10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For The Quarterly Period Ended March 31, 2024

OR

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

For the Transition Period from to

Commission File Number: 1-4639

CTS CORPORATION

(Exact name of registrant as specified in its charter)

IN	35-0225010
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

4925 Indiana Avenue
Lisle IL	60532
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (630) 577-8800

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

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common stock, without par value	CTS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by 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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ 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.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	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 ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of April 22, 2024: 30,569,672.

CTS CORPORATION AND SUBSIDIARIES

TABLE OF CONTENTS

			Page
PART I. FINANCIAL INFORMATION
	Item 1.	Financial Statements	3
		Condensed Consolidated Statements of Earnings (Unaudited) For the Three Months Ended March 31, 2024 and March 31, 2023	3
		Condensed Consolidated Statements of Comprehensive Earnings (Unaudited) For the Three Months Ended March 31, 2024 and March 31, 2023	4
		Condensed Consolidated Balance Sheets As of March 31, 2024 (Unaudited) and December 31, 2023	5
		Condensed Consolidated Statements of Cash Flows (Unaudited) For the Three Months Ended March 31, 2024 and March 31, 2023	6
		Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) For the Three Months Ended March 31, 2024 and March 31, 2023	7
		Notes to Condensed Consolidated Financial Statements ‑ (Unaudited)	9
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	29
	Item 4.	Controls and Procedures	30
PART II. OTHER INFORMATION
	Item 1.	Legal Proceedings	30
	Item 1A.	Risk Factors	30
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
	Item 5.	Other Information	31
	Item 6.	Exhibits	32
SIGNATURES			33

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - UNAUDITED

(In thousands, except per share amounts)

	Three Months Ended
	March 31,			March 31,
	2024			2023
Net sales	$	125,750		$	145,994
Cost of goods sold		80,660			94,342
Gross margin		45,090			51,652
Selling, general and administrative expenses		22,260			21,979
Research and development expenses		6,601			6,586
Restructuring charges		1,693			912
Operating earnings		14,536			22,175
Other income (expense):
Interest expense		(801	)		(694	)
Interest income		1,386			1,063
Other (expense) income, net		(1,463	)		165
Total other (expense) income, net		(878	)		534
Earnings before income taxes		13,658			22,709
Income tax expense		2,539			4,365
Net earnings	$	11,119		$	18,344
Earnings per share:
Basic	$	0.36		$	0.58
Diluted	$	0.36		$	0.58
Basic weighted – average common shares outstanding:		30,742			31,634
Effect of dilutive securities		252			259
Diluted weighted – average common shares outstanding:		30,994			31,893
Cash dividends declared per share	$	0.04		$	0.04

See notes to unaudited condensed consolidated financial statements.

3

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS ‑ UNAUDITED

(In thousands of dollars)

	Three Months Ended
	March 31,			March 31,
	2024			2023
Net earnings	$	11,119		$	18,344
Other comprehensive earnings (loss):
Changes in fair market value of derivatives, net of tax		730			379
Changes in unrealized pension cost, net of tax		65			(34	)
Cumulative translation adjustment, net of tax		(2,121	)		1,024
Other comprehensive (loss) earnings	$	(1,326	)	$	1,369
Comprehensive earnings	$	9,793		$	19,713

See notes to unaudited condensed consolidated financial statements.

4

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of dollars)

	(Unaudited)
	March 31,			December 31,
	2024			2023
ASSETS
Current Assets
Cash and cash equivalents	$	162,425		$	163,876
Accounts receivable, net		80,663			78,569
Inventories, net		57,784			60,031
Other current assets		17,346			16,873
Total current assets		318,218			319,349
Property, plant and equipment, net		91,626			92,592
Operating lease assets, net		25,290			26,425
Other Assets
Goodwill		156,330			157,638
Other intangible assets, net		99,949			103,957
Deferred income taxes		25,563			25,183
Other		15,864			16,023
Total other assets		297,706			302,801
Total Assets	$	732,840		$	741,167
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	45,609		$	43,499
Operating lease obligations		4,399			4,394
Accrued payroll and benefits		13,363			14,585
Accrued expenses and other liabilities		32,577			34,561
Total current liabilities		95,948			97,039
Long-term debt		67,500			67,500
Long-term operating lease obligations		23,824			24,965
Long-term pension obligations		4,615			4,655
Deferred income taxes		14,423			14,729
Other long-term obligations		5,245			5,457
Total Liabilities		211,555			214,345
Commitments and Contingencies (Note 11)
Shareholders’ Equity
Common stock		321,858			319,269
Additional contributed capital		40,440			45,097
Retained earnings		612,124			602,232
Accumulated other comprehensive income (loss)		2,938			4,264
Total shareholders’ equity before treasury stock		977,360			970,862
Treasury stock		(456,075	)		(444,040	)
Total shareholders’ equity		521,285			526,822
Total Liabilities and Shareholders’ Equity	$	732,840		$	741,167

See notes to unaudited condensed consolidated financial statements.

5

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ‑ UNAUDITED

(In thousands of dollars)

	Three Months Ended
	March 31,			March 31,
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	11,119		$	18,344
Adjustments to reconcile net earnings to net cash provided by operating    activities:
Depreciation and amortization		7,325			6,918
Pension and other post-retirement plan expense		84			31
Stock-based compensation		1,221			1,586
Deferred income taxes		(621	)		(236	)
Change in fair value of contingent consideration liability		(253	)		—
(Loss) gain on foreign currency hedges, net of cash		(299	)		192
Changes in assets and liabilities, net of acquisitions:
Accounts receivable		(2,985	)		(5,906	)
Inventories		1,656			(784	)
Operating lease assets		1,135			833
Other assets		792			(133	)
Accounts payable		2,835			857
Accrued payroll and benefits		(1,273	)		(8,818	)
Operating lease liabilities		(1,136	)		(851	)
Accrued expenses and other liabilities		(1,247	)		(797	)
Pension and other post-retirement plans		(42	)		(50	)
Net cash provided by operating activities		18,311			11,186
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(4,035	)		(4,540	)
Payments for acquisitions, net of cash acquired		—			(3,356	)
Net cash used in investing activities		(4,035	)		(7,896	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments of long-term debt		(167,500	)		(204,084	)
Proceeds from borrowings of long-term debt		167,500			200,675
Purchases of treasury stock		(11,958	)		(8,802	)
Dividends paid		(1,233	)		(1,272	)
Taxes paid on behalf of equity award participants		(3,117	)		(3,142	)
Net cash used in financing activities		(16,308	)		(16,625	)
Effect of exchange rate changes on cash and cash equivalents		581			(38	)
Net decrease in cash and cash equivalents		(1,451	)		(13,373	)
Cash and cash equivalents at beginning of period		163,876			156,910
Cash and cash equivalents at end of period	$	162,425		$	143,537
Supplemental cash flow information:
Cash paid for interest	$	739		$	926
Cash paid for income taxes, net	$	3,799		$	4,199
Non-cash financing and investing activities:
Capital expenditures incurred but not paid	$	1,733		$	1,400
Excise taxes on purchase of treasury stock incurred not paid	$	77		$	—

See notes to unaudited condensed consolidated financial statements.

6

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - UNAUDITED

(in thousands of dollars, except shares and per share amounts)

The following summarizes the changes in total equity for the three months ended March 31, 2024:

	Common Stock		Additional Contributed Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total
Balances at December 31, 2023	$	319,269	$	45,097		$	602,232		$	4,264		$	(444,040	)	$	526,822
Net earnings		—		—			11,119			—			—			11,119
Changes in fair market value of derivatives, net of tax		—		—			—			730			—			730
Changes in unrealized pension cost, net of tax		—		—			—			65			—			65
Cumulative translation adjustment, net of tax		—		—			—			(2,121	)		—			(2,121	)
Cash dividends of $0.04 per share		—		—			(1,227	)		—			—			(1,227	)
Acquired 271,939 shares of treasury stock		—		—			—			—			(12,035	)		(12,035	)
Issued shares on vesting of restricted stock units		2,589		(5,705	)		—			—			—			(3,116	)
Stock compensation		—		1,048			—			—			—			1,048
Balances at March 31, 2024	$	321,858	$	40,440		$	612,124		$	2,938		$	(456,075	)	$	521,285

See notes to unaudited condensed consolidated financial statements.

7

CTS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - UNAUDITED

(in thousands of dollars, except shares and per share amounts)

The following summarizes the changes in total equity for the three months ended March 31, 2023:

	Common Stock		Additional Contributed Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total
Balances at December 31, 2022	$	316,803	$	46,144		$	546,703		$	(671	)	$	(402,755	)	$	506,224
Net earnings		—		—			18,344			—			—			18,344
Changes in fair market value of derivatives, net of tax		—		—			—			379			—			379
Changes in unrealized pension cost, net of tax		—		—			—			(34	)		—			(34	)
Cumulative translation adjustment, net of tax		—		—			—			1,024			—			1,024
Cash dividends of $0.04 per share		—		—			(1,260	)		—			—			(1,260	)
Acquired 198,271 shares of treasury stock		—		—			—			—			(8,802	)		(8,802	)
Issued shares on vesting of restricted stock units		1,982		(5,125	)		—			—			—			(3,143	)
Stock compensation		—		1,404			—			—			—			1,404
Balances at March 31, 2023	$	318,785	$	42,423		$	563,787		$	698		$	(411,557	)	$	514,136

See notes to unaudited condensed consolidated financial statements.

8

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED

(in thousands except for share and per share data)

March 31, 2024

NOTE 1 — Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by CTS Corporation (“CTS”, “we”, “our”, “us” or the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the financial statements, notes thereto, and other information included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2023.

The accompanying unaudited condensed consolidated financial statements reflect, in the opinion of management, all adjustments (consisting of normal recurring items) necessary for a fair statement, in all material respects, of the financial position and results of operations for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ materially from those estimates. The results of operations for the interim periods are not necessarily indicative of the results for the entire year.

There have been no material changes in the Company’s significant accounting policies as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Recently issued accounting pronouncements not yet adopted

ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure"

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments' significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as existing segment disclosures and reconciliation required under ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for the interim periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures"

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the reconciliation of the effective tax rate, as well as disclosure of income taxes paid, disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

NOTE 2 – Revenue Recognition

The core principle of Accounting Standard Codification (“ASC”) (Topic 606): Revenue from Contracts with Customers is that an entity should recognize revenue to depict the transfer of promised goods 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. The guidance provides a five-step process to achieve that core principle:

•Identify the contract(s) with a customer

•Identify the performance obligations

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•Determine the transaction price

•Allocate the transaction price

•Recognize revenue when the performance obligations are met

We recognize revenue when the performance obligations specified in our contracts have been satisfied, after considering the impact of variable consideration and other factors that may affect the transaction price. Our contracts normally contain a single performance obligation that is fulfilled on the date of delivery or shipment based on shipping terms stipulated in the contract. We usually expect payment within 30 to 90 days from the shipping date, depending on our terms with the customer. None of our contracts as of March 31, 2024 contained a significant financing component. Differences between the amount of revenue recognized and the amount invoiced, collected from, or paid to our customers are recognized as contract assets or liabilities. Contract assets will be reviewed for impairment when events or circumstances indicate that they may not be recoverable.

To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing the most likely amount method based on an analysis of historical experience and current facts and circumstances, which requires significant judgment. Variable consideration is included in the transaction price if, in our judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur.

Disaggregated Revenue

The following table presents revenues disaggregated by the major markets we serve:

	Three months ended
	March 31, 2024		March 31, 2023
Transportation	$	66,516	$	74,289
Industrial		31,064		40,249
Medical		16,901		17,033
Aerospace & Defense		11,269		14,423
Total	$	125,750	$	145,994

The end-market sales for the first quarter of 2023 were adjusted by immaterial amounts to align the classification of certain customers in connection with our most recent acquisitions with our enterprise-level end market information.

NOTE 3 – Business Acquisitions

Maglab AG Acquisition

On February 6, 2023, we acquired 100% of the outstanding shares of Maglab AG (”Maglab”). Maglab has deep expertise in magnetic system design and current measurement solutions for use in e-mobility, industrial automation, and renewable energy applications. Maglab’s domain expertise coupled with CTS’ commercial, technical and operational capabilities position us to advance our status as a recognized innovator in electric motor sensing and controls markets.

The final purchase price of $7,717 has been allocated to the fair values of assets and liabilities acquired as of February 6, 2023. The purchase price was increased by $3 for the final settlement of net working capital during the second quarter of 2023. The following table summarizes the final purchase price, the fair values of the assets acquired, and the liabilities assumed as of the date of acquisition:

	Consideration Paid
Cash paid, net of cash acquired of $14	$	4,153
Contingent consideration		3,564
Purchase price	$	7,717

10

	Fair Values at February 6, 2023
Accounts receivable	$	348
Inventory		43
Other current assets		41
Property, plant and equipment		35
Goodwill		4,997
Intangible assets		2,860
Fair value of assets acquired		8,324
Less fair value of liabilities acquired		(607	)
Purchase price	$	7,717

Goodwill represents value the Company expects to be created by combining the operations of the acquired business with the Company's operations, including the expansion of customer relationships, access to new customers, and potential cost savings and synergies. Goodwill related to the acquisition is expected to be deductible for tax purposes.

The following table summarizes the carrying amounts and weighted average lives of the acquired intangible assets:

	Carrying Value		Weighted Average Amortization Period
Customer lists/relationships	$	2,800		13.0
Technology and other intangibles		60		3.0
Total	$	2,860

All contingent consideration is payable in cash and is based on success factors related to the integration process as well as upon the achievement of annual revenue and customer order targets through the fiscal year ending December 31, 2025. The Company recorded $3,564 as the acquisition date fair value of the contingent consideration based on the estimate of the probability of achieving the performance targets. This amount is also reflected as an addition to the purchase price. The contingent consideration has a maximum payout of $6,300.

Supplemental pro forma disclosures are not included as the amounts are deemed to be immaterial.

NOTE 4 – Accounts Receivable, net

The components of accounts receivable, net are as follows:

	As of
	March 31,			December 31,
	2024			2023
Accounts receivable, gross	$	81,389		$	79,500
Less: Allowance for credit losses		(726	)		(931	)
Accounts receivable, net	$	80,663		$	78,569

NOTE 5 – Inventories, net

Inventories, net consists of the following:

	As of
	March 31,			December 31,
	2024			2023
Finished goods	$	15,311		$	20,279
Work-in-process		21,985			19,213
Raw materials		34,325			33,187
Less: Inventory reserves		(13,837	)		(12,648	)
Inventories, net	$	57,784		$	60,031

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NOTE 6 – Property, Plant and Equipment, net

Property, plant and equipment, net is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Land and land improvements	$	536		$	536
Buildings and improvements		74,501			74,188
Machinery and equipment		263,188			261,435
Less: Accumulated depreciation		(246,599	)		(243,567	)
Property, plant and equipment, net	$	91,626		$	92,592

Depreciation expense for the three months ended March 31, 2024 and March 31, 2023 was $4,500 and $4,407, respectively.

NOTE 7 – Retirement Plans

Pension Plans

Net pension expense for our domestic and foreign plans included in other expense, net in the Condensed Consolidated Statements of Earnings is as follows:

	Three months ended
	March 31,		March 31,
	2024		2023
Net pension expense	$	52	$	67

The components of net pension expense for our domestic and foreign plans include the following:

	Domestic Pension Plans				Foreign Pension Plans
	Three Months Ended				Three Months Ended
	March 31,		March 31,		March 31,			March 31,
	2024		2023		2024			2023
Service cost	$	—	$	—	$	3		$	6
Interest cost		9		10		6			10
Expected return on plan assets(1)		—		—		(5	)		(7	)
Amortization of loss		6		5		33			43
Total expense, net	$	15	$	15	$	37		$	52

(1)Expected return on plan assets is net of expected investment expenses and certain administrative expenses.

Other Post-retirement Benefit Plan

Net post-retirement expense for our other post-retirement plan includes the following components:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Service cost	$	—		$	—
Interest cost		48			48
Amortization of gain		(16	)		(84	)
Total expense (income), net	$	32		$	(36	)

NOTE 8 – Goodwill and Other Intangible Assets

Goodwill

Changes in the net carrying amount of goodwill were as follows:

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	Total
Goodwill as of December 31, 2023	$	157,638
Foreign exchange impact		(1,308	)
Goodwill as of March 31, 2024	$	156,330

Other Intangible Assets

Other intangible assets, net consist of the following components:

	As of
	March 31, 2024
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	143,652	$	(65,022	)	$	78,630
Technology and other intangibles		53,904		(32,585	)		21,319
Other intangible assets, net	$	197,556	$	(97,607	)	$	99,949

	As of
	December 31, 2023
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	144,671	$	(63,006	)	$	81,665
Technology and other intangibles		54,052		(31,760	)		22,292
Other intangible assets, net	$	198,723	$	(94,766	)	$	103,957

Amortization expense for the three months ended March 31, 2024 and March 31, 2023 was $2,825 and $2,511, respectively. The changes in the gross carrying amounts of intangible assets are due to foreign exchange impacts in the quarter.

Remaining amortization expense for other intangible assets as of March 31, 2024 is as follows:

	Amortization expense
2024	$	8,491
2025		10,639
2026		10,483
2027		10,424
2028		10,389
Thereafter		49,523
Total amortization expense	$	99,949

NOTE 9 – Costs Associated with Exit and Restructuring Activities

Restructuring charges are reported as a separate line within operating earnings in the Condensed Consolidated Statements of Earnings.

Total restructuring charges are as follows:

	Three Months Ended
	March 31, 2024		March 31, 2023
Restructuring charges	$	1,693	$	912

September 2020 Plan

In September 2020, we initiated a restructuring plan focused on optimizing our manufacturing footprint and improving operational efficiency by better utilizing our systems capabilities (the "September 2020 Plan"). This plan includes transitioning certain administrative

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functions to a shared service center, realignment of manufacturing locations, and certain other efficiency improvement actions. The restructuring cost of the September 2020 Plan is estimated to be in the range of $4,000 to $4,200, including workforce reduction charges, building and equipment relocation charges and other contract and asset-related costs. We have incurred $3,912 in program costs to date and expect the September 2020 Plan to be completed during the second quarter of 2024. During the three months ended March 31, 2024, we recorded $7 in workforce reduction costs and $9 in building and equipment relocation charges under the 2020 Plan. There is no restructuring liability associated with these actions as of March 31, 2024. The total restructuring liability associated with these actions was $83 as of December 31, 2023.

