418
$ (69 ) $ (225 ) $ (169 ) $ 767
$ 771
$ 960
$ 533

~~The components~~Components of net periodic benefit cost/(credit) ~~associated with our defined benefit and retiree healthcare plans for the nine months ended September 30, 2017 and 2016 were as follows:~~

U.S. Plans Non-U.S. Plans
Defined Benefit Retiree Healthcare Defined Benefit Total
September 30, September 30, September 30, September 30,
2017 2016 2017 2016 2017 2016 2017 2016
Service cost $ —
$ —
$ 64
$ 76
$ 1,917
$ 2,003
$ 1,981
$ 2,079
Interest cost 1,214
1,109
239
283
784
887
2,237
2,279
Expected return on plan assets (1,617 ) (2,006 ) —
—
(677 ) (714 ) (2,294 ) (2,720 )
Amortization of net loss 854
355
32
142
202
89
1,088
586
Amortization of prior service (credit)/cost —
—
(1,001 ) (1,001 ) (3 ) 8
(1,004 ) (993 )
Loss on settlement 1,473
730
—
—
—
1
1,473
731
Net periodic benefit cost/(credit) $ 1,924
$ 188
$ (666 ) $ (500 ) $ 2,223
$ 2,274
$ 3,481
$ 1,962

~~9. Share-Based Payment Plans~~

~~Share-Based Compensation Expense~~

~~The table below presents non-cash compensation expense related to our equity awards, which is recorded within SG&A expense~~other than service cost are presented in other, net in the condensed consolidated statements of ~~operations, during~~operations. Refer to Note 6: Other, Net.

The following table presents the ~~identified periods:~~

components of long-term debt, finance lease and other financing obligations as of March 31, 2022 and December 31, 2021:

For the three months ended For the nine months ended
September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Stock options $ 1,575
$ 1,621
$ 5,055
$ 5,547
Restricted securities 3,522
3,136
10,051
7,732
Share-based compensation expense $ 5,097
$ 4,757
$ 15,106
$ 13,279


	Maturity Date	March 31, 2022		December 31, 2021
Term Loan	September 20, 2026	$	450,308	$	451,465
4.875% Senior Notes	October 15, 2023	500,000		500,000
5.625% Senior Notes	November 1, 2024	400,000		400,000
5.0% Senior Notes	October 1, 2025	700,000		700,000

4.375% Senior Notes	February 15, 2030	450,000		450,000
3.75% Senior Notes	February 15, 2031	750,000		750,000
4.0% Senior Notes	April 15, 2029	1,000,000		1,000,000


Less: debt discount, net of premium		(4,763)		(5,207)
Less: deferred financing costs		(25,410)		(26,682)
Less: current portion		(4,630)		(4,630)
Long-term debt, net		$	4,215,505	$	4,214,946

Finance lease and other financing obligations		$	28,411	$	28,767
Less: current portion		(2,064)		(2,203)
Finance lease and other financing obligations, less current portion		$	26,347	$	26,564

~~Share-Based Compensation Awards~~

~~We grant share-based compensation awards for which vesting is subject only to continued employment and the passage~~As of ~~time (options and restricted stock units ("RSUs" and each an "RSU")~~March 31, 2022, we had $416.1 million available under our $420.0 million revolving credit facility (the "Revolving Credit Facility"), ~~as well as those~~net of $3.9 million of obligations in respect of outstanding letters of credit issued thereunder. Outstanding letters of credit are issued primarily for ~~which vesting also depends on~~ the ~~attainment~~benefit of certain ~~performance criteria (performance-based options~~operating activities. As of March 31, 2022, no amounts had been drawn against these outstanding letters of credit.

In the three months ended March 31, 2021, in connection with the redemption of $750.0 million aggregate principal amount of 6.25% senior notes due 2026 (the "6.25% Senior Notes"), we recognized a loss of $30.1 million, which included $23.4 million in premiums paid, with the remaining loss representing write-off of debt discounts and ~~performance-based restricted stock units ("PRSUs"~~deferred financing costs.

Accrued interest associated with our outstanding debt is included as a component of accrued expenses and ~~each a "PRSU")).~~

other current liabilities in the condensed consolidated balance sheets. As of March 31, 2022 and December 31, 2021, accrued interest totaled $63.1 million and $45.1 million, respectively.

