SPX Technologies, Inc.

Industry regulation · Safety and environmental regulations

We face environmental exposures including, for example, those relating to discharges from and materials handled as part of our operations, the remediation of soil and groundwater contaminated by petroleum products or hazardous substances or wastes, and the health and safety of our employees.

Legal and litigation · Litigation and legal proceedings

We are subject to potential liability relating to claims, complaints and proceedings, including those relating environmental, product liability and other matters. Certain claims, complaints, and proceedings arising in the ordinary course of business have been asserted or are pending against us or certain of our subsidiaries.

Legal and litigation · Product liability and warranty claims

As a result, we may have, and from time to time have had, to replace certain components and/or provide remediation in response to the discovery of defects in products that are shipped. The occurrence of any defects, errors, failures or quality issues could result in cancellation of orders, product returns, diversion of our resources, legal actions by our customers.

International and currency · Currency hedging and derivatives

Currency and interest rate hedging activities may adversely impact our financial performance as a result of changes in relevant interest rates and currency rates. We may use derivative financial instruments in order to reduce the substantial effects of currency and interest rate exposure on our cash flow and financial condition.

Credit and liquidity · Liquidity and cash flow constraints

Increases in the level of our indebtedness relative to our cash balances could: Impact our ability to obtain new, or refinance existing, indebtedness, on favorable terms or at all; Limit our ability to obtain, or obtain on favorable terms, additional debt financing for working capital, capital expenditures or acquisitions.

International and currency · Foreign exchange and currency exposure

Currency conversion risk could have a material impact on our reported results of business operations. Our operating results are presented in U.S. dollars for reporting purposes. The strengthening or weakening of the U.S. dollar against other currencies in which we conduct business could result in unfavorable translation effects.

Market and investment · Asset valuation and impairment

If the fair value of any of our reporting units is insufficient to recover the carrying value of the goodwill and other intangible assets of the respective reporting unit, a material non-cash charge to earnings could result. At December 31, 2025, we had goodwill and other intangible assets, net, of $1,911.6.

Project and contract management · Government contract dependency

Our business with government agencies, including sales to prime contractors that supply these agencies, is subject to government contracting risks. U.S. and other government contracts are subject to termination by the government, either for the convenience of the government or for default as a result of our failure to perform under the applicable contract.

Supply chain and procurement · Raw material availability and cost volatility

A number of factors outside our control, including fluctuating commodity prices, impact the demand for our products. Increased commodity prices, including as a result of new or increased tariffs or the impact of new trade laws, may increase our customers' cost of doing business, thus causing them to delay or cancel large capital projects.

Supply chain and procurement · Supplier operation and dependance

In areas where we depend on third-party suppliers and subcontractors for outsourced products, components or services, we are subject to the risk of customer dissatisfaction with the quality or performance of the products or services we sell due to supplier or subcontractor failure. In addition, business difficulties experienced by a third-party supplier or subcontractor can lead to the interruption of our ability to obtain outsourced products or services.

Core operations · Capacity utilization and efficiency

We periodically invest in expanding or reconfiguring our manufacturing footprint, including constructing new facilities, adding production lines, relocating equipment and consolidating operations. These projects involve significant estimates and dependencies, and are subject to risks and uncertainties that include delays or denials of environmental, zoning or building permits and achieving anticipated yields, throughput and cost‑savings.

Core operations · Quality control and product defects

Our current and planned products may contain defects or errors that are detected only after delivery to customers. If that occurs, our reputation may be harmed and we may face additional costs. We cannot assure you that our product development, manufacturing and integration testing will be adequate to detect all defects, errors, failures and quality issues that could impact customer satisfaction.

Human capital and workforce · Labor relations and union negotiations

We are subject to work stoppages, union negotiations, labor disputes and other matters associated with our labor force, which may adversely impact our operations and cause us to incur incremental costs. At December 31, 2025, we had six domestic collective bargaining agreements covering approximately 480 of our approximately 4,700 employees.

Corporate governance · Shareholder rights and activism

Provisions in our corporate documents and Delaware law may delay or prevent a change in control of our company, and accordingly, we may not consummate a transaction that our stockholders consider favorable. Provisions of our Certificate of Incorporation and By-laws may inhibit changes in control of our company not approved by our Board.

Reputation and brand · Esg environmental social governance performance

Failure to meet evolving expectations for other reporting on sustainability and social responsibility matters could adversely affect our sales and results of operations. Expectations from investors, customers, team members, certain government agencies and other third parties for reporting on sustainability and social responsibility matters have increased over the past several years.

Market position and competition · Market cyclicality and demand volatility

Many of the markets in which we operate are subject to general economic cycles or industry events. In addition, certain of our businesses are subject to market-specific cycles. Furthermore, contract timing on projects, including those relating to communication technologies, transportation systems, aids to navigation products, and process cooling systems and towers may cause significant fluctuations in revenues and profits from period to period.

Market position and competition · Competitive pressure and market share loss

We sell our products in highly competitive markets, which could result in pressure on our profit margins and limit our ability to maintain or increase the market share of our products. We compete on a number of fronts, including on the basis of service, product performance, technical innovation and price.

Strategic execution · Merger acquisition and divestiture risks

Our recent and future acquisitions involve a number of risks and may present financial, managerial and operational challenges, including: Adverse effects on our reported operating results due to charges to earnings, including potential impairment charges associated with goodwill and other intangible assets; Diversion of management attention from core business operations; Integration of technology, operations, personnel and financial and other systems.

Digital transformation and innovation · Technology implementation and upgrades

Operation on multiple Enterprise Resource Planning ('ERP') information systems and other applications may negatively impact our operations and internal control environment. We are highly dependent on our information systems infrastructure to prepare customer quotes, process orders, purchase materials, track inventory, ship products in a timely manner.

Geopolitical and trade · Government funding and budget changes

Changes in focus or reductions in budgetary funding available to government or municipal agencies to which we sell could have a material adverse effect on our business, financial condition, results of operations and cash flows.