Closure and Consolidation of Juarez Manufacturing Facility and Operations

During the first quarter of 2023, we announced the shutdown of our Juarez manufacturing facility. As a part of this activity, operations from the Juarez plant are being consolidated into our expanded Matamoros facility (collectively, the “Matamoros Consolidation”). We expect the Matamoros Consolidation to be completed later this year. The total restructuring cost of the Matamoros Consolidation is now estimated to be in the range of $4,750 and $5,500, including workforce reduction charges, building and equipment relocation charges and other contract and asset-related costs. The total restructuring costs incurred as part of the Matamoros Consolidation are $4,687. In addition to these charges, we expect to incur an additional $1,200 and $2,000 of other costs relating to the Matamoros Consolidation that would not qualify as restructuring charges, but represent duplicative expenses arising from the transition process, such as excess rent, utilities, personnel-related expenses and other costs. We have incurred $1,051 in other costs relating to the Matamoros Consolidation.

During the three months ended March 31, 2024, we incurred $988 in restructuring costs associated with the Matamoros Consolidation, comprised of $215, $751, and $22 in workforce reduction, building and equipment relocation costs, and asset impairment and other charges, respectively. We also incurred $480 in other related costs. The restructuring liability associated with the Matamoros Consolidation was $204 and $194 as of March 31, 2024 and December 31, 2023, respectively.

Other Restructuring Activities

During the period ended March 31, 2024, we incurred total other restructuring charges of $689, comprised of $385, $286, and $18 in workforce reduction, building and equipment relocation costs, and asset impairment and other charges, respectively. The workforce reduction charges incurred are for restructuring activities used to adjust our business in response to reduced demand across certain locations and products. Restructuring charges incurred in relation to building and equipment relocation costs and other charges are for activities intended to consolidate operations across our site locations. The remaining liability associated with our other restructuring actions was $467 and $246 at March 31, 2024 and December 31, 2023, respectively.

The following table displays the restructuring liability activity included in accrued expenses and other liabilities for all plans for the three months ended March 31, 2024:

Restructuring liability at January 1, 2024	$	523
Restructuring charges		1,693
Costs paid		(1,537	)
Other activity(1)		(8	)
Restructuring liability at March 31, 2024	$	671

(1) Other charges include the effects of currency translation, non-cash asset write-downs, travel, legal and other charges.

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NOTE 10 – Accrued Expenses and Other Liabilities

The components of accrued expenses and other liabilities are as follows:

	As of
	March 31,		December 31,
	2024		2023
Accrued product-related costs	$	2,069	$	2,183
Accrued income taxes		6,218		6,899
Accrued property and other taxes		1,427		1,542
Accrued professional fees		1,296		1,232
Accrued customer-related liabilities		2,316		2,167
Dividends payable		1,226		1,233
Remediation reserves		11,942		12,044
Derivative liabilities		289		747
Other accrued liabilities		5,794		6,514
Total accrued expenses and other liabilities	$	32,577	$	34,561

NOTE 11 – Commitments and Contingencies

Certain processes in the manufacture of our current and past products may create by-products classified as hazardous waste. As a result, we have been notified by the U.S. Environmental Protection Agency (“EPA”), state environmental agencies and in some cases, groups of potentially responsible parties, that we may be potentially liable for environmental contamination at several sites currently or formerly owned or operated by us. Currently, none of these costs and accruals relate to sites that provide revenue generating activities for the Company. Two of those sites, Asheville, North Carolina (the “Asheville Site”) and Mountain View, California, are designated National Priorities List sites under the EPA’s Superfund program. We accrue a liability for probable remediation activities, claims, and proceedings against us with respect to environmental matters if the amount can be reasonably estimated, and provide disclosures including the nature of a loss whenever it is probable or reasonably possible that a potentially material loss may have occurred but cannot be estimated. We record contingent loss accruals on an undiscounted basis.

A roll-forward of remediation reserves included in accrued expenses and other liabilities on the Condensed Consolidated Balance Sheets is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Balance at beginning of period	$	12,044		$	11,048
Remediation expense		245			3,502
Net remediation payments		(348	)		(2,497	)
Other activity(1)		1			(9	)
Balance at end of the period	$	11,942		$	12,044

(1)Other activity includes currency translation adjustments not recorded through remediation expense.

The Company operates under and in accordance with a federal consent decree, dated March 7, 2017, with the EPA for the Asheville Site. On February 8, 2023, the Company received a letter from the EPA (the “EPA Letter”) seeking reimbursement of its past response costs and interest thereon relating to any release or threatened release of hazardous substances at the Asheville Site in the aggregate amount of $9,955 from the three potentially responsible parties associated with the Asheville Site, including the Company. The Company expects its potential exposure to be between $1,900 and $9,955. We have determined that no point within this range is more likely than another and therefore we have recorded a loss estimate of $1,900 as of March 31, 2024 and December 31, 2023 in the Consolidated Balance Sheets.

Unrelated to the environmental claims described above, certain other legal claims are pending against us with respect to matters arising out of the ordinary conduct of our business.

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We provide product warranties when we sell our products and accrue for estimated liabilities at the time of sale. Warranty estimates are forecasts based on the best available information and historical claims experience. We accrue for specific warranty claims if we believe that the facts of a specific claim make it probable that a liability in excess of our historical experience has been incurred and provide disclosures for specific claims whenever it is reasonably possible that a material loss may be incurred which cannot be estimated.

We cannot provide assurance that the ultimate disposition of environmental, legal, and product warranty claims will not materially exceed the amount of our accrued losses and adversely impact our consolidated financial position, results of operations, or cash flows. Our accrued liabilities and disclosures will be adjusted accordingly if additional information becomes available in the future.

NOTE 12 - Debt

Long-term debt is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Total credit facility	$	400,000		$	400,000
Balance outstanding		67,500			67,500
Standby letters of credit		1,640			1,640
Amount available, subject to covenant restrictions	$	330,860		$	330,860
Weighted-average interest rate		6.60	%		6.07	%

On December 15, 2021, we entered into a second amended and restated five-year credit agreement with a group of banks (the “Revolving Credit Facility”) to (i) increase the total credit facility to $400,000, which may be increased by $200,000 at the request of the Company, subject to the administrative agent's approval, (ii) extend the maturity of the Revolving Credit Facility from February 12, 2024 to December 15, 2026, (iii) replace LIBOR with SOFR as the primary reference rate used to calculate interest on the loans under the Revolving Credit Facility, (iv) increase available sub limits for letters of credit and swingline loans as well as providing for additional alternative currency borrowing capabilities, and (v) modify the financial and non-financial covenants to provide the Company additional flexibility. This unsecured credit facility replaced the prior $300,000 unsecured credit facility, which would have expired February 12, 2024.

Borrowings in U.S. dollars under the Revolving Credit Facility bear interest, at a per annum rate equal to the applicable Term SOFR rate (but not less than 0.0%), plus the Term SOFR adjustment, and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. Similarly, borrowings of alternative currencies under the Revolving Credit Facility bear interest equal to a defined risk-free reference rate, plus the applicable risk-free rate adjustment and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. We use interest rate swaps to convert a portion of our revolving credit facility's outstanding balance from a variable rate of interest to a fixed rate. The contractual rate of these arrangements ranges from 1.49% to 2.49%. Refer to Note 13, "Derivative Financial Instruments," for further discussion on the impact of interest rate swaps.

The Revolving Credit Facility includes a swingline sublimit of $20,000 and a letter of credit sublimit of $20,000. We also pay a quarterly commitment fee on the unused portion of the Revolving Credit Facility. The commitment fee ranges from 0.175% to 0.25% based on our net leverage ratio.

The Revolving Credit Facility requires, in addition to customary representations and warranties, that we comply with a maximum net leverage ratio and a minimum interest coverage ratio. Failure to comply with these covenants could reduce the borrowing availability under the Revolving Credit Facility. We were in compliance with all debt covenants at March 31, 2024. The Revolving Credit Facility requires that we deliver quarterly financial statements, annual financial statements, auditor certifications, and compliance certificates within a specified number of days after the end of a quarter and year. Additionally, the Revolving Credit Facility contains restrictions limiting our ability to: dispose of assets; incur certain additional debt; repay other debt or amend subordinated debt instruments; create liens on assets; make investments, loans or advances; make acquisitions or engage in mergers or consolidations; engage in certain transactions with our subsidiaries and affiliates; and make stock repurchases and dividend payments.

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We have debt issuance costs related to our long-term debt that are being amortized using the straight-line method over the life of the debt, which approximates the effective interest method. Amortization expense for the three months ended March 31, 2024 and March 31, 2023 were $48 and $48, respectively. These costs are included in interest expense in our Consolidated Statements of Earnings.

Note 13 - Derivative Financial Instruments

Our earnings and cash flows are subject to fluctuations due to changes in foreign currency exchange rates and interest rates. We selectively use derivative financial instruments including foreign currency forward contracts as well as interest rate and cross-currency swaps to manage our exposure to these risks.

The use of derivative financial instruments exposes the Company to credit risk, which relates to the risk of nonperformance by a counterparty to the derivative contracts. We manage our credit risk by entering into derivative contracts with only highly rated financial institutions and by using netting agreements.

The effective portion of derivative gains and losses are recorded in accumulated other comprehensive income (loss) until the hedged transaction affects earnings upon settlement, at which time they are reclassified to cost of goods sold or net sales. If it is probable that an anticipated hedged transaction will not occur by the end of the originally specified time period, we reclassify the gains or losses related to that hedge from accumulated other comprehensive income (loss) to other income (expense), net.

We assess hedge effectiveness qualitatively by verifying that the critical terms of the hedging instrument and the forecasted transaction continue to match, and that there have been no adverse developments that have increased the risk that the counterparty will default. No recognition of ineffectiveness was recorded in our Condensed Consolidated Statements of Earnings for the three months ended March 31, 2024.

Foreign Currency Hedges

We use forward contracts to mitigate currency risk related to a portion of our forecasted foreign currency revenues and costs. The currency forward contracts are designed as cash flow hedges and are recorded in the Condensed Consolidated Balance Sheets at fair value.

We continue to monitor the Company’s overall currency exposure and may elect to add cash flow hedges in the future. At March 31, 2024, we had a net unrealized gain of $1,880 in accumulated other comprehensive income (loss), $1,845 of which is expected to be reclassified to earnings within the next 12 months. The notional amount of foreign currency forward contracts outstanding was $36,092 at March 31, 2024.

Interest Rate Swaps

We use interest rate swaps to convert a portion of our Revolving Credit Facility’s outstanding balance from a variable rate of interest to a fixed rate. As of March 31, 2024, we have agreements to fix interest rates on $50,000 of long-term debt until December 2026. The difference to be paid or received under the terms of the swap agreements will be recognized as an adjustment to interest expense when settled.

These swaps are treated as cash flow hedges and consequently, the changes in fair value are recorded in other comprehensive (loss) income. The estimated net amount of the existing gains that are reported in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next twelve months is approximately $1,193.

Cross-Currency Swap

The Company has operations and investments in various international locations and is subject to risks associated with changing foreign exchange rates. In order to hedge the Krone-based purchase price for the acquisition of Ferroperm Piezoceramics, A.S. (“Ferroperm”), the Company entered into a cross currency interest rate swap agreement on June 27, 2022 that synthetically swapped $25,000 of variable

17

rate debt to Krone-denominated variable rate debt. Upon completion of the Ferroperm acquisition on June 30, 2022, the transaction was designated as a net investment hedge for accounting purposes and will mature on June 30, 2027.

Accordingly, any gains or losses on this derivative instrument are included in the foreign currency translation component of other comprehensive (loss) income until the net investment is sold, diluted or liquidated. At March 31, 2024 we had a net unrealized loss of $679 in accumulated other comprehensive income (loss). Interest payments received for the cross-currency swap are excluded from the net investment hedge effectiveness assessment and are recorded in interest expense in the Condensed Consolidated Statements of Earnings. The assumptions used in measuring fair value of the cross-currency swap are considered level 2 inputs, which are based upon the Krone to U.S. Dollar exchange rate market.

The location and fair values of derivative instruments designated as hedging instruments in the Condensed Consolidated Balance Sheets as of March 31, 2024, are shown in the following table:

	As of
	March 31,			December 31,
	2024			2023
Interest rate swaps reported in Other current assets	$	1,193		$	1,121
Interest rate swaps reported in Other assets	$	1,128		$	706
Cross-currency swap reported in Accrued expenses and other liabilities	$	(289	)	$	(747	)
Foreign currency hedges reported in Other current assets	$	1,831		$	1,087

The Company has elected to net its foreign currency derivative assets and liabilities in the balance sheet in accordance with ASC 210-20 (Balance Sheet, Offsetting). On a gross basis, there were foreign currency derivative assets of $1,831 and no foreign currency derivative liabilities at March 31, 2024.

The effect of derivative instruments on the Condensed Consolidated Statements of Earnings is as follows:

	Three Months Ended
	March 31,		March 31,
	2024		2023
Foreign Exchange Contracts:
Amounts reclassified from AOCI to earnings:
Net sales	$	26	$	(34	)
Cost of goods sold		758		255
Total net gain reclassified from AOCI to earnings		784		221
Total derivative gain on foreign exchange contracts recognized in earnings	$	784	$	221
Interest Rate Swaps:
Income recorded in Interest expense	$	405	$	377
Cross-Currency Swap:
Income recorded in Interest expense	$	94	$	158
Total net gains on derivatives	$	1,283	$	756

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NOTE 14 – Accumulated Other Comprehensive Income (Loss)

Shareholders’ equity includes certain items classified as accumulated other comprehensive income (loss) (“AOCI”) in the Condensed Consolidated Balance Sheets, including:

•Unrealized gains (losses) on hedges relate to interest rate swaps to convert a portion of our Revolving Credit Facility's outstanding balance from a variable rate of interest into a fixed rate, foreign currency forward contracts used to hedge our exposure to changes in exchange rates affecting certain revenues and costs denominated in foreign currencies, as well as a cross-currency swap that synthetically converts our U.S. Dollar variable rate debt to Krone-denominated variable rate debt. These hedges are designated as cash flow hedges, and we have deferred income statement recognition of gains and losses until the hedged transactions occur, at which time amounts are reclassified into earnings. Further information related to our derivative financial instruments is included in Note 13 - Derivative Financial Instruments and Note 17 – Fair Value Measurements.

•Unrealized gains (losses) on pension obligations are deferred from income statement recognition until the gains or losses are realized. Amounts reclassified to income from AOCI are included in net periodic pension income (expense). Further information related to our pension obligations is included in Note 7 – Retirement Plans.

•Cumulative translation adjustments relate to our non-U.S. subsidiary companies that have designated a functional currency other than the U.S. Dollar. We are required to translate the subsidiary functional currency financial statements to dollars using a combination of historical, period-end, and average foreign exchange rates. This combination of rates creates the foreign currency translation adjustment component of other comprehensive income (loss).

Changes in exchange rates between the functional currency and the currency in which a transaction is denominated are foreign exchange transaction gains or losses. Transaction losses for the three months ended March 31, 2024 and March 31, 2023 were $1,507 and $68, respectively. The impact of these changes have been included in other income (expense) in the Condensed Consolidated Statements of Earnings.

The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2024, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2023			in OCI			to Earnings			2024
Changes in fair market value of derivatives:
Gross	$	3,252		$	2,138		$	(1,189	)	$	4,201
Income tax benefit (expense)		(749	)		(492	)		274			(967	)
Net		2,503			1,646			(915	)		3,234
Changes in unrealized pension cost:
Gross		(1,126	)		—			69			(1,057	)
Income tax benefit		442			—			(5	)		437
Net		(684	)		—			64			(620	)
Cumulative translation adjustment:
Gross		2,445			(2,121	)		—			324
Income tax benefit (expense)		—			—			—			—
Net		2,445			(2,121	)		—			324
Total accumulated other comprehensive income (loss)	$	4,264		$	(475	)	$	(851	)	$	2,938

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The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2023, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2022			in OCI			to Earnings			2023
Changes in fair market value of derivatives:
Gross	$	3,911		$	1,090		$	(598	)	$	4,403
Income tax benefit (expense)		(899	)		(251	)		138			(1,012	)
Net		3,012			839			(460	)		3,391
Changes in unrealized pension cost:
Gross		(1,179	)		—			(47	)		(1,226	)
Income tax benefit (expense)		376			—			13			389
Net		(803	)		—			(34	)		(837	)
Cumulative translation adjustment:
Gross		(2,880	)		1,024			—			(1,856	)
Income tax benefit (expense)		—			—			—			—
Net		(2,880	)		1,024			—			(1,856	)
Total accumulated other comprehensive income (loss)	$	(671	)	$	1,863		$	(494	)	$	698

NOTE 15 – Shareholders’ Equity

Share count and par value data related to shareholders’ equity are as follows:

	As of
	March 31,		December 31,
	2024		2023
Preferred Stock
Par value per share	No par value		No par value
Shares authorized		25,000,000		25,000,000
Shares outstanding		—		—
Common Stock
Par value per share	No par value		No par value
Shares authorized		75,000,000		75,000,000
Shares issued		57,541,018		57,444,228
Shares outstanding		30,649,099		30,824,248
Treasury stock
Shares held		26,891,919		26,619,980

On February 9, 2023, the Board of Directors approved a share repurchase program that authorized the Company to repurchase up to $50,000 of the Company’s common stock. The repurchase program had no set expiration date and replaced the repurchase program approved by the Board of Directors on May 13, 2021. The purchases under the program were made from time to time in the open market (including, without limitation, through the use of Rule 10b5-1 plans), depending on a number of factors, including our evaluation of general market and economic conditions, our financial condition and the trading price of our common stock.

On February 2, 2024, our Board of Directors approved a new share repurchase program that authorizes the Company to repurchase up to $100,000 of its common stock. The repurchase program has no set expiration date and supersedes and replaces the repurchase program approved by the Board of Directors in February 2023. The purchases may be made from time to time in the open market (including, without limitation, through the use of Rule 10b5-1 plans), depending on a number of factors, including our evaluation of general market and economic conditions, our financial condition and the trading price of our common stock. The repurchase program may be extended, modified, suspended or discontinued at any time.

During the three months ended March 31, 2024, 271,939 shares of common stock were repurchased for $12,078 across both share repurchase programs. During the three months ended March 31, 2023, 198,271 shares of common stock were repurchased for $8,802. As of March 31, 2024, approximately $92,369 remains available for future purchases.