~~We granted the following options under the Sensata Technologies Holding N.V. 2010 Equity Incentive Plan (the "2010 Equity Plan") during the nine months ended September 30, 2017:~~

Options Granted to Number of Options Granted (in thousands) Weighted- Average Grant Date Fair Value Vesting Period
Various executives and employees 387 $14.50 25% per year over four years

~~We granted the following RSUs and PRSUs under the 2010 Equity Plan during the nine months ended September 30, 2017:~~

Awards Granted to Type of Award Number of Units Granted (in thousands)
Percentage of PRSUs Awarded That May Vest

Weighted- Average Grant Date Fair Value
Various executives and employees
RSU ⁽¹⁾
147 N/A $43.67
Directors
RSU ⁽¹⁾
34 N/A $41.10
Various executives and employees
PRSU ⁽²⁾
183 0.0% - 172.5% $43.67
Various executives and employees
PRSU ⁽²⁾
53 0.0% - 200.0% $43.33

~~Option Exercises~~

~~During the nine months ended September 30, 2017, 266 stock options were exercised, all of which were settled with shares reissued from treasury.~~

~~10.~~12. Commitments and Contingencies

~~Legal Proceedings and Claims~~

We are regularly involved in a number of claims and litigation matters that arise in the ordinary course of business. ~~Most of our litigation matters are third-party claims for property damage allegedly caused by our products but some involve allegations of personal injury or wrongful death.~~ Although it is not feasible to predict the outcome of these matters, based upon our experience and current information known to us, we do not expect the outcome of these matters, either individually or in the aggregate, to have a material adverse effect on our ~~result~~results of operations, financial ~~position,~~ condition, and/or cash flows.

13. Shareholders' Equity

From time to time, our Board of Directors has authorized various share repurchase programs, which may be modified or terminated by the Board at any time. On January 20, 2022, we announced that our Board of Directors had authorized a new $500.0 million ordinary share repurchase program (the “January 2022 Program”), which replaced the previous $500.0 million program approved in July 2019, which had availability of $254.5 million as of December 31, 2021. As of March 31, 2022, $449.5 million remained available for repurchase under the January 2022 Program.

Accumulated Other Comprehensive Loss

The following table presents the components of accumulated other comprehensive loss for the three months ended March 31, 2022:


	Cash Flow Hedges		Defined Benefit and Retiree Healthcare Plans		Accumulated Other Comprehensive Loss
Balance as of December 31, 2021	$	16,831	$	(36,391)	$	(19,560)
Other comprehensive income before reclassifications, net of tax	7,965		—		7,965
Reclassifications from accumulated other comprehensive loss, net of tax	(5,115)		428		(4,687)
Other comprehensive income	2,850		428		3,278
Balance as of March 31, 2022	$	19,681	$	(35,963)	$	(16,282)

The following table presents the amounts reclassified from accumulated other comprehensive loss for the three months ended March 31, 2022 and 2021:


	For the three months ended March 31,				Affected Line in Condensed Consolidated Statements of Operations
Component	2022		2021
Derivative instruments designated and qualifying as cash flow hedges:
Foreign currency forward contracts	$	(4,264)	$	4,407		Net revenue (1)
Foreign currency forward contracts	(2,629)		(743)			Cost of revenue (1)

Total, before taxes	(6,893)		3,664			Income before taxes
Income tax effect	1,778		(916)			Provision for income taxes
Total, net of taxes	$	(5,115)	$	2,748		Net income

Defined benefit and retiree healthcare plans	$	611	$	2,269		Other, net (2)


Income tax effect	(183)		(557)			Provision for income taxes
Total, net of taxes	$	428	$	1,712		Net income

__________________________

(1) Refer to Note 15: Derivative Instruments and Hedging Activities for additional information on amounts to be reclassified from accumulated other comprehensive loss in future periods.

(2) Refer to Note 10:Pension and Other Post-Retirement Benefits for additional information on net periodic benefit cost/(credit).

~~11.~~14. Fair Value Measures

~~Our assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy in accordance with FASB ASC 820,~~ ~~Fair Value Measurement~~.