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As of 2023, we are subject to a 1% excise tax on stock repurchases under the United States Inflation Reduction Act of 2022 which we include in the cost of stock repurchases as a reduction of shareholders’ equity. As of March 31, 2024 and December 31, 2023, we had $436 and $359, respectively, recorded in Accrued expenses and other liabilities in the Consolidated Balance Sheet.

A roll-forward of common shares outstanding is as follows:

	Three months ended
	March 31,			March 31,
	2024			2023
Balance at the beginning of the year		30,824,248			31,680,890
Repurchases		(271,939	)		(198,271	)
Restricted share issuances		96,790			98,536
Balance at the end of the period		30,649,099			31,581,155

Certain potentially dilutive restricted stock units are excluded from diluted earnings per share because they are anti-dilutive. The number of outstanding awards that were anti-dilutive for the three months ended March 31, 2024 and March 31, 2023 were 30,030 and 37,676, respectively.

NOTE 16- Stock-Based Compensation

At March 31, 2024, we had five active stock-based compensation plans: the Non-Employee Directors’ Stock Retirement Plan (“Directors’ Plan”), the 2004 Omnibus Long-Term Incentive Plan (“2004 Plan”), the 2009 Omnibus Equity and Performance Incentive Plan (“2009 Plan”), the 2014 Performance and Incentive Compensation Plan (“2014 Plan”), and the 2018 Equity and Incentive Compensation Plan (“2018 Plan”). Future grants can only be made under the 2018 Plan.

These plans allow or allowed (as applicable) for grants of stock options, stock appreciation rights, restricted stock, restricted stock units ("RSUs"), performance shares, performance units, and other stock awards subject to the terms of the specific plans under which the awards are granted.

The following table summarizes the compensation expense included in selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings related to stock-based compensation plans:

	Three months ended
	March 31,		March 31,
	2024		2023
Service-based RSUs	$	894	$	770
Performance-based RSUs		154		634
Cash-settled RSUs		173		182
Total	$	1,221	$	1,586
Income tax benefit		279		365
Net expense	$	942	$	1,221

The following table summarizes the unrecognized compensation expense related to unvested RSUs by type and the weighted-average period in which the expense is to be recognized:

	Unrecognized
	Compensation		Weighted-
	Expense at		Average
	March 31, 2024		Period (years)
Service-based RSUs	$	5,049		1.63
Performance-based RSUs		4,653		2.26
Total	$	9,702		1.93

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We recognize expense on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards.

The following table summarizes the status of these plans as of March 31, 2024:

	2018 Plan		2014 Plan		2009 Plan		2004 Plan		Directors' Plan
Awards originally available		2,500,000		1,500,000		3,400,000		6,500,000	N/A
Maximum potential awards outstanding		720,123		35,100		30,000		14,545		4,722
RSUs and cash-settled awards vested and released		620,116		—		—		—		—
Awards available for grant		1,159,761		—		—		—		—

Service-Based Restricted Stock Units

The following table summarizes the service-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		280,966		$	30.36
Granted		86,240			43.19
Vested and released		(54,372	)		37.21
Forfeited		(2,648	)		41.74
Outstanding at March 31, 2024		310,186		$	32.63
Releasable at March 31, 2024		141,167		$	21.76

Performance-Based Restricted Stock Units

The following table summarizes the performance-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		220,656		$	36.96
Granted		72,549			43.49
Attained by performance		55,272			33.37
Released		(112,907	)		33.85
Forfeited		(7,297	)		34.77
Outstanding at March 31, 2024		228,273		$	39.86
Releasable at March 31, 2024		—		$	—

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Cash-Settled Restricted Stock Units

Cash-Settled RSUs entitle the holder to receive the cash equivalent of one share of common stock for each unit when the unit vests. These RSUs are issued to key employees residing in foreign locations as direct compensation. Generally, these RSUs vest over a three-year period. Cash-Settled RSUs are classified as liabilities and are remeasured at each reporting date until settled. At March 31, 2024 and December 31, 2023, we had 48,372 and 42,062 Cash-Settled RSUs outstanding, respectively. At March 31, 2024 and December 31, 2023, liabilities of $581 and $676, respectively, were included in accrued expenses and other liabilities on our Condensed Consolidated Balance Sheets.

NOTE 17 — Fair Value Measurements

The table below summarizes our financial assets and liabilities that were measured at fair value on a recurring basis at March 31, 2024:

	Asset (Liability) Carrying Value at March 31, 2024			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	2,321		$	—	$	2,321		$	—
Foreign currency hedges	$	1,831		$	—	$	1,831		$	—
Cross-currency swap	$	(289	)	$	—	$	(289	)	$	—
Qualified replacement plan assets	$	12,950		$	12,950	$	—		$	—
Contingent consideration	$	(3,511	)	$	—	$	—		$	(3,511	)

The table below summarizes the financial assets and liabilities that were measured at fair value on a recurring basis at December 31, 2023:

	Asset (Liability) Carrying Value at December 31, 2023			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	1,827		$	—	$	1,827		$	—
Foreign currency hedges	$	1,087		$	—	$	1,087		$	—
Cross-currency swap	$	(747	)	$	—	$	(747	)	$	—
Qualified replacement plan assets	$	13,392		$	13,392	$	—		$	—
Contingent consideration	$	(3,764	)	$	—	$	—		$	(3,764	)

We use interest rate swaps to convert a portion of our Revolving Credit Facility’s outstanding balance from a variable rate of interest into a fixed rate and foreign currency forward contracts to hedge the effect of foreign currency changes on certain revenues and costs denominated in foreign currencies. The Company entered into a cross-currency swap agreement in order to manage its exposure to changes in interest rates related to foreign debt. These derivative financial instruments are measured at fair value on a recurring basis. The fair value of our interest rate swaps and foreign currency hedges were measured using standard valuation models using market-based observable inputs over the contractual terms, including forward yield curves, among others. There is a readily determinable market for these derivative instruments, but that market is not active and therefore they are classified within Level 2 of the fair value hierarchy.

The fair value of the contingent consideration requires significant judgment. The Company's fair value estimates used in the contingent consideration valuation are considered Level 3 fair value measurements. The fair value estimates were based on assumptions management believes to be reasonable, but that are inherently uncertain, including estimates of future revenues and timing of events and activities that are expected to take place. Refer to Note 3 for further discussion on contingent consideration.

A roll-forward of the contingent consideration is as follows:

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	Contingent Consideration
Balance at December 31, 2023	$	3,764
Change in fair value		(253	)
Balance at March 31, 2024	$	3,511

As of March 31, 2024, approximately $1,076 was recorded in accrued expenses and other liabilities with the remainder in other long-term obligations.

Our long-term debt consists of the Revolving Credit Facility, which is recorded at its carrying value. There is a readily determinable market for our long-term debt and it is classified within Level 2 of the fair value hierarchy as the market is not deemed to be active. The fair value of long-term debt approximates its carrying value and was determined by valuing a similar hypothetical coupon bond and attributing that value to our long-term debt under the Revolving Credit Facility.

The qualified replacement plan assets consist of investment funds maintained for future contributions to the Company’s U.S. 401(k) program. The investments are Level 1 marketable securities and are recorded in Other Assets on our Condensed Consolidated Balance Sheets.

NOTE 18 — Income Taxes

The effective tax rates for the three months ended March 31, 2024 and March 31, 2023 are as follows:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Effective tax rate		18.6	%		19.2	%

The decrease in the effective income tax rate is primarily attributed to tax benefits recorded from a change in the mix of earnings by jurisdiction and a decrease in the impact of foreign withholding taxes. The first quarter 2024 and 2023 effective income tax rates were lower than the U.S. statutory federal income tax rate primarily due to tax benefits recorded upon vesting of RSUs.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”)

(in thousands of dollars, except percentages and per share amounts)

The following discussion should be read in conjunction with our unaudited Condensed Consolidated Financial Statements and notes included under Item 1, as well as our Consolidated Financial Statements and notes and related Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Overview

CTS Corporation ("CTS", "we", "our" or "us") is a leading designer and manufacturer of products that Sense, Connect and Move. Our vision is to be a leading provider of sensing and motion devices as well as connectivity components, enabling an intelligent and seamless world. These devices are categorized by their ability to Sense, Connect or Move. Sense products provide vital inputs to electronic systems. Connect products allow systems to function in synchronization with other systems. Move products ensure required movements are effectively and accurately executed. We are committed to achieving our vision by continuing to invest in the development of products, technologies and talent within these categories.

We manufacture sensors, actuators, and connectivity components in North America, Europe, and Asia. CTS provides engineered products to OEMs and tier one suppliers in the aerospace and defense, industrial, medical, and transportation markets.

There is an increasing proliferation of sensing and motion applications within various markets we serve. In addition, the increasing connectivity of various devices to the internet results in greater demand for communication bandwidth and data storage, increasing the need for our connectivity products. Our success is dependent on the ability to execute our strategy to support these trends. We are subject to a number of challenges including, without limitation, periodic market softness, competition from other suppliers, changes in technology, and the ability to add new customers, launch new products or penetrate new markets. Many of these, and other risks and uncertainties relating to the Company and our business, are discussed in further detail in Item 1A. of our Annual Report on Form 10-K and other filings made with the SEC.

Results of Operations: First Quarter 2024 versus First Quarter 2023

The following table highlights changes in significant components of the Unaudited Condensed Consolidated Statements of Earnings for the quarters ended March 31, 2024 and March 31, 2023:

	Three Months Ended
	March 31, 2024			March 31, 2023		Percent Change			Percentage of Net Sales – 2024			Percentage of Net Sales – 2023
Net sales	$	125,750		$	145,994		(13.9	)%		100.0	%		100.0	%
Cost of goods sold		80,660			94,342		(14.5	)		64.1			64.6
Gross margin		45,090			51,652		(12.7	)		35.9			35.4
Selling, general and administrative expenses		22,260			21,979		1.3			17.7			15.1
Research and development expenses		6,601			6,586		0.2			5.2			4.5
Restructuring charges		1,693			912		85.6			1.3			0.6
Total operating expenses		30,554			29,477		3.7			24.3			20.2
Operating earnings		14,536			22,175		(34.4	)		11.6			15.2
Total other (expense) income, net		(878	)		534		(264.4	)		(0.7	)		0.4
Earnings before income taxes		13,658			22,709		(39.9	)		10.9			15.6
Income tax expense		2,539			4,365		(41.8	)		2.0			3.0
Net earnings	$	11,119		$	18,344		(39.4	)%		8.8	%		12.6	%
Earnings per share:
Diluted net earnings per share	$	0.36		$	0.58

Net sales were $125,750 in the first quarter of 2024, a decrease of $20,244 or 13.9% from the first quarter of 2023. Net sales to non-transportation markets decreased $12,471 or 17.4% while net sales to transportation markets decreased $7,773 or 10.5%. The decline in

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net sales was primarily driven by decreased volumes from our distribution and OEM customers in the industrial end market, lower volumes of commercial vehicle related products, and lower sales to transportation customers in China. Changes in foreign exchange rates also decreased net sales by $630 year-over-year primarily due to the U.S. Dollar appreciating compared to the Chinese Renminbi.

Gross margin was $45,090 in the first quarter of 2024, a decrease of $6,562 or 12.7% from the first quarter of 2023. The decrease in gross margin was driven by lower sales volumes. Changes in foreign exchange rates decreased gross margin by $797 year-over-year primarily due to the U.S. Dollar appreciating compared to the Mexican Peso. Income from our hedges materially offset the negative foreign exchange impact. See Note 13 “Derivative Financial Instruments” in the Notes to the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for further information.

Our gross margin percentage increased from 35.4% for the first quarter of 2023 to 35.9% for the first quarter of 2024 primarily due to improved product mix and the impact of certain cost saving actions previously taken as discussed in Note 9 “Costs Associated with Exit and Restructuring Activities” in the Notes to the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

Selling, general and administrative ("SG&A") expenses were $22,260 or 17.7% of net sales in the first quarter of 2024, versus $21,979 or 15.1% of net sales in the first quarter of 2023. The increase in SG&A expenses as a percentage of net sales was primarily driven by lower net sales in the first quarter of 2024.

Research and development (“R&D”) expenses were $6,601 or 5.2% of net sales in the first quarter of 2024 compared to $6,586 or 4.5% of net sales in the first quarter of 2023. Our R&D expenses are in line with our commitment to continue investing in research and product development to drive organic growth.

Restructuring charges were $1,693 or 1.3% of net sales in the first quarter of 2024 compared to $912 or 0.6% of net sales in the first quarter of 2023. The restructuring charges in the quarter ended March 31, 2024 were primarily related to costs associated with our plant closure and consolidation activities. See Note 9 “Costs Associated with Exit and Restructuring Activities” in the Notes to the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for further information.

Other income and expense items are summarized in the following table:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Interest expense	$	(801	)	$	(694	)
Interest income		1,386			1,063
Other (expense) income, net		(1,463	)		165
Total other (expense) income, net	$	(878	)	$	534

Other expense, net for 2024 is primarily driven by foreign currency losses primarily related to the Chinese Renminbi.

	Three Months Ended
	March 31,			March 31,
	2024			2023
Effective tax rate		18.6	%		19.2	%

Our effective income tax rate was 18.6% and 19.2% in the first quarters of 2024 and 2023, respectively. The decrease in the effective income tax rate is primarily due to tax benefits recorded from a change in the mix of earnings by jurisdiction and a decrease in the impact of foreign withholding taxes.

Liquidity and Capital Resources

We have historically funded our capital and operating needs primarily through cash flows from operating activities, supported by available credit under our Revolving Credit Facility (as defined below). We believe that cash flows from operating activities and available borrowings under our Revolving Credit Facility will be adequate to fund our working capital needs, capital expenditures,

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investments, and debt service requirements for at least the next twelve months and for the foreseeable future thereafter. However, we may choose to pursue additional equity and debt financing to provide additional liquidity or to fund acquisitions.

Cash and cash equivalents were $162,425 at March 31, 2024, and $163,876 at December 31, 2023, of which $110,183 and $99,940, respectively, were held outside the United States. Total long-term debt was $67,500 as of March 31, 2024 and $67,500 as of December 31, 2023.

Cash Flow Overview

Cash Flows from Operating Activities

Net cash provided by operating activities was $18,311 during the three months ended March 31, 2024. Components of net cash provided by operating activities included net earnings of $11,119, depreciation and amortization expense of $7,325, other net non-cash items of $132, and a net cash outflow from changes in assets and liabilities of $265.

Net cash provided by operating activities was $11,186 during the three months ended March 31, 2023. Components of net cash provided by operating activities included net earnings of $18,344, depreciation and amortization expense of $6,918, other net non-cash items of $7,821, and a net cash outflow from changes in assets and liabilities of $15,649 primarily driven by 2022’s annual bonus payout and an increase in accounts receivables.

Cash Flows from Investing Activities

Net cash used in investing activities for the three months ended March 31, 2024 was $4,035, driven by capital expenditures.

Net cash used in investing activities for the three months ended March 31, 2023 was $7,896, driven by payments for the Maglab acquisition and finalization of the TEWA Temperature Sensors SP. Zo.o. (“TEWA”) net working capital adjustment of $3,356 and capital expenditures of $4,540. See Note 3 “Business Acquisitions” in the Notes to the Condensed Consolidated Financial Statements.

Cash Flows from Financing Activities

Net cash used in financing activities for the three months ended March 31, 2024 was $16,308. The net cash outflow was the result of treasury stock purchases of $11,958 (net of excise taxes unpaid), dividends paid of $1,233, and taxes paid on behalf of equity award participants of $3,117.

Net cash used in financing activities for the three months ended March 31, 2023 was $16,625. The net cash outflow was the result of treasury stock purchases of $8,802, dividends paid of $1,272, taxes paid on behalf of equity award participants of $3,142, and net cash used in the paydown of long-term debt of $3,409.

Capital Resources

Revolving Credit Facility

Long‑term debt is comprised of the following:

	As of
	March 31,		December 31,
	2024		2023
Total credit facility	$	400,000	$	400,000
Balance outstanding		67,500		67,500
Standby letters of credit		1,640		1,640
Amount available, subject to covenant restrictions	$	330,860	$	330,860

On December 15, 2021, we entered into a second amended and restated five-year credit agreement with a group of banks (the “Revolving Credit Facility”) to (i) increase the total credit facility availability to $400,000, which may be increased by $200,000 at the request of the Company, subject to the administrative agent's approval, (ii) extend the maturity of the Revolving Credit Facility from February 12, 2024 to December 15, 2026, (iii) replace LIBOR with SOFR as the primary reference rate used to calculate interest on the loans under the Revolving Credit Facility, (iv) increase available sub limits for letters of credit, and swingline loans as well as providing for additional alternative currency borrowing capabilities, and (v) modify the financial and non-financial covenants to provide the Company additional

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flexibility. This new unsecured credit facility replaced the prior $300,000 unsecured credit facility, which would have expired on February 12, 2024.

Borrowings in U.S. Dollars under the Revolving Credit Facility bear interest, at a per annum rate equal to the applicable Term SOFR rate (but not less than 0.0%), plus the Term SOFR adjustment, and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. Similarly, borrowings of alternative currencies under the Revolving Credit Facility bear interest equal to a defined risk-free reference rate, plus the applicable risk-free rate adjustment and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. We use interest rate swaps to convert a portion of our revolving credit facility's outstanding balance from a variable rate of interest to a fixed rate. The contractual rate of these arrangements ranges from 1.49% to 2.49%.

The Revolving Credit Facility includes a swingline sublimit of $20,000 and a letter of credit sub limit of $20,000. We also pay a quarterly commitment fee on the unused portion of the Revolving Credit Facility. The commitment fee ranges from 0.175% to 0.25% based on our net leverage ratio. We were in compliance with all debt covenants at March 31, 2024.

Critical Accounting Policies and Estimates

The Company’s Condensed Consolidated Financial Statements are prepared in accordance with U.S. GAAP. In connection with the preparation of the Condensed Consolidated Financial Statements, the Company uses estimates and makes judgments and assumptions about future events that affect the reported amounts of assets, liabilities, revenue, expenses, and the related disclosures. The assumptions, estimates, and judgments are based on historical experience, current trends, and other factors the Company believes are relevant at the time it prepares the Condensed Consolidated Financial Statements.

The critical accounting policies and estimates are consistent with those discussed in Note 1, “Summary of Significant Accounting Policies”, to the Consolidated Financial Statements and the MD&A section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. During and as of the three months ended March 31, 2024, there were no significant changes in the application of critical accounting policies or estimates.

Significant Customers

Our net sales to customers representing at least 10% of total net sales is as follows:

	Three months ended
	March 31, 2024			March 31, 2023
Cummins Inc.		13.6	%		14.1	%
Toyota Motor Corporation		13.3	%		10.7	%

No other customer accounted for 10% or more of total net sales during these periods.

Forward‑Looking Statements

Readers are cautioned that the statements contained in this document regarding expectations of our performance or other matters that may affect our business, results of operations, or financial condition are, or may be deemed to be, “forward-looking statements” as defined by the “safe harbor” provisions in the Private Securities Litigation Reform Act of 1995. Such statements are made in reliance on the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, included or incorporated in this document, including statements regarding our strategy, financial position, guidance, funding for continued operations, cash reserves, liquidity, projected costs, plans, projects, awards and contracts, and objectives of management, among others, are forward-looking statements. Words such as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,” “continued,” “project,” “plan,” “goals,” “opportunity,” “appeal,” “estimate,” “potential,” “predict,” “demonstrates,” “may,” “will,” “might,” “could,” “intend,” “shall,” “possible,” “would,” “approximately,” “likely,” “outlook,” “schedule,” “on track,” “poised,” “pipeline,” and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements , but the absence of these words does not mean that a statement is

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not forward-looking. These forward-looking statements are not guarantees of future performance, conditions or results. Forward-looking statements are based on management’s expectations, certain assumptions, and currently available information. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof and are based on various assumptions as to future events, the occurrence of which necessarily are subject to uncertainties. These forward-looking statements are made subject to certain risks, uncertainties, and other factors, which could cause CTS’ actual results, performance, or achievements to differ materially from those presented in the forward-looking statements. Examples of factors that may affect future operating results and financial condition include, but are not limited to: supply chain disruptions; changes in the economy generally, including inflationary and/or recessionary conditions, and in respect to the business in which CTS operates; unanticipated issues in integrating acquisitions; the results of actions to reposition CTS’ business; rapid technological change; general market conditions in the transportation, as well as conditions in the industrial, aerospace and defense, and medical markets; reliance on key customers; unanticipated public health crises, natural disasters or other events; environmental compliance and remediation expenses; the ability to protect CTS’ intellectual property; pricing pressures and demand for CTS’ products; risks associated with CTS’ international operations, including trade and tariff barriers, exchange rates and political and geopolitical risks (including, without limitation, the potential impact U.S./China relations and the conflict between Russia and Ukraine may have on our business, results of operations and financial condition); the amount and timing of any share repurchases; and the effect of any cybersecurity incidents on our business. Many of these, and other risks and uncertainties, are discussed in further detail in Item 1A. of CTS’ most recent Annual Report on Form 10-K and other filings made with the SEC. CTS undertakes no obligation to publicly update CTS’ forward-looking statements to reflect new information or events or circumstances that arise after the date hereof, including market or industry changes. 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

See Item 7A, Quantitative and Qualitative Disclosures about Market Risk, of our Annual Report on Form 10-K for the year ended December 31, 2023. During the three months ended March 31, 2024, there have been no material changes in our exposure to market risk.

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q were effective in providing reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within CTS have been detected.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting for the quarter ended March 31, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we are involved in litigation with respect to matters arising from the ordinary conduct of our business, and currently certain claims are pending against us. In the opinion of management, we believe we have established adequate accruals pursuant to U.S. generally accepted accounting principles for our expected future liability with respect to pending lawsuits, claims and proceedings, where the nature and extent of any such liability can be reasonably estimated based on presently available information. However, there can be no assurance that the final resolution of any existing or future lawsuits, claims or proceedings will not have a material adverse effect on our business, results of operations, financial condition, or cash flows.

See Note 11 "Commitments and Contingencies" in the Notes to the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors

There have been no significant changes to our risk factors from those contained in our Annual Report on Form 10-K for the year ended December 31, 2023.

Item 2. Unregistered Sales of Equity and Use of Proceeds

On February 9, 2023, the Board approved a share repurchase program that authorizes the Company to repurchase up to $50 million of its common stock. The repurchase program had no set expiration date and superseded and replaces the repurchase program approved by the Board in May 2021.

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On February 2, 2024, the Board approved a new share repurchase program that authorizes the Company to repurchase up to $100 million of its common stock. The new share repurchase program has no set expiration date and supersedes and replaces the repurchase program approved by the Board in February 2023.

					Total Number		Maximum Dollar
					of Shares		Value of Shares
					Purchased as		That May Yet Be
	Total Number				Part of Publicly		Purchased Under
	of Shares		Average Price		Announced		Publicly Announced
	Purchased		Paid per Share		Programs		Plans or Programs
January 1, 2024 – January 31, 2024		83,939	$	42.90		83,939	$	9,307,307
February 1, 2024 – February 29, 2024		98,000	$	44.81		98,000	$	96,454,603
March 1, 2024 – March 31, 2024		90,000	$	45.39		90,000	$	92,369,338
Total		271,939				271,939

Item 5. Other Information

During the quarter ended March 31, 2024, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408 of Regulation S-K).

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Item 6. Exhibits

(31)(a)	Certification pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
(31)(b)	Certification pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
(32)(a)	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
(32)(b)	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
101.1	The following information from CTS Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 formatted in Inline XBRL: (i) Condensed Consolidated Statements of Earnings; (ii) Condensed Consolidated Statements of Comprehensive Earnings; (iii) Condensed Consolidated Balance Sheets; (iv) Condensed Consolidated Statements of Cash Flows; (v) Condensed Consolidated Statements of Shareholders’ Equity; (vi) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104	The cover page from this Current Report on Form 10-Q formatted as inline XBRL

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CTS Corporation	CTS Corporation
/s/ Thomas M. White	/s/ Ashish Agrawal
Thomas M. White	Ashish Agrawal
Corporate Controller (Principal Accounting Officer)	Vice President and Chief Financial Officer (Principal Financial Officer)
Dated: May 1, 2024	Dated: May 1, 2024

33

EX-31.(A)

EXHIBIT (31)(a)

CERTIFICATION

I, Kieran O’Sullivan, certify that:

1.I have reviewed this quarterly report on Form 10-Q of CTS Corporation:

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and

(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statement for external purposes in accordance with generally accepted accounting principles; and

(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusion about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 1, 2024	/s/ Kieran O’Sullivan
	Kieran O’Sullivan
	Chairman, President and Chief Executive Officer

EX-31.(B)

EXHIBIT (31)(b)

CERTIFICATION

I, Ashish Agrawal, certify that:

1.I have reviewed this quarterly report on Form 10-Q of CTS Corporation:

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and

(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statement for external purposes in accordance with generally accepted accounting principles; and

(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusion about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 1, 2024	/s/Ashish Agrawal
	Ashish Agrawal
	Vice President and Chief Financial Officer

EX-32.(A)

EXHIBIT (32)(a)

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of CTS Corporation (the Company) on Form 10-Q for the quarter ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the Report), the undersigned officer of the Company certifies, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

(1)the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 1, 2024	/s/ Kieran O’Sullivan
	Kieran O’Sullivan
	Chairman, President and Chief Executive Officer

A signed original of this written statement required by Section 906 has been provided to CTS Corporation and will be retained by CTS Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.(B)

EXHIBIT (32)(b)

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of CTS Corporation (the Company) on Form 10-Q for the quarter ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the Report), the undersigned officer of the Company certifies, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

(1)the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 1, 2024	/s/Ashish Agrawal
	Ashish Agrawal
	Vice President and Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to CTS Corporation and will be retained by CTS Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

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Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2024	Apr. 22, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000026058
Document Transition Report	false
Entity File Number	1-4639
Entity Registrant Name	CTS CORPORATION
Entity Incorporation, State or Country Code	IN
Entity Tax Identification Number	35-0225010
Entity Address, Address Line One	4925 Indiana Avenue
Entity Address, City or Town	Lisle
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60532
City Area Code	630
Local Phone Number	577-8800
Title of Each Class	Common stock, without par value
Trading Symbol	CTS
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		30,569,672

XML

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - UNAUDITED - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Net sales	$ 125,750	$ 145,994
Cost of goods sold	80,660	94,342
Gross margin	45,090	51,652
Selling, general and administrative expenses	22,260	21,979
Research and development expenses	6,601	6,586
Restructuring charges	1,693	912
Operating earnings	14,536	22,175
Other income (expense):
Interest expense	(801)	(694)
Interest income	1,386	1,063
Other (expense) income, net	(1,463)	165
Total other (expense) income, net	(878)	534
Earnings before income taxes	13,658	22,709
Income tax expense	2,539	4,365
Net earnings	$ 11,119	$ 18,344
Earnings per share:
Basic	$ 0.36	$ 0.58
Diluted	$ 0.36	$ 0.58
Basic weighted – average common shares outstanding:	30,742	31,634
Effect of dilutive securities	252	259
Diluted weighted – average common shares outstanding:	30,994	31,893
Cash dividends declared per share	$ 0.04	$ 0.04

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS - UNAUDITED - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
Net Income (Loss)	$ 11,119	$ 18,344
Other comprehensive earnings (loss):
Changes in fair market value of derivatives, net of tax	730	379
Changes in unrealized pension cost, net of tax	65	(34)
Cumulative translation adjustment, net of tax	(2,121)	1,024
Other comprehensive (loss) earnings	(1,326)	1,369
Comprehensive earnings	$ 9,793	$ 19,713

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 162,425	$ 163,876
Accounts receivable, net	80,663	78,569
Inventories, net	57,784	60,031
Other current assets	17,346	16,873
Total current assets	318,218	319,349
Property, plant and equipment, net	91,626	92,592
Operating lease assets, net	25,290	26,425
Other Assets
Goodwill	156,330	157,638
Other intangible assets, net	99,949	103,957
Deferred income taxes	25,563	25,183
Other	15,864	16,023
Total other assets	297,706	302,801
Total Assets	732,840	741,167
Current Liabilities
Accounts payable	45,609	43,499
Operating lease obligations	4,399	4,394
Accrued payroll and benefits	13,363	14,585
Accrued expenses and other liabilities	32,577	34,561
Total current liabilities	95,948	97,039
Long-term debt	67,500	67,500
Long-term operating lease obligations	23,824	24,965
Long-term pension obligations	4,615	4,655
Deferred income taxes	14,423	14,729
Other long-term obligations	5,245	5,457
Total Liabilities	211,555	214,345
Commitments and Contingencies (Note 11)
Shareholders’ Equity
Common stock	321,858	319,269
Additional contributed capital	40,440	45,097
Retained earnings	612,124	602,232
Accumulated other comprehensive income (loss)	2,938	4,264
Total shareholders’ equity before treasury stock	977,360	970,862
Treasury stock	(456,075)	(444,040)
Total shareholders’ equity	521,285	526,822
Total Liabilities and Shareholders’ Equity	$ 732,840	$ 741,167

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$ 11,119	$ 18,344
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	7,325	6,918
Pension and other post-retirement plan expense	84	31
Stock-based compensation	1,221	1,586
Deferred income taxes	(621)	(236)
Change in fair value of contingent consideration liability	(253)
(Loss) gain on foreign currency hedges, net of cash	(299)	192
Changes in assets and liabilities, net of acquisitions:
Accounts receivable	(2,985)	(5,906)
Inventories	1,656	(784)
Operating lease assets	1,135	833
Other assets	792	(133)
Accounts payable	2,835	857
Accrued payroll and benefits	(1,273)	(8,818)
Operating lease liabilities	(1,136)	(851)
Accrued expenses and other liabilities	(1,247)	(797)
Pension and other post-retirement plans	(42)	(50)
Net cash provided by operating activities	18,311	11,186
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(4,035)	(4,540)
Payments for acquisitions, net of cash acquired	0	(3,356)
Net cash used in investing activities	(4,035)	(7,896)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments of long-term debt	(167,500)	(204,084)
Proceeds from borrowings of long-term debt	167,500	200,675
Purchases of treasury stock	(11,958)	(8,802)
Dividends paid	(1,233)	(1,272)
Taxes paid on behalf of equity award participants	(3,117)	(3,142)
Net cash used in financing activities	(16,308)	(16,625)
Effect of exchange rate changes on cash and cash equivalents	581	(38)
Net decrease in cash and cash equivalents	(1,451)	(13,373)
Cash and cash equivalents at beginning of period	163,876	156,910
Cash and cash equivalents at end of period	162,425	143,537
Supplemental cash flow information:
Cash paid for interest	739	926
Cash paid for income taxes, net	3,799	4,199
Capital expenditures incurred but not paid	1,733	$ 1,400
Excise taxes on purchase of treasury stock incurred not paid	$ 77

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CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - UNAUDITED - USD ($) $ in Thousands	Total	Common Stock	Additional Contributed Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Treasury Stock
Beginning Balance at Dec. 31, 2022	$ 506,224	$ 316,803	$ 46,144	$ 546,703	$ (671)	$ (402,755)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	18,344			18,344
Changes in fair market value of derivatives, net of tax	379				379
Changes in unrealized pension cost, net of tax	(34)				(34)
Cumulative translation adjustment, net of tax	1,024				1,024
Cash dividends	(1,260)			(1,260)
Acquired shares for treasury stock	(8,802)					(8,802)
Issued shares on vesting of restricted stock units	(3,143)	1,982	(5,125)
Stock compensation	1,404		1,404
Ending Balance at Mar. 31, 2023	514,136	318,785	42,423	563,787	698	(411,557)
Beginning Balance at Dec. 31, 2023	526,822	319,269	45,097	602,232	4,264	(444,040)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	11,119			11,119
Changes in fair market value of derivatives, net of tax	730				730
Changes in unrealized pension cost, net of tax	65				65
Cumulative translation adjustment, net of tax	(2,121)				(2,121)
Cash dividends	(1,227)			(1,227)
Acquired shares for treasury stock	(12,035)					(12,035)
Issued shares on vesting of restricted stock units	(3,116)	2,589	(5,705)
Stock compensation	1,048		1,048
Ending Balance at Mar. 31, 2024	$ 521,285	$ 321,858	$ 40,440	$ 612,124	$ 2,938	$ (456,075)

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CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - UNAUDITED (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]
Cash dividends declared per share	$ 0.04	$ 0.04
Treasury stock, shares, acquired	271,939	198,271

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Basis of Presentation

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

NOTE 1 — Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by CTS Corporation (“CTS”, “we”, “our”, “us” or the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the financial statements, notes thereto, and other information included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2023.

The accompanying unaudited condensed consolidated financial statements reflect, in the opinion of management, all adjustments (consisting of normal recurring items) necessary for a fair statement, in all material respects, of the financial position and results of operations for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ materially from those estimates. The results of operations for the interim periods are not necessarily indicative of the results for the entire year.

There have been no material changes in the Company’s significant accounting policies as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Recently issued accounting pronouncements not yet adopted

ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure"

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments' significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as existing segment disclosures and reconciliation required under ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for the interim periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures"

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the reconciliation of the effective tax rate, as well as disclosure of income taxes paid, disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

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Revenue Recognition

3 Months Ended

Mar. 31, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

NOTE 2 – Revenue Recognition

The core principle of Accounting Standard Codification (“ASC”) (Topic 606): Revenue from Contracts with Customers is that an entity should recognize revenue to depict the transfer of promised goods 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. The guidance provides a five-step process to achieve that core principle:

•Identify the contract(s) with a customer

•Identify the performance obligations

•Determine the transaction price

•Allocate the transaction price

•Recognize revenue when the performance obligations are met

We recognize revenue when the performance obligations specified in our contracts have been satisfied, after considering the impact of variable consideration and other factors that may affect the transaction price. Our contracts normally contain a single performance obligation that is fulfilled on the date of delivery or shipment based on shipping terms stipulated in the contract. We usually expect payment within 30 to 90 days from the shipping date, depending on our terms with the customer. None of our contracts as of March 31, 2024 contained a significant financing component. Differences between the amount of revenue recognized and the amount invoiced, collected from, or paid to our customers are recognized as contract assets or liabilities. Contract assets will be reviewed for impairment when events or circumstances indicate that they may not be recoverable.

To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing the most likely amount method based on an analysis of historical experience and current facts and circumstances, which requires significant judgment. Variable consideration is included in the transaction price if, in our judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur.

Disaggregated Revenue

The following table presents revenues disaggregated by the major markets we serve:

	Three months ended
	March 31, 2024		March 31, 2023
Transportation	$	66,516	$	74,289
Industrial		31,064		40,249
Medical		16,901		17,033
Aerospace & Defense		11,269		14,423
Total	$	125,750	$	145,994

The end-market sales for the first quarter of 2023 were adjusted by immaterial amounts to align the classification of certain customers in connection with our most recent acquisitions with our enterprise-level end market information.

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Business Acquisitions

3 Months Ended

Mar. 31, 2024

Business Combinations [Abstract]

Business Acquisitions

NOTE 3 – Business Acquisitions

Maglab AG Acquisition

On February 6, 2023, we acquired 100% of the outstanding shares of Maglab AG (”Maglab”). Maglab has deep expertise in magnetic system design and current measurement solutions for use in e-mobility, industrial automation, and renewable energy applications. Maglab’s domain expertise coupled with CTS’ commercial, technical and operational capabilities position us to advance our status as a recognized innovator in electric motor sensing and controls markets.

The final purchase price of $7,717 has been allocated to the fair values of assets and liabilities acquired as of February 6, 2023. The purchase price was increased by $3 for the final settlement of net working capital during the second quarter of 2023. The following table summarizes the final purchase price, the fair values of the assets acquired, and the liabilities assumed as of the date of acquisition:

	Consideration Paid
Cash paid, net of cash acquired of $14	$	4,153
Contingent consideration		3,564
Purchase price	$	7,717

	Fair Values at February 6, 2023
Accounts receivable	$	348
Inventory		43
Other current assets		41
Property, plant and equipment		35
Goodwill		4,997
Intangible assets		2,860
Fair value of assets acquired		8,324
Less fair value of liabilities acquired		(607	)
Purchase price	$	7,717

Goodwill represents value the Company expects to be created by combining the operations of the acquired business with the Company's operations, including the expansion of customer relationships, access to new customers, and potential cost savings and synergies. Goodwill related to the acquisition is expected to be deductible for tax purposes.

The following table summarizes the carrying amounts and weighted average lives of the acquired intangible assets:

	Carrying Value		Weighted Average Amortization Period
Customer lists/relationships	$	2,800		13.0
Technology and other intangibles		60		3.0
Total	$	2,860

All contingent consideration is payable in cash and is based on success factors related to the integration process as well as upon the achievement of annual revenue and customer order targets through the fiscal year ending December 31, 2025. The Company recorded $3,564 as the acquisition date fair value of the contingent consideration based on the estimate of the probability of achieving the performance targets. This amount is also reflected as an addition to the purchase price. The contingent consideration has a maximum payout of $6,300.