Measured on a Recurring Basis

The ~~following table presents information about~~fair values of our assets and liabilities measured at fair value on a recurring basis as of ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016, aggregated by~~2021 are shown in the ~~level~~below table. All fair value measures presented are categorized in Level 2 of the fair value ~~hierarchy within~~hierarchy.


	March 31, 2022		December 31, 2021
Assets
Foreign currency forward contracts	$	29,063	$	25,112
Commodity forward contracts	8,474		2,979
Total	$	37,537	$	28,091

Liabilities
Foreign currency forward contracts	$	3,682	$	3,073
Commodity forward contracts	1,752		4,492
Total	$	5,434	$	7,565

Refer to Note 15: Derivative Instruments and Hedging Activities for additional information related to our forward contracts.

As of December 31, 2021, we held a $50.0 million investment in Quanergy Systems, Inc. ("Quanergy") Series B Preferred Stock. This equity investment did not have a readily determinable fair value and it was held using the measurement alternative prescribed in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 321, Investments - Equity Securities. Such investments are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer.

On June 22, 2021, Quanergy announced that it had entered into a definitive business combination agreement with CITIC Capital Acquisition Corp ("CITIC") (NYSE: CCAC). On July 16, 2021, CITIC filed a Registration Statement on Form S-4 with the SEC, the effectiveness of which ~~those measurements fell:~~was a condition to closing of the business combination. At December 31, 2021, we assessed our investment in Quanergy based on the proposed terms of the business combination agreement and concluded that there were no indicators of impairment.

On January 6, 2022, the related Registration Statement on Form S-4 was declared effective by the SEC. An Extraordinary General Meeting of shareholders of CITIC was held on January 31, 2022, at which time the business combination was approved. The business combination closed on February 8, 2022. Beginning on February 9, 2022, the combined company, which retained the name "Quanergy Systems, Inc.," was listed on the New York Stock Exchange (the "NYSE") under the ticker symbol QNGY.

Upon closing of the business combination, our investment in Quanergy comprised the following:

•5.0 million common shares, which represented the conversion of our $50 million Series B Preferred Stock investment (at a $10 per share implied valuation);

•750,000 unregistered common shares, representing a $7.5 million private investment in public equity ("PIPE") contribution; and

•2.5 million common shares (the "Warrant Shares"), representing the conversion of 2.5 million warrants provided by Quanergy as up-front consideration for a four-year technical and marketing support agreement (the "Support Agreement").

The 5.75 million common share investment in Quanergy (excluding the Warrant Shares) have a historical cost basis of $57.5 million. The Warrant Shares were converted at a share price of $7.05 per share (the closing market price on February 8, 2022), or approximately $17.6 million, which was recorded as deferred income. Refer to below discussion for additional details on the Support Agreement. Refer to the below table for a summary of our investment in Quanergy as of March 31, 2022,

September 30, 2017 December 31, 2016

Quoted Prices in Active Markets for Identical Assets
(Level 1)

Significant Other Observable Inputs
(Level 2)

Significant Unobservable Inputs
(Level 3)

Quoted Prices in Active Markets for Identical Assets
(Level 1)

Significant Other Observable Inputs
(Level 2)

Significant Unobservable Inputs
(Level 3)
Assets
Foreign currency forward contracts $ —
$ 8,869
$ —
$ —
$ 32,757
$ —
Commodity forward contracts —
4,847
—
—
2,639
—
Total $ —
$ 13,716
$ —
$ —
$ 35,396
$ —
Liabilities
Foreign currency forward contracts $ —
$ 31,911
$ —
$ —
$ 27,201
$ —
Commodity forward contracts —
1,666
—
—
3,790
—
Total $ —
$ 33,577
$ —
$ —
$ 30,991
$ —
February 8, 2022, and December 31, 2021, which is presented in other assets on our consolidated balance sheets as of March 31, 2022 and December 31, 2021.


	As of
	March 31, 2022		February 8, 2022		December 31, 2021
Series B Preferred Stock	$	—	$	—	$	50,000
Common shares	9,200		50,000		—
PIPE investment	1,380		7,500		—
Warrant Shares	4,575		17,600		—
Total equity investment in Quanergy	$	15,155	$	75,100	$	50,000

					For the three months ended March 31, 2022
Mark-to-market loss					$	59,945

The mark-to-market loss presented in the table above is presented in other, net, and is the result of the decline in Quanergy share price to $1.84 per share on March 31, 2022.

In exchange for the Warrant Shares, we entered into the Support Agreement, whereby we agreed to provide technical and marketing assistance to Quanergy for a term of four years from the effective date of February 8, 2022. We will recognize the consideration ($17.6 million) for the Support Agreement on a straight-line basis over the term of the agreement. We recognized approximately $0.7 million of income in the three months ended March 31, 2022 and will recognize approximately $1.1 million of income each quarter through the end of the term of the Support Agreement.

Measured on a Nonrecurring Basis

We evaluated our goodwill and other indefinite-lived intangible assets for impairment as of October 1, ~~2016~~2021 and determined that ~~these assets~~they were not impaired. ~~As of September 30, 2017,~~During the three months ended March 31, 2022, no events or changes in circumstances occurred that would have triggered the need for an additional impairment review of ~~goodwill or indefinite-lived intangible~~these assets.

~~A long-lived asset, which includes Property, plant, and equipment ("PP&E"), is considered held for sale when it meets certain criteria described in FASB ASC 360,~~ ~~Property, Plant, and Equipment~~. A long-lived asset classified as held for sale is initially measured at the lower of its carrying amount or fair value less cost to sell, and a loss is recognized for any initial adjustment of the asset's carrying amount to its fair value less cost to sell in the period the held for sale criteria are met. In the period that a long-lived asset is considered held for sale it is presented within Prepaid expenses and other current assets on our balance sheet where it remains until it is either sold or no longer meets the held for sale criteria. For comparative purposes, the prior year carrying amount of a long-lived asset considered held for sale is presented within Other assets on our balance sheet.

In the first quarter of 2017, we determined that one of our facilities met the held for sale criteria and recorded it at its fair value less costs to sell of $1.7 million (which approximated its net carrying value at that time). In the third quarter of 2017, we sold the asset for an immaterial gain.

The fair value of assets held for sale is considered to be a Level 3 fair value measurement and is determined based on the use of appraisals, input from market participants, our experience selling similar assets, internally developed cash flow models, or a combination thereof.

Financial Instruments Not Recorded at Fair Value

The following table presents the carrying values and fair values of financial instruments not recorded at fair value in the condensed consolidated balance sheets as of ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016:~~2021. All fair value measures presented are categorized in Level 2 of the fair value hierarchy.


	March 31, 2022				December 31, 2021
	Carrying Value (1)		Fair Value		Carrying Value (1)		Fair Value
Liabilities
Term Loan	$	450,308	$	449,182	$	451,465	$	450,901
4.875% Senior Notes	$	500,000	$	512,500	$	500,000	$	526,250
5.625% Senior Notes	$	400,000	$	416,000	$	400,000	$	438,000
5.0% Senior Notes	$	700,000	$	714,875	$	700,000	$	759,500

4.375% Senior Notes	$	450,000	$	432,000	$	450,000	$	479,250
3.75% Senior Notes	$	750,000	$	690,938	$	750,000	$	747,188
4.0% Senior Notes	$	1,000,000	$	942,500	$	1,000,000	$	1,022,500

September 30, 2017 December 31, 2016

Carrying
Value ⁽¹⁾
Fair Value
Carrying
Value ⁽¹⁾
Fair Value
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Liabilities
Term Loan $ 927,794
$ —
$ 932,433
$ —
$ 937,794
$ —
$ 942,483
$ —
4.875% Senior Notes $ 500,000
$ —
$ 525,000
$ —
$ 500,000
$ —
$ 514,375
$ —
5.625% Senior Notes $ 400,000
$ —
$ 440,000
$ —
$ 400,000
$ —
$ 417,752
$ —
5.0% Senior Notes $ 700,000
$ —
$ 736,750
$ —
$ 700,000
$ —
$ 686,000
$ —
6.25% Senior Notes $ 750,000
$ —
$ 819,375
$ —
$ 750,000
$ —
$ 786,098
$ —

(1) ~~Carrying value excludes~~ Excluding any related debt discounts, premiums, and deferred financing costs.