Supplemental pro forma disclosures are not included as the amounts are deemed to be immaterial.

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Accounts Receivable, Net

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Accounts Receivable, Net

NOTE 4 – Accounts Receivable, net

The components of accounts receivable, net are as follows:

	As of
	March 31,			December 31,
	2024			2023
Accounts receivable, gross	$	81,389		$	79,500
Less: Allowance for credit losses		(726	)		(931	)
Accounts receivable, net	$	80,663		$	78,569

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Inventories, Net

3 Months Ended

Mar. 31, 2024

Inventory Disclosure [Abstract]

Inventories, Net

NOTE 5 – Inventories, net

Inventories, net consists of the following:

	As of
	March 31,			December 31,
	2024			2023
Finished goods	$	15,311		$	20,279
Work-in-process		21,985			19,213
Raw materials		34,325			33,187
Less: Inventory reserves		(13,837	)		(12,648	)
Inventories, net	$	57,784		$	60,031

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Property, Plant and Equipment, Net

3 Months Ended

Mar. 31, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, Net

NOTE 6 – Property, Plant and Equipment, net

Property, plant and equipment, net is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Land and land improvements	$	536		$	536
Buildings and improvements		74,501			74,188
Machinery and equipment		263,188			261,435
Less: Accumulated depreciation		(246,599	)		(243,567	)
Property, plant and equipment, net	$	91,626		$	92,592

Depreciation expense for the three months ended March 31, 2024 and March 31, 2023 was $4,500 and $4,407, respectively.

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Retirement Plans

3 Months Ended

Mar. 31, 2024

Retirement Benefits [Abstract]

Retirement Plans

NOTE 7 – Retirement Plans

Pension Plans

Net pension expense for our domestic and foreign plans included in other expense, net in the Condensed Consolidated Statements of Earnings is as follows:

	Three months ended
	March 31,		March 31,
	2024		2023
Net pension expense	$	52	$	67

The components of net pension expense for our domestic and foreign plans include the following:

	Domestic Pension Plans				Foreign Pension Plans
	Three Months Ended				Three Months Ended
	March 31,		March 31,		March 31,			March 31,
	2024		2023		2024			2023
Service cost	$	—	$	—	$	3		$	6
Interest cost		9		10		6			10
Expected return on plan assets(1)		—		—		(5	)		(7	)
Amortization of loss		6		5		33			43
Total expense, net	$	15	$	15	$	37		$	52

(1)Expected return on plan assets is net of expected investment expenses and certain administrative expenses.

Other Post-retirement Benefit Plan

Net post-retirement expense for our other post-retirement plan includes the following components:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Service cost	$	—		$	—
Interest cost		48			48
Amortization of gain		(16	)		(84	)
Total expense (income), net	$	32		$	(36	)

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Goodwill and Other Intangible Assets

3 Months Ended

Mar. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

NOTE 8 – Goodwill and Other Intangible Assets

Goodwill

Changes in the net carrying amount of goodwill were as follows:

	Total
Goodwill as of December 31, 2023	$	157,638
Foreign exchange impact		(1,308	)
Goodwill as of March 31, 2024	$	156,330

Other Intangible Assets

Other intangible assets, net consist of the following components:

	As of
	March 31, 2024
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	143,652	$	(65,022	)	$	78,630
Technology and other intangibles		53,904		(32,585	)		21,319
Other intangible assets, net	$	197,556	$	(97,607	)	$	99,949

	As of
	December 31, 2023
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	144,671	$	(63,006	)	$	81,665
Technology and other intangibles		54,052		(31,760	)		22,292
Other intangible assets, net	$	198,723	$	(94,766	)	$	103,957

Amortization expense for the three months ended March 31, 2024 and March 31, 2023 was $2,825 and $2,511, respectively. The changes in the gross carrying amounts of intangible assets are due to foreign exchange impacts in the quarter.

Remaining amortization expense for other intangible assets as of March 31, 2024 is as follows:

	Amortization expense
2024	$	8,491
2025		10,639
2026		10,483
2027		10,424
2028		10,389
Thereafter		49,523
Total amortization expense	$	99,949

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Costs Associated with Exit and Restructuring Activities

3 Months Ended

Mar. 31, 2024

Restructuring and Related Activities [Abstract]

Costs Associated with Exit and Restructuring Activities

NOTE 9 – Costs Associated with Exit and Restructuring Activities

Restructuring charges are reported as a separate line within operating earnings in the Condensed Consolidated Statements of Earnings.

Total restructuring charges are as follows:

	Three Months Ended
	March 31, 2024		March 31, 2023
Restructuring charges	$	1,693	$	912

September 2020 Plan

In September 2020, we initiated a restructuring plan focused on optimizing our manufacturing footprint and improving operational efficiency by better utilizing our systems capabilities (the "September 2020 Plan"). This plan includes transitioning certain administrative

functions to a shared service center, realignment of manufacturing locations, and certain other efficiency improvement actions. The restructuring cost of the September 2020 Plan is estimated to be in the range of $4,000 to $4,200, including workforce reduction charges, building and equipment relocation charges and other contract and asset-related costs. We have incurred $3,912 in program costs to date and expect the September 2020 Plan to be completed during the second quarter of 2024. During the three months ended March 31, 2024, we recorded $7 in workforce reduction costs and $9 in building and equipment relocation charges under the 2020 Plan. There is no restructuring liability associated with these actions as of March 31, 2024. The total restructuring liability associated with these actions was $83 as of December 31, 2023.

Closure and Consolidation of Juarez Manufacturing Facility and Operations

During the first quarter of 2023, we announced the shutdown of our Juarez manufacturing facility. As a part of this activity, operations from the Juarez plant are being consolidated into our expanded Matamoros facility (collectively, the “Matamoros Consolidation”). We expect the Matamoros Consolidation to be completed later this year. The total restructuring cost of the Matamoros Consolidation is now estimated to be in the range of $4,750 and $5,500, including workforce reduction charges, building and equipment relocation charges and other contract and asset-related costs. The total restructuring costs incurred as part of the Matamoros Consolidation are $4,687. In addition to these charges, we expect to incur an additional $1,200 and $2,000 of other costs relating to the Matamoros Consolidation that would not qualify as restructuring charges, but represent duplicative expenses arising from the transition process, such as excess rent, utilities, personnel-related expenses and other costs. We have incurred $1,051 in other costs relating to the Matamoros Consolidation.

During the three months ended March 31, 2024, we incurred $988 in restructuring costs associated with the Matamoros Consolidation, comprised of $215, $751, and $22 in workforce reduction, building and equipment relocation costs, and asset impairment and other charges, respectively. We also incurred $480 in other related costs. The restructuring liability associated with the Matamoros Consolidation was $204 and $194 as of March 31, 2024 and December 31, 2023, respectively.

Other Restructuring Activities

During the period ended March 31, 2024, we incurred total other restructuring charges of $689, comprised of $385, $286, and $18 in workforce reduction, building and equipment relocation costs, and asset impairment and other charges, respectively. The workforce reduction charges incurred are for restructuring activities used to adjust our business in response to reduced demand across certain locations and products. Restructuring charges incurred in relation to building and equipment relocation costs and other charges are for activities intended to consolidate operations across our site locations. The remaining liability associated with our other restructuring actions was $467 and $246 at March 31, 2024 and December 31, 2023, respectively.

The following table displays the restructuring liability activity included in accrued expenses and other liabilities for all plans for the three months ended March 31, 2024:

Restructuring liability at January 1, 2024	$	523
Restructuring charges		1,693
Costs paid		(1,537	)
Other activity(1)		(8	)
Restructuring liability at March 31, 2024	$	671

(1) Other charges include the effects of currency translation, non-cash asset write-downs, travel, legal and other charges.

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Accrued Expenses and Other Liabilities

3 Months Ended

Mar. 31, 2024

Payables and Accruals [Abstract]

Accrued Expenses and Other Liabilities

NOTE 10 – Accrued Expenses and Other Liabilities

The components of accrued expenses and other liabilities are as follows:

	As of
	March 31,		December 31,
	2024		2023
Accrued product-related costs	$	2,069	$	2,183
Accrued income taxes		6,218		6,899
Accrued property and other taxes		1,427		1,542
Accrued professional fees		1,296		1,232
Accrued customer-related liabilities		2,316		2,167
Dividends payable		1,226		1,233
Remediation reserves		11,942		12,044
Derivative liabilities		289		747
Other accrued liabilities		5,794		6,514
Total accrued expenses and other liabilities	$	32,577	$	34,561

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Contingencies

NOTE 11 – Commitments and Contingencies

Certain processes in the manufacture of our current and past products may create by-products classified as hazardous waste. As a result, we have been notified by the U.S. Environmental Protection Agency (“EPA”), state environmental agencies and in some cases, groups of potentially responsible parties, that we may be potentially liable for environmental contamination at several sites currently or formerly owned or operated by us. Currently, none of these costs and accruals relate to sites that provide revenue generating activities for the Company. Two of those sites, Asheville, North Carolina (the “Asheville Site”) and Mountain View, California, are designated National Priorities List sites under the EPA’s Superfund program. We accrue a liability for probable remediation activities, claims, and proceedings against us with respect to environmental matters if the amount can be reasonably estimated, and provide disclosures including the nature of a loss whenever it is probable or reasonably possible that a potentially material loss may have occurred but cannot be estimated. We record contingent loss accruals on an undiscounted basis.

A roll-forward of remediation reserves included in accrued expenses and other liabilities on the Condensed Consolidated Balance Sheets is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Balance at beginning of period	$	12,044		$	11,048
Remediation expense		245			3,502
Net remediation payments		(348	)		(2,497	)
Other activity(1)		1			(9	)
Balance at end of the period	$	11,942		$	12,044

(1)Other activity includes currency translation adjustments not recorded through remediation expense.

The Company operates under and in accordance with a federal consent decree, dated March 7, 2017, with the EPA for the Asheville Site. On February 8, 2023, the Company received a letter from the EPA (the “EPA Letter”) seeking reimbursement of its past response costs and interest thereon relating to any release or threatened release of hazardous substances at the Asheville Site in the aggregate amount of $9,955 from the three potentially responsible parties associated with the Asheville Site, including the Company. The Company expects its potential exposure to be between $1,900 and $9,955. We have determined that no point within this range is more likely than another and therefore we have recorded a loss estimate of $1,900 as of March 31, 2024 and December 31, 2023 in the Consolidated Balance Sheets.

Unrelated to the environmental claims described above, certain other legal claims are pending against us with respect to matters arising out of the ordinary conduct of our business.

We provide product warranties when we sell our products and accrue for estimated liabilities at the time of sale. Warranty estimates are forecasts based on the best available information and historical claims experience. We accrue for specific warranty claims if we believe that the facts of a specific claim make it probable that a liability in excess of our historical experience has been incurred and provide disclosures for specific claims whenever it is reasonably possible that a material loss may be incurred which cannot be estimated.

We cannot provide assurance that the ultimate disposition of environmental, legal, and product warranty claims will not materially exceed the amount of our accrued losses and adversely impact our consolidated financial position, results of operations, or cash flows. Our accrued liabilities and disclosures will be adjusted accordingly if additional information becomes available in the future.

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Debt

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Debt

NOTE 12 - Debt

Long-term debt is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Total credit facility	$	400,000		$	400,000
Balance outstanding		67,500			67,500
Standby letters of credit		1,640			1,640
Amount available, subject to covenant restrictions	$	330,860		$	330,860
Weighted-average interest rate		6.60	%		6.07	%

On December 15, 2021, we entered into a second amended and restated five-year credit agreement with a group of banks (the “Revolving Credit Facility”) to (i) increase the total credit facility to $400,000, which may be increased by $200,000 at the request of the Company, subject to the administrative agent's approval, (ii) extend the maturity of the Revolving Credit Facility from February 12, 2024 to December 15, 2026, (iii) replace LIBOR with SOFR as the primary reference rate used to calculate interest on the loans under the Revolving Credit Facility, (iv) increase available sub limits for letters of credit and swingline loans as well as providing for additional alternative currency borrowing capabilities, and (v) modify the financial and non-financial covenants to provide the Company additional flexibility. This unsecured credit facility replaced the prior $300,000 unsecured credit facility, which would have expired February 12, 2024.

Borrowings in U.S. dollars under the Revolving Credit Facility bear interest, at a per annum rate equal to the applicable Term SOFR rate (but not less than 0.0%), plus the Term SOFR adjustment, and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. Similarly, borrowings of alternative currencies under the Revolving Credit Facility bear interest equal to a defined risk-free reference rate, plus the applicable risk-free rate adjustment and plus an applicable margin, which ranges from 1.00% to 1.75%, based on our net leverage ratio. We use interest rate swaps to convert a portion of our revolving credit facility's outstanding balance from a variable rate of interest to a fixed rate. The contractual rate of these arrangements ranges from 1.49% to 2.49%. Refer to Note 13, "Derivative Financial Instruments," for further discussion on the impact of interest rate swaps.

The Revolving Credit Facility includes a swingline sublimit of $20,000 and a letter of credit sublimit of $20,000. We also pay a quarterly commitment fee on the unused portion of the Revolving Credit Facility. The commitment fee ranges from 0.175% to 0.25% based on our net leverage ratio.

The Revolving Credit Facility requires, in addition to customary representations and warranties, that we comply with a maximum net leverage ratio and a minimum interest coverage ratio. Failure to comply with these covenants could reduce the borrowing availability under the Revolving Credit Facility. We were in compliance with all debt covenants at March 31, 2024. The Revolving Credit Facility requires that we deliver quarterly financial statements, annual financial statements, auditor certifications, and compliance certificates within a specified number of days after the end of a quarter and year. Additionally, the Revolving Credit Facility contains restrictions limiting our ability to: dispose of assets; incur certain additional debt; repay other debt or amend subordinated debt instruments; create liens on assets; make investments, loans or advances; make acquisitions or engage in mergers or consolidations; engage in certain transactions with our subsidiaries and affiliates; and make stock repurchases and dividend payments.

We have debt issuance costs related to our long-term debt that are being amortized using the straight-line method over the life of the debt, which approximates the effective interest method. Amortization expense for the three months ended March 31, 2024 and March 31, 2023 were $48 and $48, respectively. These costs are included in interest expense in our Consolidated Statements of Earnings.

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Derivative Financial Instruments

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

Note 13 - Derivative Financial Instruments

Our earnings and cash flows are subject to fluctuations due to changes in foreign currency exchange rates and interest rates. We selectively use derivative financial instruments including foreign currency forward contracts as well as interest rate and cross-currency swaps to manage our exposure to these risks.

The use of derivative financial instruments exposes the Company to credit risk, which relates to the risk of nonperformance by a counterparty to the derivative contracts. We manage our credit risk by entering into derivative contracts with only highly rated financial institutions and by using netting agreements.

The effective portion of derivative gains and losses are recorded in accumulated other comprehensive income (loss) until the hedged transaction affects earnings upon settlement, at which time they are reclassified to cost of goods sold or net sales. If it is probable that an anticipated hedged transaction will not occur by the end of the originally specified time period, we reclassify the gains or losses related to that hedge from accumulated other comprehensive income (loss) to other income (expense), net.

We assess hedge effectiveness qualitatively by verifying that the critical terms of the hedging instrument and the forecasted transaction continue to match, and that there have been no adverse developments that have increased the risk that the counterparty will default. No recognition of ineffectiveness was recorded in our Condensed Consolidated Statements of Earnings for the three months ended March 31, 2024.

Foreign Currency Hedges

We use forward contracts to mitigate currency risk related to a portion of our forecasted foreign currency revenues and costs. The currency forward contracts are designed as cash flow hedges and are recorded in the Condensed Consolidated Balance Sheets at fair value.

We continue to monitor the Company’s overall currency exposure and may elect to add cash flow hedges in the future. At March 31, 2024, we had a net unrealized gain of $1,880 in accumulated other comprehensive income (loss), $1,845 of which is expected to be reclassified to earnings within the next 12 months. The notional amount of foreign currency forward contracts outstanding was $36,092 at March 31, 2024.

Interest Rate Swaps

We use interest rate swaps to convert a portion of our Revolving Credit Facility’s outstanding balance from a variable rate of interest to a fixed rate. As of March 31, 2024, we have agreements to fix interest rates on $50,000 of long-term debt until December 2026. The difference to be paid or received under the terms of the swap agreements will be recognized as an adjustment to interest expense when settled.

These swaps are treated as cash flow hedges and consequently, the changes in fair value are recorded in other comprehensive (loss) income. The estimated net amount of the existing gains that are reported in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next twelve months is approximately $1,193.

Cross-Currency Swap

The Company has operations and investments in various international locations and is subject to risks associated with changing foreign exchange rates. In order to hedge the Krone-based purchase price for the acquisition of Ferroperm Piezoceramics, A.S. (“Ferroperm”), the Company entered into a cross currency interest rate swap agreement on June 27, 2022 that synthetically swapped $25,000 of variable

rate debt to Krone-denominated variable rate debt. Upon completion of the Ferroperm acquisition on June 30, 2022, the transaction was designated as a net investment hedge for accounting purposes and will mature on June 30, 2027.

Accordingly, any gains or losses on this derivative instrument are included in the foreign currency translation component of other comprehensive (loss) income until the net investment is sold, diluted or liquidated. At March 31, 2024 we had a net unrealized loss of $679 in accumulated other comprehensive income (loss). Interest payments received for the cross-currency swap are excluded from the net investment hedge effectiveness assessment and are recorded in interest expense in the Condensed Consolidated Statements of Earnings. The assumptions used in measuring fair value of the cross-currency swap are considered level 2 inputs, which are based upon the Krone to U.S. Dollar exchange rate market.

The location and fair values of derivative instruments designated as hedging instruments in the Condensed Consolidated Balance Sheets as of March 31, 2024, are shown in the following table:

	As of
	March 31,			December 31,
	2024			2023
Interest rate swaps reported in Other current assets	$	1,193		$	1,121
Interest rate swaps reported in Other assets	$	1,128		$	706
Cross-currency swap reported in Accrued expenses and other liabilities	$	(289	)	$	(747	)
Foreign currency hedges reported in Other current assets	$	1,831		$	1,087

The Company has elected to net its foreign currency derivative assets and liabilities in the balance sheet in accordance with ASC 210-20 (Balance Sheet, Offsetting). On a gross basis, there were foreign currency derivative assets of $1,831 and no foreign currency derivative liabilities at March 31, 2024.