~~The fair values of the Term Loan and senior notes are primarily determined using observable prices in markets where these instruments are generally not traded on a daily basis.~~

Cash and cash equivalents ~~accounts receivable, and accounts payable~~ are carried at ~~their~~ cost, which approximates fair value because of their short-term nature.

In ~~March 2016,~~addition to the above, we ~~acquired $50.0 million of Series B Preferred Stock of Quanergy Systems, Inc.,~~hold certain equity investments that do not have readily determinable fair values for which we ~~recognized~~use the measurement alternative prescribed in FASB ASC Topic 321. There were no impairments or changes resulting from observable transactions for any of these investments and no adjustments were made to their carrying values.

Refer to the table below for the carrying values of equity investments using the measurement alternative, which are presented as a ~~cost method investment on our~~component of other assets in the condensed consolidated balance ~~sheet.~~sheets.


	March 31, 2022		December 31, 2021
Quanergy Systems, Inc. (1)	$	—	$	50,000
Other	15,000		15,000

Total	$	15,000	$	65,000

(1) As of ~~September 30, 2017,~~March 31, 2022, Quanergy is no longer classified as an equity investment without a readily determinable fair value. See additional discussion under the ~~fair value of~~heading Quanergy elsewhere in this ~~asset has not been estimated, as there are no indicators of impairment, and it is not practicable to estimate its fair value due to the restricted marketability of this investment.~~Note.

~~12.~~15. Derivative Instruments and Hedging Activities

Hedges of Foreign Currency Risk

We are exposed to fluctuations in various foreign currencies against our functional currency, the U.S. dollar. We use foreign currency forward agreements to manage this exposure. We currently have outstanding foreign currency forward contracts that qualify as cash flow hedges intended to offset the effect of exchange rate fluctuations on forecasted sales and certain manufacturing costs. We also have outstanding foreign currency forward contracts that are intended to preserve the economic value of foreign currency denominated monetary assets and liabilities; these instruments are not designated for hedge accounting treatment in accordance with FASB ASC 815, ~~Derivatives and Hedging. Foreign currency forward contracts not designated as hedges are not speculative and are used to manage our exposure to foreign exchange movements.~~

For the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016,~~2021, amounts excluded from the ~~ineffective portion~~assessment of ~~the changes in the fair value~~effectiveness of our foreign currency forward ~~agreements~~contracts that are designated as cash flow hedges ~~was~~were not ~~material and no amounts were excluded from the assessment of effectiveness.~~material. As of ~~September 30, 2017,~~March 31, 2022, we ~~estimate~~estimated that ~~$18.4~~$23.7 million of net ~~losses~~gains will be reclassified from ~~Accumulated~~accumulated other comprehensive loss to earnings during the twelve-month period ending ~~September 30, 2018.~~March 31, 2023.

As of ~~September 30, 2017,~~March 31, 2022, we had the following outstanding foreign currency forward contracts:

Notional
(in millions)

Effective Date(s)

Maturity Date(s)

Index (Exchange Rates)

Weighted-Average Strike Rate

Hedge

Designation (1)

15.0 EUR

March 29, 2022

April 29, 2022

Euro ("EUR") to USD

1.11 USD

Not designated

349.6 EUR

Various from May 2020 to March 2022

Various from April 2022 to March 2024

EUR to USD

1.19 USD

Cash flow hedge

1,170.0 CNY

Various in March 2022

Various in April 2022

USD to Chinese Renminbi ("CNY")

6.38 CNY

Not designated

1,134.3 CNY

Various from October 2021 to March 2022

Various from April 2022 to December 2022

USD to CNY

6.44 CNY

Cash flow hedge

684.0 JPY

March 29, 2022

April 28, 2022

USD to Japanese Yen ("JPY")

122.02 JPY

Not designated

~~Notional~~

~~(in millions)~~

24,400.0 KRW

~~Effective Date(s)~~Various from May 2020 to March 2022

~~Maturity Date(s)~~

~~Index~~

~~Weighted- Average Strike Rate~~

~~Hedge Designation~~

~~65.0 EUR~~

~~September 27, 2017~~

~~October 31, 2017~~

~~Euro to U.S. Dollar Exchange Rate~~

~~1.18 USD~~

~~Not designated~~

~~461.6 EUR~~

Various from April ~~2015~~2022 to ~~September 2017~~February 2024

USD to Korean Won ("KRW")