The effect of derivative instruments on the Condensed Consolidated Statements of Earnings is as follows:

	Three Months Ended
	March 31,		March 31,
	2024		2023
Foreign Exchange Contracts:
Amounts reclassified from AOCI to earnings:
Net sales	$	26	$	(34	)
Cost of goods sold		758		255
Total net gain reclassified from AOCI to earnings		784		221
Total derivative gain on foreign exchange contracts recognized in earnings	$	784	$	221
Interest Rate Swaps:
Income recorded in Interest expense	$	405	$	377
Cross-Currency Swap:
Income recorded in Interest expense	$	94	$	158
Total net gains on derivatives	$	1,283	$	756

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Accumulated Other Comprehensive Income (Loss)

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Accumulated Other Comprehensive Income (Loss)

NOTE 14 – Accumulated Other Comprehensive Income (Loss)

Shareholders’ equity includes certain items classified as accumulated other comprehensive income (loss) (“AOCI”) in the Condensed Consolidated Balance Sheets, including:

•Unrealized gains (losses) on hedges relate to interest rate swaps to convert a portion of our Revolving Credit Facility's outstanding balance from a variable rate of interest into a fixed rate, foreign currency forward contracts used to hedge our exposure to changes in exchange rates affecting certain revenues and costs denominated in foreign currencies, as well as a cross-currency swap that synthetically converts our U.S. Dollar variable rate debt to Krone-denominated variable rate debt. These hedges are designated as cash flow hedges, and we have deferred income statement recognition of gains and losses until the hedged transactions occur, at which time amounts are reclassified into earnings. Further information related to our derivative financial instruments is included in Note 13 - Derivative Financial Instruments and Note 17 – Fair Value Measurements.

•Unrealized gains (losses) on pension obligations are deferred from income statement recognition until the gains or losses are realized. Amounts reclassified to income from AOCI are included in net periodic pension income (expense). Further information related to our pension obligations is included in Note 7 – Retirement Plans.

•Cumulative translation adjustments relate to our non-U.S. subsidiary companies that have designated a functional currency other than the U.S. Dollar. We are required to translate the subsidiary functional currency financial statements to dollars using a combination of historical, period-end, and average foreign exchange rates. This combination of rates creates the foreign currency translation adjustment component of other comprehensive income (loss).

Changes in exchange rates between the functional currency and the currency in which a transaction is denominated are foreign exchange transaction gains or losses. Transaction losses for the three months ended March 31, 2024 and March 31, 2023 were $1,507 and $68, respectively. The impact of these changes have been included in other income (expense) in the Condensed Consolidated Statements of Earnings.

The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2024, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2023			in OCI			to Earnings			2024
Changes in fair market value of derivatives:
Gross	$	3,252		$	2,138		$	(1,189	)	$	4,201
Income tax benefit (expense)		(749	)		(492	)		274			(967	)
Net		2,503			1,646			(915	)		3,234
Changes in unrealized pension cost:
Gross		(1,126	)		—			69			(1,057	)
Income tax benefit		442			—			(5	)		437
Net		(684	)		—			64			(620	)
Cumulative translation adjustment:
Gross		2,445			(2,121	)		—			324
Income tax benefit (expense)		—			—			—			—
Net		2,445			(2,121	)		—			324
Total accumulated other comprehensive income (loss)	$	4,264		$	(475	)	$	(851	)	$	2,938

The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2023, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2022			in OCI			to Earnings			2023
Changes in fair market value of derivatives:
Gross	$	3,911		$	1,090		$	(598	)	$	4,403
Income tax benefit (expense)		(899	)		(251	)		138			(1,012	)
Net		3,012			839			(460	)		3,391
Changes in unrealized pension cost:
Gross		(1,179	)		—			(47	)		(1,226	)
Income tax benefit (expense)		376			—			13			389
Net		(803	)		—			(34	)		(837	)
Cumulative translation adjustment:
Gross		(2,880	)		1,024			—			(1,856	)
Income tax benefit (expense)		—			—			—			—
Net		(2,880	)		1,024			—			(1,856	)
Total accumulated other comprehensive income (loss)	$	(671	)	$	1,863		$	(494	)	$	698

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Shareholders' Equity

3 Months Ended

Mar. 31, 2024

Stockholders' Equity Note [Abstract]

Shareholders' Equity

NOTE 15 – Shareholders’ Equity

Share count and par value data related to shareholders’ equity are as follows:

	As of
	March 31,		December 31,
	2024		2023
Preferred Stock
Par value per share	No par value		No par value
Shares authorized		25,000,000		25,000,000
Shares outstanding		—		—
Common Stock
Par value per share	No par value		No par value
Shares authorized		75,000,000		75,000,000
Shares issued		57,541,018		57,444,228
Shares outstanding		30,649,099		30,824,248
Treasury stock
Shares held		26,891,919		26,619,980

On February 9, 2023, the Board of Directors approved a share repurchase program that authorized the Company to repurchase up to $50,000 of the Company’s common stock. The repurchase program had no set expiration date and replaced the repurchase program approved by the Board of Directors on May 13, 2021. The purchases under the program were made from time to time in the open market (including, without limitation, through the use of Rule 10b5-1 plans), depending on a number of factors, including our evaluation of general market and economic conditions, our financial condition and the trading price of our common stock.

On February 2, 2024, our Board of Directors approved a new share repurchase program that authorizes the Company to repurchase up to $100,000 of its common stock. The repurchase program has no set expiration date and supersedes and replaces the repurchase program approved by the Board of Directors in February 2023. The purchases may be made from time to time in the open market (including, without limitation, through the use of Rule 10b5-1 plans), depending on a number of factors, including our evaluation of general market and economic conditions, our financial condition and the trading price of our common stock. The repurchase program may be extended, modified, suspended or discontinued at any time.

During the three months ended March 31, 2024, 271,939 shares of common stock were repurchased for $12,078 across both share repurchase programs. During the three months ended March 31, 2023, 198,271 shares of common stock were repurchased for $8,802. As of March 31, 2024, approximately $92,369 remains available for future purchases.

As of 2023, we are subject to a 1% excise tax on stock repurchases under the United States Inflation Reduction Act of 2022 which we include in the cost of stock repurchases as a reduction of shareholders’ equity. As of March 31, 2024 and December 31, 2023, we had $436 and $359, respectively, recorded in Accrued expenses and other liabilities in the Consolidated Balance Sheet.

A roll-forward of common shares outstanding is as follows:

	Three months ended
	March 31,			March 31,
	2024			2023
Balance at the beginning of the year		30,824,248			31,680,890
Repurchases		(271,939	)		(198,271	)
Restricted share issuances		96,790			98,536
Balance at the end of the period		30,649,099			31,581,155

Certain potentially dilutive restricted stock units are excluded from diluted earnings per share because they are anti-dilutive. The number of outstanding awards that were anti-dilutive for the three months ended March 31, 2024 and March 31, 2023 were 30,030 and 37,676, respectively.

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Stock-Based Compensation

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

NOTE 16- Stock-Based Compensation

At March 31, 2024, we had five active stock-based compensation plans: the Non-Employee Directors’ Stock Retirement Plan (“Directors’ Plan”), the 2004 Omnibus Long-Term Incentive Plan (“2004 Plan”), the 2009 Omnibus Equity and Performance Incentive Plan (“2009 Plan”), the 2014 Performance and Incentive Compensation Plan (“2014 Plan”), and the 2018 Equity and Incentive Compensation Plan (“2018 Plan”). Future grants can only be made under the 2018 Plan.

These plans allow or allowed (as applicable) for grants of stock options, stock appreciation rights, restricted stock, restricted stock units ("RSUs"), performance shares, performance units, and other stock awards subject to the terms of the specific plans under which the awards are granted.

The following table summarizes the compensation expense included in selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings related to stock-based compensation plans:

	Three months ended
	March 31,		March 31,
	2024		2023
Service-based RSUs	$	894	$	770
Performance-based RSUs		154		634
Cash-settled RSUs		173		182
Total	$	1,221	$	1,586
Income tax benefit		279		365
Net expense	$	942	$	1,221

The following table summarizes the unrecognized compensation expense related to unvested RSUs by type and the weighted-average period in which the expense is to be recognized:

	Unrecognized
	Compensation		Weighted-
	Expense at		Average
	March 31, 2024		Period (years)
Service-based RSUs	$	5,049		1.63
Performance-based RSUs		4,653		2.26
Total	$	9,702		1.93

We recognize expense on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards.

The following table summarizes the status of these plans as of March 31, 2024:

	2018 Plan		2014 Plan		2009 Plan		2004 Plan		Directors' Plan
Awards originally available		2,500,000		1,500,000		3,400,000		6,500,000	N/A
Maximum potential awards outstanding		720,123		35,100		30,000		14,545		4,722
RSUs and cash-settled awards vested and released		620,116		—		—		—		—
Awards available for grant		1,159,761		—		—		—		—

Service-Based Restricted Stock Units

The following table summarizes the service-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		280,966		$	30.36
Granted		86,240			43.19
Vested and released		(54,372	)		37.21
Forfeited		(2,648	)		41.74
Outstanding at March 31, 2024		310,186		$	32.63
Releasable at March 31, 2024		141,167		$	21.76

Performance-Based Restricted Stock Units

The following table summarizes the performance-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		220,656		$	36.96
Granted		72,549			43.49
Attained by performance		55,272			33.37
Released		(112,907	)		33.85
Forfeited		(7,297	)		34.77
Outstanding at March 31, 2024		228,273		$	39.86
Releasable at March 31, 2024		—		$	—

Cash-Settled Restricted Stock Units

Cash-Settled RSUs entitle the holder to receive the cash equivalent of one share of common stock for each unit when the unit vests. These RSUs are issued to key employees residing in foreign locations as direct compensation. Generally, these RSUs vest over a three-year period. Cash-Settled RSUs are classified as liabilities and are remeasured at each reporting date until settled. At March 31, 2024 and December 31, 2023, we had 48,372 and 42,062 Cash-Settled RSUs outstanding, respectively. At March 31, 2024 and December 31, 2023, liabilities of $581 and $676, respectively, were included in accrued expenses and other liabilities on our Condensed Consolidated Balance Sheets.

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Fair Value Measurements

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

NOTE 17 — Fair Value Measurements

The table below summarizes our financial assets and liabilities that were measured at fair value on a recurring basis at March 31, 2024:

	Asset (Liability) Carrying Value at March 31, 2024			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	2,321		$	—	$	2,321		$	—
Foreign currency hedges	$	1,831		$	—	$	1,831		$	—
Cross-currency swap	$	(289	)	$	—	$	(289	)	$	—
Qualified replacement plan assets	$	12,950		$	12,950	$	—		$	—
Contingent consideration	$	(3,511	)	$	—	$	—		$	(3,511	)

The table below summarizes the financial assets and liabilities that were measured at fair value on a recurring basis at December 31, 2023:

	Asset (Liability) Carrying Value at December 31, 2023			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	1,827		$	—	$	1,827		$	—
Foreign currency hedges	$	1,087		$	—	$	1,087		$	—
Cross-currency swap	$	(747	)	$	—	$	(747	)	$	—
Qualified replacement plan assets	$	13,392		$	13,392	$	—		$	—
Contingent consideration	$	(3,764	)	$	—	$	—		$	(3,764	)

We use interest rate swaps to convert a portion of our Revolving Credit Facility’s outstanding balance from a variable rate of interest into a fixed rate and foreign currency forward contracts to hedge the effect of foreign currency changes on certain revenues and costs denominated in foreign currencies. The Company entered into a cross-currency swap agreement in order to manage its exposure to changes in interest rates related to foreign debt. These derivative financial instruments are measured at fair value on a recurring basis. The fair value of our interest rate swaps and foreign currency hedges were measured using standard valuation models using market-based observable inputs over the contractual terms, including forward yield curves, among others. There is a readily determinable market for these derivative instruments, but that market is not active and therefore they are classified within Level 2 of the fair value hierarchy.

The fair value of the contingent consideration requires significant judgment. The Company's fair value estimates used in the contingent consideration valuation are considered Level 3 fair value measurements. The fair value estimates were based on assumptions management believes to be reasonable, but that are inherently uncertain, including estimates of future revenues and timing of events and activities that are expected to take place. Refer to Note 3 for further discussion on contingent consideration.

A roll-forward of the contingent consideration is as follows:

	Contingent Consideration
Balance at December 31, 2023	$	3,764
Change in fair value		(253	)
Balance at March 31, 2024	$	3,511

As of March 31, 2024, approximately $1,076 was recorded in accrued expenses and other liabilities with the remainder in other long-term obligations.

Our long-term debt consists of the Revolving Credit Facility, which is recorded at its carrying value. There is a readily determinable market for our long-term debt and it is classified within Level 2 of the fair value hierarchy as the market is not deemed to be active. The fair value of long-term debt approximates its carrying value and was determined by valuing a similar hypothetical coupon bond and attributing that value to our long-term debt under the Revolving Credit Facility.

The qualified replacement plan assets consist of investment funds maintained for future contributions to the Company’s U.S. 401(k) program. The investments are Level 1 marketable securities and are recorded in Other Assets on our Condensed Consolidated Balance Sheets.

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Income Taxes

3 Months Ended

Mar. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 18 — Income Taxes

The effective tax rates for the three months ended March 31, 2024 and March 31, 2023 are as follows:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Effective tax rate		18.6	%		19.2	%

The decrease in the effective income tax rate is primarily attributed to tax benefits recorded from a change in the mix of earnings by jurisdiction and a decrease in the impact of foreign withholding taxes. The first quarter 2024 and 2023 effective income tax rates were lower than the U.S. statutory federal income tax rate primarily due to tax benefits recorded upon vesting of RSUs.

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Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 11,119	$ 18,344

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Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Rule 10b5-1 Modified	false
Non-Rule 10b5-1 Modified	false

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by CTS Corporation (“CTS”, “we”, “our”, “us” or the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements should be read in conjunction with the financial statements, notes thereto, and other information included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2023.

The accompanying unaudited condensed consolidated financial statements reflect, in the opinion of management, all adjustments (consisting of normal recurring items) necessary for a fair statement, in all material respects, of the financial position and results of operations for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ materially from those estimates. The results of operations for the interim periods are not necessarily indicative of the results for the entire year.

There have been no material changes in the Company’s significant accounting policies as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Accounting Pronouncements Recently Adopted

Recently issued accounting pronouncements not yet adopted

ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure"

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments' significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as existing segment disclosures and reconciliation required under ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for the interim periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures"

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the reconciliation of the effective tax rate, as well as disclosure of income taxes paid, disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

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Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2024

Revenue from Contract with Customer [Abstract]

Summary of Disaggregated Revenues

The following table presents revenues disaggregated by the major markets we serve:

	Three months ended
	March 31, 2024		March 31, 2023
Transportation	$	66,516	$	74,289
Industrial		31,064		40,249
Medical		16,901		17,033
Aerospace & Defense		11,269		14,423
Total	$	125,750	$	145,994

The end-market sales for the first quarter of 2023 were adjusted by immaterial amounts to align the classification of certain customers in connection with our most recent acquisitions with our enterprise-level end market information.

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Business Acquisitions (Tables)

3 Months Ended

Mar. 31, 2024

Maglab AG Acquisition

Business Acquisition [Line Items]

Summary of Consideration Paid and Fair Values of Assets Acquired and Liabilities Assumed

	Consideration Paid
Cash paid, net of cash acquired of $14	$	4,153
Contingent consideration		3,564
Purchase price	$	7,717

	Fair Values at February 6, 2023
Accounts receivable	$	348
Inventory		43
Other current assets		41
Property, plant and equipment		35
Goodwill		4,997
Intangible assets		2,860
Fair value of assets acquired		8,324
Less fair value of liabilities acquired		(607	)
Purchase price	$	7,717

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Accounts Receivable, Net (Tables)

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Components of Accounts Receivable, Net

The components of accounts receivable, net are as follows:

	As of
	March 31,			December 31,
	2024			2023
Accounts receivable, gross	$	81,389		$	79,500
Less: Allowance for credit losses		(726	)		(931	)
Accounts receivable, net	$	80,663		$	78,569

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Inventories, Net (Tables)

3 Months Ended

Mar. 31, 2024

Inventory Disclosure [Abstract]

Summary of Inventories, Net

Inventories, net consists of the following:

	As of
	March 31,			December 31,
	2024			2023
Finished goods	$	15,311		$	20,279
Work-in-process		21,985			19,213
Raw materials		34,325			33,187
Less: Inventory reserves		(13,837	)		(12,648	)
Inventories, net	$	57,784		$	60,031

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Property, Plant and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2024

Property, Plant and Equipment [Abstract]

Summary of Property, Plant and Equipment, Net

Property, plant and equipment, net is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Land and land improvements	$	536		$	536
Buildings and improvements		74,501			74,188
Machinery and equipment		263,188			261,435
Less: Accumulated depreciation		(246,599	)		(243,567	)
Property, plant and equipment, net	$	91,626		$	92,592

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Retirement Plans (Tables)

3 Months Ended

Mar. 31, 2024

Pension Plans

Defined Benefit Plan Disclosure [Line Items]

Net Pension (Income) Expense or Postretirement Expense

Net pension expense for our domestic and foreign plans included in other expense, net in the Condensed Consolidated Statements of Earnings is as follows:

	Three months ended
	March 31,		March 31,
	2024		2023
Net pension expense	$	52	$	67

The components of net pension expense for our domestic and foreign plans include the following:

	Domestic Pension Plans				Foreign Pension Plans
	Three Months Ended				Three Months Ended
	March 31,		March 31,		March 31,			March 31,
	2024		2023		2024			2023
Service cost	$	—	$	—	$	3		$	6
Interest cost		9		10		6			10
Expected return on plan assets(1)		—		—		(5	)		(7	)
Amortization of loss		6		5		33			43
Total expense, net	$	15	$	15	$	37		$	52

(1)Expected return on plan assets is net of expected investment expenses and certain administrative expenses.

Other Postretirement Benefits Plan

Defined Benefit Plan Disclosure [Line Items]

Net Pension (Income) Expense or Postretirement Expense

Net post-retirement expense for our other post-retirement plan includes the following components:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Service cost	$	—		$	—
Interest cost		48			48
Amortization of gain		(16	)		(84	)
Total expense (income), net	$	32		$	(36	)

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Goodwill and Other Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Summary Changes in Net Carrying Amount of Goodwill

Changes in the net carrying amount of goodwill were as follows:

	Total
Goodwill as of December 31, 2023	$	157,638
Foreign exchange impact		(1,308	)
Goodwill as of March 31, 2024	$	156,330

Summary of Other Intangible Assets

Other intangible assets, net consist of the following components:

	As of
	March 31, 2024
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	143,652	$	(65,022	)	$	78,630
Technology and other intangibles		53,904		(32,585	)		21,319
Other intangible assets, net	$	197,556	$	(97,607	)	$	99,949

	As of
	December 31, 2023
	Gross Carrying Amount		Accumulated Amortization			Net Amount
Customer lists/relationships	$	144,671	$	(63,006	)	$	81,665
Technology and other intangibles		54,052		(31,760	)		22,292
Other intangible assets, net	$	198,723	$	(94,766	)	$	103,957

Amortization expense for the three months ended March 31, 2024 and March 31, 2023 was $2,825 and $2,511, respectively. The changes in the gross carrying amounts of intangible assets are due to foreign exchange impacts in the quarter.

Summary of Amortization Expense Remaining for Other Intangible Assets

Remaining amortization expense for other intangible assets as of March 31, 2024 is as follows:

	Amortization expense
2024	$	8,491
2025		10,639
2026		10,483
2027		10,424
2028		10,389
Thereafter		49,523
Total amortization expense	$	99,949

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Costs Associated with Exit and Restructuring Activities (Tables)

3 Months Ended

Mar. 31, 2024

Restructuring and Related Activities [Abstract]

Schedule of Restructuring Charges

Total restructuring charges are as follows:

	Three Months Ended
	March 31, 2024		March 31, 2023
Restructuring charges	$	1,693	$	912

Schedule of Restructuring Liability Activity

The following table displays the restructuring liability activity included in accrued expenses and other liabilities for all plans for the three months ended March 31, 2024:

Restructuring liability at January 1, 2024	$	523
Restructuring charges		1,693
Costs paid		(1,537	)
Other activity(1)		(8	)
Restructuring liability at March 31, 2024	$	671

(1) Other charges include the effects of currency translation, non-cash asset write-downs, travel, legal and other charges.

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Accrued Expenses and Other Liabilities (Tables)

3 Months Ended

Mar. 31, 2024

Payables and Accruals [Abstract]

Components of Accrued Expenses and Other Liabilities

The components of accrued expenses and other liabilities are as follows:

	As of
	March 31,		December 31,
	2024		2023
Accrued product-related costs	$	2,069	$	2,183
Accrued income taxes		6,218		6,899
Accrued property and other taxes		1,427		1,542
Accrued professional fees		1,296		1,232
Accrued customer-related liabilities		2,316		2,167
Dividends payable		1,226		1,233
Remediation reserves		11,942		12,044
Derivative liabilities		289		747
Other accrued liabilities		5,794		6,514
Total accrued expenses and other liabilities	$	32,577	$	34,561

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Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Roll-forward of Remediation Reserves Included in Accrued Expenses and Other Liabilities

A roll-forward of remediation reserves included in accrued expenses and other liabilities on the Condensed Consolidated Balance Sheets is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Balance at beginning of period	$	12,044		$	11,048
Remediation expense		245			3,502
Net remediation payments		(348	)		(2,497	)
Other activity(1)		1			(9	)
Balance at end of the period	$	11,942		$	12,044

(1)Other activity includes currency translation adjustments not recorded through remediation expense.

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Debt (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Summary of Long-Term Debt

Long-term debt is comprised of the following:

	As of
	March 31,			December 31,
	2024			2023
Total credit facility	$	400,000		$	400,000
Balance outstanding		67,500			67,500
Standby letters of credit		1,640			1,640
Amount available, subject to covenant restrictions	$	330,860		$	330,860
Weighted-average interest rate		6.60	%		6.07	%

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Derivative Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Location and Fair Values of Derivative Instruments

The location and fair values of derivative instruments designated as hedging instruments in the Condensed Consolidated Balance Sheets as of March 31, 2024, are shown in the following table:

	As of
	March 31,			December 31,
	2024			2023
Interest rate swaps reported in Other current assets	$	1,193		$	1,121
Interest rate swaps reported in Other assets	$	1,128		$	706
Cross-currency swap reported in Accrued expenses and other liabilities	$	(289	)	$	(747	)
Foreign currency hedges reported in Other current assets	$	1,831		$	1,087

Schedule of Effect of Derivative Instruments on Consolidated Statements of Earnings

The effect of derivative instruments on the Condensed Consolidated Statements of Earnings is as follows:

	Three Months Ended
	March 31,		March 31,
	2024		2023
Foreign Exchange Contracts:
Amounts reclassified from AOCI to earnings:
Net sales	$	26	$	(34	)
Cost of goods sold		758		255
Total net gain reclassified from AOCI to earnings		784		221
Total derivative gain on foreign exchange contracts recognized in earnings	$	784	$	221
Interest Rate Swaps:
Income recorded in Interest expense	$	405	$	377
Cross-Currency Swap:
Income recorded in Interest expense	$	94	$	158
Total net gains on derivatives	$	1,283	$	756

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Accumulated Other Comprehensive Income (Loss) (Tables)

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Components of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2024, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2023			in OCI			to Earnings			2024
Changes in fair market value of derivatives:
Gross	$	3,252		$	2,138		$	(1,189	)	$	4,201
Income tax benefit (expense)		(749	)		(492	)		274			(967	)
Net		2,503			1,646			(915	)		3,234
Changes in unrealized pension cost:
Gross		(1,126	)		—			69			(1,057	)
Income tax benefit		442			—			(5	)		437
Net		(684	)		—			64			(620	)
Cumulative translation adjustment:
Gross		2,445			(2,121	)		—			324
Income tax benefit (expense)		—			—			—			—
Net		2,445			(2,121	)		—			324
Total accumulated other comprehensive income (loss)	$	4,264		$	(475	)	$	(851	)	$	2,938

The components of accumulated other comprehensive income (loss) for the three months ended March 31, 2023, are as follows:

							(Gain) Loss
	As of			Gain (Loss)			Reclassified			As of
	December 31,			Recognized			from AOCI			March 31,
	2022			in OCI			to Earnings			2023
Changes in fair market value of derivatives:
Gross	$	3,911		$	1,090		$	(598	)	$	4,403
Income tax benefit (expense)		(899	)		(251	)		138			(1,012	)
Net		3,012			839			(460	)		3,391
Changes in unrealized pension cost:
Gross		(1,179	)		—			(47	)		(1,226	)
Income tax benefit (expense)		376			—			13			389
Net		(803	)		—			(34	)		(837	)
Cumulative translation adjustment:
Gross		(2,880	)		1,024			—			(1,856	)
Income tax benefit (expense)		—			—			—			—
Net		(2,880	)		1,024			—			(1,856	)
Total accumulated other comprehensive income (loss)	$	(671	)	$	1,863		$	(494	)	$	698

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Shareholders' Equity (Tables)

3 Months Ended

Mar. 31, 2024

Stockholders' Equity Note [Abstract]

Summary of Share Count and Par Value Data Related to Shareholders' Equity

Share count and par value data related to shareholders’ equity are as follows:

	As of
	March 31,		December 31,
	2024		2023
Preferred Stock
Par value per share	No par value		No par value
Shares authorized		25,000,000		25,000,000
Shares outstanding		—		—
Common Stock
Par value per share	No par value		No par value
Shares authorized		75,000,000		75,000,000
Shares issued		57,541,018		57,444,228
Shares outstanding		30,649,099		30,824,248
Treasury stock
Shares held		26,891,919		26,619,980

Summary of Common Shares Outstanding

A roll-forward of common shares outstanding is as follows:

	Three months ended
	March 31,			March 31,
	2024			2023
Balance at the beginning of the year		30,824,248			31,680,890
Repurchases		(271,939	)		(198,271	)
Restricted share issuances		96,790			98,536
Balance at the end of the period		30,649,099			31,581,155

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Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Summary of Compensation Expense

The following table summarizes the compensation expense included in selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings related to stock-based compensation plans:

	Three months ended
	March 31,		March 31,
	2024		2023
Service-based RSUs	$	894	$	770
Performance-based RSUs		154		634
Cash-settled RSUs		173		182
Total	$	1,221	$	1,586
Income tax benefit		279		365
Net expense	$	942	$	1,221

Summary of Unrecognized Compensation Expense related to Unvested RSUs

The following table summarizes the unrecognized compensation expense related to unvested RSUs by type and the weighted-average period in which the expense is to be recognized:

	Unrecognized
	Compensation		Weighted-
	Expense at		Average
	March 31, 2024		Period (years)
Service-based RSUs	$	5,049		1.63
Performance-based RSUs		4,653		2.26
Total	$	9,702		1.93

Summary of Status of Plans

The following table summarizes the status of these plans as of March 31, 2024:

	2018 Plan		2014 Plan		2009 Plan		2004 Plan		Directors' Plan
Awards originally available		2,500,000		1,500,000		3,400,000		6,500,000	N/A
Maximum potential awards outstanding		720,123		35,100		30,000		14,545		4,722
RSUs and cash-settled awards vested and released		620,116		—		—		—		—
Awards available for grant		1,159,761		—		—		—		—

Summary of Service-Based Restricted Stock Units

The following table summarizes the service-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		280,966		$	30.36
Granted		86,240			43.19
Vested and released		(54,372	)		37.21
Forfeited		(2,648	)		41.74
Outstanding at March 31, 2024		310,186		$	32.63
Releasable at March 31, 2024		141,167		$	21.76

Summary of Performance- Based RSUs

The following table summarizes the performance-based RSU activity for the three months ended March 31, 2024:

	Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2023		220,656		$	36.96
Granted		72,549			43.49
Attained by performance		55,272			33.37
Released		(112,907	)		33.85
Forfeited		(7,297	)		34.77
Outstanding at March 31, 2024		228,273		$	39.86
Releasable at March 31, 2024		—		$	—

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis

The table below summarizes our financial assets and liabilities that were measured at fair value on a recurring basis at March 31, 2024:

	Asset (Liability) Carrying Value at March 31, 2024			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	2,321		$	—	$	2,321		$	—
Foreign currency hedges	$	1,831		$	—	$	1,831		$	—
Cross-currency swap	$	(289	)	$	—	$	(289	)	$	—
Qualified replacement plan assets	$	12,950		$	12,950	$	—		$	—
Contingent consideration	$	(3,511	)	$	—	$	—		$	(3,511	)

The table below summarizes the financial assets and liabilities that were measured at fair value on a recurring basis at December 31, 2023:

	Asset (Liability) Carrying Value at December 31, 2023			Quoted Prices in Active Markets for Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	1,827		$	—	$	1,827		$	—
Foreign currency hedges	$	1,087		$	—	$	1,087		$	—
Cross-currency swap	$	(747	)	$	—	$	(747	)	$	—
Qualified replacement plan assets	$	13,392		$	13,392	$	—		$	—
Contingent consideration	$	(3,764	)	$	—	$	—		$	(3,764	)

Roll-forward of the Contingent Consideration

A roll-forward of the contingent consideration is as follows:

	Contingent Consideration
Balance at December 31, 2023	$	3,764
Change in fair value		(253	)
Balance at March 31, 2024	$	3,511

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Effective Tax Rate

The effective tax rates for the three months ended March 31, 2024 and March 31, 2023 are as follows:

	Three Months Ended
	March 31,			March 31,
	2024			2023
Effective tax rate		18.6	%		19.2	%

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Revenue Recognition - Summary of Disaggregated Revenues (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue [Line Items]
Revenues	$ 125,750	$ 145,994
Transportation
Disaggregation of Revenue [Line Items]
Revenues	66,516	74,289
Industrial
Disaggregation of Revenue [Line Items]
Revenues	31,064	40,249
Medical
Disaggregation of Revenue [Line Items]
Revenues	16,901	17,033
Aerospace and Defense
Disaggregation of Revenue [Line Items]
Revenues	$ 11,269	$ 14,423

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Business Acquisitions - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 06, 2023	Mar. 31, 2024	Jun. 30, 2023
Business Acquisition [Line Items]
Increased (Reduced) in purchase price for final settlement		$ (253)
Maglab AG Acquisition
Business Acquisition [Line Items]
Percentage of outstanding shares acquired	100.00%
Purchase price of fair values of assets and liabilities acquired	$ 7,717
Increased (Reduced) in purchase price for final settlement			$ 3
Cash acquired from acquisition	14
Intangible assets provisional value	2,860
Contingent consideration	3,564
Maglab AG Acquisition | Customer lists/relationships
Business Acquisition [Line Items]
Intangible assets provisional value	$ 2,800
Estimated weighted average amortization period	13 years
Maglab AG Acquisition | Maximum
Business Acquisition [Line Items]
Contingent consideration	$ 6,300

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Business Acquisitions - Summary of Consideration Paid and Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 06, 2023	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Consideration Paid
Cash paid, net of cash acquired of $14		$ 0	$ 3,356
Fair Values
Goodwill		$ 156,330		$ 157,638
Maglab AG Acquisition
Consideration Paid
Cash paid, net of cash acquired of $14	$ 4,153
Contingent consideration	3,564
Fair Values
Accounts receivable	348
Inventory	43
Other current assets	41
Property, plant and equipment	35
Goodwill	4,997
Intangible assets	2,860
Fair value of assets acquired	8,324
Less fair value of liabilities acquired	(607)
Purchase price	$ 7,717

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Business Acquisitions - Summary of Consideration Paid and Fair Values of Assets Acquired and Liabilities Assumed (Parenthetical) (Details) $ in Thousands	Feb. 06, 2023 USD ($)
Maglab AG Acquisition
Business Acquisition [Line Items]
Cash acquired from acquisition	$ 14

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Business Acquisitions - Summary of Carrying Amounts and Weighted Average Lives of Acquired Intangible Assets (Details) - Maglab AG Acquisition $ in Thousands	Feb. 06, 2023 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Carrying Value	$ 2,860
Customer lists/relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Carrying Value	$ 2,800
Weighted Average Amortization Period	13 years
Technology and other intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Carrying Value	$ 60
Weighted Average Amortization Period	3 years

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Accounts Receivable, Net - Components of Accounts Receivable, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Receivables [Abstract]
Accounts receivable, gross	$ 81,389	$ 79,500
Less: Allowance for credit losses	(726)	(931)
Accounts receivable, net	$ 80,663	$ 78,569

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Inventories, Net - Summary of Inventories, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Finished goods	$ 15,311	$ 20,279
Work-in-process	21,985	19,213
Raw materials	34,325	33,187
Less: Inventory reserves	(13,837)	(12,648)
Inventories, net	$ 57,784	$ 60,031

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Property, Plant and Equipment, Net - Summary of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (246,599)	$ (243,567)
Property, plant and equipment, net	91,626	92,592
Land and Land Improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	536	536
Buildings and Improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	74,501	74,188
Machinery and Equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	$ 263,188	$ 261,435

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Property, Plant and Equipment, Net - Additional Information - (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 4,500	$ 4,407

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Retirement Plans - Net Pension Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pension Plans
Defined Benefit Plan Disclosure [Line Items]
Net pension expense	$ 52	$ 67

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Retirement Plans - Net Pension Expense Domestic and Foreign (Details) - Pension Plans - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Net pension expense (income)
Total expense, net	$ 52	$ 67
UNITED STATES
Net pension expense (income)
Service cost	0	0
Interest cost	9	10
Expected return on plan assets	0	0
Amortization of loss	6	5
Total expense, net	15	15
Foreign Plan
Net pension expense (income)
Service cost	3	6
Interest cost	6	10
Expected return on plan assets	(5)	(7)
Amortization of loss	33	43
Total expense, net	$ 37	$ 52

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Retirement Plans - Other Postretirement Benefit Plan (Details) - Other Postretirement Benefits Plan - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 0	$ 0
Interest cost	48	48
Amortization of gain	(16)	(84)
Total expense, net	$ 32	$ (36)

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Goodwill and Other Intangible Assets - Summary Changes in Net Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Goodwill Roll Forward
Beginning balance	$ 157,638
Foreign exchange impact	(1,308)
Ending balance	$ 156,330

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Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 197,556	$ 198,723
Accumulated Amortization	(97,607)	(94,766)
Net Amount	99,949	103,957
Customer lists/relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	143,652	144,671
Accumulated Amortization	(65,022)	(63,006)
Net Amount	78,630	81,665
Technology and other intangibles
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	53,904	54,052
Accumulated Amortization	(32,585)	(31,760)
Net Amount	$ 21,319	$ 22,292

XML

Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 2,825	$ 2,511

XML

Goodwill and Other Intangible Assets - Summary of Amortization Expense (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule
2024	$ 8,491
2025	10,639
2026	10,483
2027	10,424
2028	10,389
Thereafter	49,523
Net Amount	$ 99,949	$ 103,957

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Costs Associated with Exit and Restructuring Activities - Schedule of Restructuring Charges (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Restructuring and Related Activities [Abstract]
Restructuring charges	$ 1,693	$ 912

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Costs Associated with Exit and Restructuring Activities -Additional Information (Details) - USD ($)	3 Months Ended		12 Months Ended		31 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Sep. 30, 2020
Restructuring Cost And Reserve [Line Items]
Restructuring charges	$ 1,693,000	$ 912,000
Restructuring reserve	671,000			$ 523,000
September 2020 Plan
Restructuring Cost And Reserve [Line Items]
Restructuring charges					$ 3,912,000
Restructuring reserve	0			83,000
September 2020 Plan | Minimum
Restructuring Cost And Reserve [Line Items]
Restructuring and related cost, expected cost of plan	4,750,000					$ 4,000,000
Expected other cost incurred not qualify as restructuring charges	1,200
September 2020 Plan | Maximum
Restructuring Cost And Reserve [Line Items]
Restructuring and related cost, expected cost of plan	5,500,000					$ 4,200,000
Expected other cost incurred not qualify as restructuring charges	2,000
Matamoros Consolidation
Restructuring Cost And Reserve [Line Items]
Restructuring costs	988,000	4,687,000
Other costs	480,000	$ 1,051,000
Exit and Disposal Activities, Building and Equipment Relocation and Workforce Reduction
Restructuring Cost And Reserve [Line Items]
Restructuring charges	467,000		$ 246,000
Shutdown | Matamoros Consolidation
Restructuring Cost And Reserve [Line Items]
Restructuring charges	204,000			$ 194,000
Workforce Reduction
Restructuring Cost And Reserve [Line Items]
Other restructuring costs and asset impairment charges	689,000
Workforce Reduction | September 2020 Plan
Restructuring Cost And Reserve [Line Items]
Restructuring costs	7,000
Workforce Reduction | Matamoros Consolidation
Restructuring Cost And Reserve [Line Items]
Restructuring costs	215,000
Building and Equipment Relocation
Restructuring Cost And Reserve [Line Items]
Other restructuring costs and asset impairment charges	385,000
Building and Equipment Relocation | September 2020 Plan
Restructuring Cost And Reserve [Line Items]
Restructuring costs	9,000
Building and Equipment Relocation | Matamoros Consolidation
Restructuring Cost And Reserve [Line Items]
Restructuring costs	751,000
Asset Impairment
Restructuring Cost And Reserve [Line Items]
Restructuring costs	286,000
Other Charges
Restructuring Cost And Reserve [Line Items]
Asset impairment charges	18,000
Asset Impairment And Other Chargers | Matamoros Consolidation
Restructuring Cost And Reserve [Line Items]
Restructuring costs	$ 22,000

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Costs Associated with Exit and Restructuring Activities - Schedule of Restructuring Liability Activities (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2024	Mar. 31, 2023
Restructuring and Related Activities [Abstract]
Restructuring liability		$ 523
Restructuring charges		1,693	$ 912
Cost paid		(1,537)
Other activity	[1]	(8)
Restructuring liability		$ 671

[1] Other charges include the effects of currency translation, non-cash asset write-downs, travel, legal and other charges.