1,170.98 KRW

Cash flow hedge

24.0 MYR

March 28, 2022

April 29, 2022

USD to Malaysian Ringgit ("MYR")

4.21 MYR

Not designated

259.0 MXN

March 29, 2022

April 29, 2022

USD to Mexican Peso ("MXN")

20.05 MXN

Not designated

3,477.3 MXN

Various from ~~October 2017~~May 2020 to ~~December 2019~~March 2022

~~Euro to U.S. Dollar Exchange Rate~~

~~1.14 USD~~

~~Designated~~

~~500.0 CNY~~

~~September 26, 2017~~

~~October 31, 2017~~

~~U.S. Dollar to Chinese Renminbi Exchange Rate~~

~~6.68 CNY~~

~~Not designated~~

~~132.0 CNY~~

~~Various in February 2017~~

~~Various from October to December 2017~~

~~U.S. Dollar to Chinese Renminbi Exchange Rate~~

~~7.05 CNY~~

~~Designated~~

~~110.0 JPY~~

~~September 27, 2017~~

~~October 31, 2017~~

~~U.S. Dollar to Japanese Yen Exchange Rate~~

~~112.80 JPY~~

~~Not designated~~

~~237.0 JPY~~

~~January 5, 2017~~

~~Various from October to December 2017~~

~~U.S. Dollar to Japanese Yen Exchange Rate~~

~~113.71 JPY~~

~~Designated~~

~~45,258.3 KRW~~

Various from April ~~2015~~2022 to ~~September 2017~~March 2024

USD to MXN

22.11 MXN

Cash flow hedge

52.4 GBP

Various from ~~October 2017~~May 2020 to ~~August 2019~~March 2022

~~U.S. Dollar to Korean Won Exchange Rate~~

~~1,140.77 KRW~~

~~Designated~~

~~36.5 MYR~~

Various from April ~~2015~~2022 to ~~November 2016~~March 2024

~~Various from October 2017 to October 2018~~

~~U.S. Dollar to Malaysian Ringgit Exchange Rate~~

~~4.19 MYR~~

~~Designated~~

~~182.0 MXN~~

~~September 27, 2017~~

~~October 31, 2017~~

~~U.S. Dollar to Mexican Peso Exchange Rate~~

~~18.24 MXN~~

~~Not designated~~

~~2,166.8 MXN~~

~~Various from April 2015 to September 2017~~

~~Various from October 2017 to August 2019~~

~~U.S. Dollar to Mexican Peso Exchange Rate~~

~~19.94 MXN~~

~~Designated~~

~~44.5 GBP~~

~~Various from April 2015 to September 2017~~

~~Various from October 2017 to August 2019~~

British Pound Sterling ("GBP") to ~~U.S. Dollar Exchange Rate~~USD

~~1.33~~1.36 USD

~~Designated~~Cash flow hedge

~~The notional amounts above represent the total quantities we have outstanding over the remaining contracted periods.~~_________________________

~~Hedges of Commodity Risk~~

Our objective in using commodity forward contracts is to offset a portion of our exposure to the potential change in prices associated with certain commodities used in the manufacturing of our products, including silver, gold, nickel, aluminum, copper, platinum, and palladium. The terms of these forward contracts fix the price at a future date for various notional amounts associated with these commodities. These(1) Derivative financial instruments ~~are not designated for hedge accounting treatment in accordance with FASB ASC 815. Commodity forward contracts~~ not designated as hedges ~~are not speculative and~~ are used to manage our exposure to ~~commodity price movements.~~currency exchange rate risk. They are intended to preserve economic value, and they are not used for trading or speculative purposes.

Hedges of Commodity Risk

As of March 31, 2022, we had the following outstanding commodity forward contracts, none of which were designated ~~as derivatives~~for hedge accounting treatment in ~~qualifying hedging relationships, as of September 30, 2017:~~

Commodity

Notional

Remaining Contracted Periods

Weighted-Average Strike Price Per Unit

Silver

~~1,109,455~~1,109,868 troy oz.