XML

Accrued Expenses and Other Liabilities - Components of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued product-related costs	$ 2,069	$ 2,183
Accrued income taxes	6,218	6,899
Accrued property and other taxes	1,427	1,542
Accrued professional fees	1,296	1,232
Accrued customer-related liabilities	2,316	2,167
Dividends payable	1,226	1,233
Remediation reserves	11,942	12,044	$ 11,048
Derivative liabilities	289	747
Other accrued liabilities	5,794	6,514
Total accrued expenses and other liabilities	$ 32,577	$ 34,561

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Commitments and Contingencies - Additional Information (Details) $ in Thousands		3 Months Ended
	Feb. 08, 2023 USD ($)	Mar. 31, 2024 USD ($) Site	Dec. 31, 2023 USD ($)
Loss Contingencies [Line Items]
Estimate loss		$ 1,900	$ 1,900
U.S. Environmental Protection Agency
Loss Contingencies [Line Items]
Number of sites under National Priorities List of Superfund program | Site		2
Reimbursement costs and interest	$ 9,955
U.S. Environmental Protection Agency | Minimum
Loss Contingencies [Line Items]
Reimbursement expect to potential exposure	1,900
U.S. Environmental Protection Agency | Maximum
Loss Contingencies [Line Items]
Reimbursement expect to potential exposure	$ 9,955

XML

Commitments and Contingencies - Roll-forward of Remediation Reserves Included in Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Balance at beginning of period	$ 12,044
Remediation expense	245	$ 3,502
Net remediation payments	(348)	(2,497)
Other activity	1	(9)
Balance at end of the period	$ 11,942	$ 11,048

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Debt - Summary of Long-Term Debt (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023	Dec. 15, 2021	May 23, 2016
Long-term debt
Total credit facility	$ 400,000,000	$ 400,000,000
Balance outstanding	67,500,000	67,500,000
Standby letters of credit	1,640,000	1,640,000
Amount available, subject to covenant restrictions	330,860,000	330,860,000
Revolving Credit Facility Due 2024
Long-term debt
Total credit facility			$ 400,000,000	$ 300,000,000
Balance outstanding	$ 67,500,000	$ 67,500,000
Weighted-average interest rate	6.60%	6.07%

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Debt - Additional Information (Details) - USD ($)			3 Months Ended
	Dec. 15, 2021	May 23, 2016	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Line of Credit Facility
Line of credit maximum borrowing amount			$ 400,000,000		$ 400,000,000
Debt amortization expense			$ 48,000	$ 48,000
Revolving Credit Facility Due 2024
Line of Credit Facility
Line of credit maximum borrowing amount	$ 400,000,000	$ 300,000,000
Line of credit facility contingent increase to maximum borrowing capacity	$ 200,000,000
Maturity date	Dec. 15, 2026	Feb. 12, 2024
Revolving Credit Facility Due 2024 | Minimum
Line of Credit Facility
Commitment fee percentage per annum	0.175%
Revolving Credit Facility Due 2024 | Maximum
Line of Credit Facility
Commitment fee percentage per annum	0.25%
Revolving Credit Facility | Minimum
Line of Credit Facility
Contractual rate			1.49%
Revolving Credit Facility | Maximum
Line of Credit Facility
Contractual rate			2.49%
Revolving Credit Facility | SOFR | Minimum
Line of Credit Facility
Interest rate			0.00%
Revolving Credit Facility | U S Dollar Denominated Debt | SOFR | Minimum
Line of Credit Facility
Interest rate plus an applicable margin			1.00%
Revolving Credit Facility | U S Dollar Denominated Debt | SOFR | Maximum
Line of Credit Facility
Interest rate plus an applicable margin			1.75%
Revolving Credit Facility | Foreign Currency Denominated Debt | SOFR | Minimum
Line of Credit Facility
Interest rate plus an applicable margin			1.00%
Revolving Credit Facility | Foreign Currency Denominated Debt | SOFR | Maximum
Line of Credit Facility
Interest rate plus an applicable margin			1.75%
Revolving Credit Facility Due 2024 Swingline Sublimit
Line of Credit Facility
Line of credit maximum borrowing amount	$ 20,000,000
Revolving Credit Facility Due 2024 Letter Of Credit Sublimit
Line of Credit Facility
Line of credit maximum borrowing amount	$ 20,000,000
Line of Credit | Revolving Credit Facility Due 2024
Line of Credit Facility
Debt instrument, term	5 years

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Derivative Financial Instruments - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023	Jun. 27, 2022
Derivative [Line Items]
Derivative hedge, Ineffectiveness recognized	$ 0
Unrealized gain (loss) on foreign currency derivatives, net, before tax	1,880,000
Derivative liabilities	289,000	$ 747,000
Foreign Currency Derivatives
Derivative [Line Items]
Derivative liabilities	0
Cross-Currency Swap
Derivative [Line Items]
Unrealized gain (loss) on foreign currency derivatives, net, before tax	(679,000)
Derivative liabilities	289,000	747,000
Cross-Currency Swap | Krone
Derivative [Line Items]
Variable Rate debt			$ 25,000,000
Foreign Currency Forward Contracts
Derivative [Line Items]
Derivative asset	1,831,000
Cash Flow Hedging
Derivative [Line Items]
Derivative asset	$ 1,831,000	$ 1,087,000
Designated As Net Investment Hedge | Ferroperm Acquisition
Derivative [Line Items]
Derivative maturity date	Jun. 30, 2027
Designated As Hedging | Cash Flow Hedging | Interest Rate Swap
Derivative [Line Items]
Derivative, notional amount	$ 50,000,000
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months	1,193,000
Designated As Hedging | Cash Flow Hedging | Foreign Currency Forward Contracts
Derivative [Line Items]
Foreign currency cash flow hedge gain (loss) to be reclassified during next 12 months	1,845,000
Derivative, notional amount	$ 36,092,000

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Derivative Financial Instruments - Schedule of Location and Fair Values of Derivative Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Derivatives Fair Value [Line Items]
Derivative liabilities	$ (289)	$ (747)
Cash Flow Hedging
Derivatives Fair Value [Line Items]
Derivative asset	$ 1,831	$ 1,087
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Current	Other Assets, Current
Interest Rate Swap | Cash Flow Hedging | Other Current Assets
Derivatives Fair Value [Line Items]
Derivative asset	$ 1,193	$ 1,121
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Current	Other Assets, Current
Interest Rate Swap | Cash Flow Hedging | Other Assets
Derivatives Fair Value [Line Items]
Derivative asset	$ 1,128	$ 706
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Noncurrent	Other Assets, Noncurrent
Cross-Currency Swap
Derivatives Fair Value [Line Items]
Derivative liabilities	$ (289)	$ (747)
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Accrued Liabilities, Current	Accrued Liabilities, Current

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Derivative Financial Instruments - Schedule of Effect of Derivative Instruments on Consolidated Statements of Earnings (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain on Derivative, Net	$ 1,283	$ 756
Foreign Currency Derivatives | Designated As Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Total net gain reclassified from AOCI to earnings	784	221
Derivative, Gain on Derivative, Net	784	221
Foreign Currency Derivatives | Net Sales | Designated As Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Total net gain reclassified from AOCI to earnings	$ 26	$ (34)
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Revenues	Revenues
Foreign Currency Derivatives | Cost of Goods Sold | Designated As Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Total net gain reclassified from AOCI to earnings	$ 758	$ 255
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Cost of Goods and Services Sold	Cost of Goods and Services Sold
Interest Rate Swap | Designated As Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain on Derivative, Net	$ 405	$ 377
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense	Interest Expense
Cross-Currency Swap | Designated As Hedging
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain on Derivative, Net	$ 94	$ 158
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense	Interest Expense

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Accumulated Other Comprehensive Income (Loss) - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Foreign currency transaction loss
Foreign currency transaction losses	$ (1,507)	$ (68)

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Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Changes in AOCI, Net
Total accumulated other comprehensive income (loss), beginning of period	$ 4,264
Total accumulated other comprehensive income (loss), end of period	2,938
Changes in Fair Market Value of Derivatives
Changes in AOCI, Gross
Gross, beginning of the period	3,252	$ 3,911
Gross, gain (loss) recognized in OCI	2,138	1,090
Gross, (gain) loss reclassified from AOCI to earnings	(1,189)	(598)
Gross, ending balance	4,201	4,403
Changes in AOCI, Income tax benefit (expense)
Income tax benefit (expense), beginning of period	(749)	(899)
Income tax benefit (expense), gain (loss) recognized in OCI	(492)	(251)
Income tax benefit (expense), (gain) loss reclassified from AOCI to earnings	274	138
Income tax benefit (expense), ending of period	(967)	(1,012)
Changes in AOCI, Net
Total accumulated other comprehensive income (loss), beginning of period	2,503	3,012
Gain (loss) recognized in OCI, net	1,646	839
(Gain) Loss reclassified from AOCI to earnings, net	(915)	(460)
Total accumulated other comprehensive income (loss), end of period	3,234	3,391
Changes in Unrealized Pension Cost
Changes in AOCI, Gross
Gross, beginning of the period	(1,126)	(1,179)
Gross, gain (loss) recognized in OCI	0	0
Gross, (gain) loss reclassified from AOCI to earnings	69	(47)
Gross, ending balance	(1,057)	(1,226)
Changes in AOCI, Income tax benefit (expense)
Income tax benefit (expense), beginning of period	442	376
Income tax benefit (expense), gain (loss) recognized in OCI	0	0
Income tax benefit (expense), (gain) loss reclassified from AOCI to earnings	(5)	13
Income tax benefit (expense), ending of period	437	389
Changes in AOCI, Net
Total accumulated other comprehensive income (loss), beginning of period	(684)	(803)
Gain (loss) recognized in OCI, net	(0)	0
(Gain) Loss reclassified from AOCI to earnings, net	64	(34)
Total accumulated other comprehensive income (loss), end of period	(620)	(837)
Cumulative Translation Adjustment
Changes in AOCI, Gross
Gross, beginning of the period	2,445	(2,880)
Gross, gain (loss) recognized in OCI	(2,121)	1,024
Gross, (gain) loss reclassified from AOCI to earnings	0	0
Gross, ending balance	324	(1,856)
Changes in AOCI, Income tax benefit (expense)
Income tax benefit (expense), beginning of period	0	0
Income tax benefit (expense), gain (loss) recognized in OCI	0	0
Income tax benefit (expense), (gain) loss reclassified from AOCI to earnings	0	0
Income tax benefit (expense), ending of period	0	0
Changes in AOCI, Net
Total accumulated other comprehensive income (loss), beginning of period	2,445	(2,880)
Gain (loss) recognized in OCI, net	(2,121)	1,024
(Gain) Loss reclassified from AOCI to earnings, net	0	0
Total accumulated other comprehensive income (loss), end of period	324	(1,856)
Accumulated Other Comprehensive (Loss) Income
Changes in AOCI, Net
Total accumulated other comprehensive income (loss), beginning of period	4,264	(671)
Gain (loss) recognized in OCI, net	(475)	1,863
(Gain) Loss reclassified from AOCI to earnings, net	(851)	(494)
Total accumulated other comprehensive income (loss), end of period	$ 2,938	$ 698

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Shareholders' Equity - Summary of Share Count and Par Value Data Related to Shareholders' Equity (Details) - $ / shares	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Preferred Stock
Preferred stock, par value per share
Preferred stock, shares authorized	25,000,000	25,000,000
Preferred stock, shares outstanding	0	0
Common Stock
Common stock, par value per share
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares issued	57,541,018	57,444,228
Common stock, shares outstanding	30,649,099	30,824,248	31,581,155	31,680,890
Treasury stock
Treasury stock, shares held	26,891,919	26,619,980

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Shareholders' Equity - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Feb. 02, 2024	Dec. 31, 2023	Feb. 09, 2023
Equity Class Of Treasury Stock [Line Items]
Common stock repurchased, shares	271,939	198,271
Common stock repurchased, value	$ 12,078,000	$ 8,802,000
Accrued repurchase	436,000			$ 359,000
Shares available for future purchases	$ 92,369,000
Antidilutive securities excluded from computation of earnings per share (shares)	30,030	37,676
Maximum
Equity Class Of Treasury Stock [Line Items]
Treasury shares authorized to be purchased			$ 100,000,000		$ 50,000,000

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Shareholders' Equity - Summary of Common Shares Outstanding (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Roll forward of common shares outstanding
Balance at the beginning of the year	30,824,248	31,680,890
Repurchases	(271,939)	(198,271)
Restricted share issuances	96,790	98,536
Balance at the end of the period	30,649,099	31,581,155

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Stock-Based Compensation - Additional Information (Details) $ in Thousands	Mar. 31, 2024 USD ($) Plan shares	Dec. 31, 2023 USD ($) shares
Share-based Compensation
Number of equity based compensation plans | Plan	5
Other accrued liabilities	$ 5,794	$ 6,514
Cash Settled Awards
Share-based Compensation
Outstanding shares | shares	48,372	42,062
Other accrued liabilities	$ 581	$ 676

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Stock-Based Compensation - Summary of Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 1,221	$ 1,586
Service-Based RSUs
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	894	770
Performance-Based RSUs
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	154	634
Cash Settled Awards
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	173	182
RSUs
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	1,221	1,586
Income tax benefit	279	365
Net expense	$ 942	$ 1,221

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Stock-Based Compensation - Summary of Unrecognized Compensation Expense related to Unvested RSUs (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Service-Based RSUs
Share-based Compensation
Unrecognized compensation expense	$ 5,049
Weighted-average period (years)	1 year 7 months 17 days
Performance-Based RSUs
Share-based Compensation
Unrecognized compensation expense	$ 4,653
Weighted-average period (years)	2 years 3 months 3 days
RSUs
Share-based Compensation
Unrecognized compensation expense	$ 9,702
Weighted-average period (years)	1 year 11 months 4 days

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Stock-Based Compensation - Summary of Status of Plans (Details)	3 Months Ended
	Mar. 31, 2024 shares
2018 Plan
Summary of Status of Equity-Based Compensation Plans
Awards originally available	2,500,000
Maximum potential awards outstanding	720,123
RSUs and cash settled awards vested and released	620,116
Awards available for grant	1,159,761
2014 Plan
Summary of Status of Equity-Based Compensation Plans
Awards originally available	1,500,000
Maximum potential awards outstanding	35,100
2009 Plan
Summary of Status of Equity-Based Compensation Plans
Awards originally available	3,400,000
Maximum potential awards outstanding	30,000
2004 Plan
Summary of Status of Equity-Based Compensation Plans
Awards originally available	6,500,000
Maximum potential awards outstanding	14,545
Directors' Plan
Summary of Status of Equity-Based Compensation Plans
Maximum potential awards outstanding	4,722

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Stock-Based Compensation - Summary of Service-Based Restricted Stock Units (Details) - Service-Based RSUs	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Units
Outstanding at beginning of year - Units | shares	280,966
Granted - Units | shares	86,240
Vested and released - Units | shares	(54,372)
Forfeited - Units | shares	(2,648)
Outstanding at end of year - Units | shares	310,186
Releasable - Units | shares	141,167
Weighted Average Grant Date Fair Value
Beginning of year - Weighted Average Grant Date Fair Value | $ / shares	$ 30.36
Granted - Weighted Average Grant Date Fair Value | $ / shares	43.19
Vested and released - Weighted Average Grant Date Fair Value | $ / shares	37.21
Forfeited - Weighted Average Grant Date Fair Value | $ / shares	41.74
End of year - Weighted Average Grant Date Fair Value | $ / shares	32.63
Releasable - Weighted Average Grant Date Fair Value | $ / shares	$ 21.76

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Stock-Based Compensation - Schedule of Performance-Based RSUs (Details) - Performance-Based RSUs	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Units
Outstanding at beginning of year - Units | shares	220,656
Granted - Units | shares	72,549
Attained by performance - Units | shares	55,272
Released - Units | shares	(112,907)
Forfeited - Units | shares	(7,297)
Outstanding at end of year - Units | shares	228,273
Releasable - Units | shares	0
Weighted Average Grant Date Fair Value
Beginning of year - Weighted Average Grant Date Fair Value | $ / shares	$ 36.96
Granted - Weighted Average Grant Date Fair Value | $ / shares	43.49
Attained by performance - Weighted Average Grant Date Fair Value | $ / shares	33.37
Vested and released - Weighted Average Grant Date Fair Value | $ / shares	33.85
Forfeited - Weighted Average Grant Date Fair Value | $ / shares	34.77
End of year - Weighted Average Grant Date Fair Value | $ / shares	39.86
Releasable - Weighted Average Grant Date Fair Value | $ / shares	$ 0

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Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Financial assets (liabilities), measured at fair value
Derivative liabilities	$ (289)	$ (747)
Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative asset	1,831	1,087
Foreign Currency Forward Contracts
Financial assets (liabilities), measured at fair value
Derivative asset	1,831
Recurring | Carrying Value | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Contingent consideration	(3,511)	(3,764)
Qualified replacement plan assets	12,950	13,392
Recurring | Interest Rate Swaps | Carrying Value | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative asset	2,321	1,827
Recurring | Foreign Currency Forward Contracts | Carrying Value | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative asset	1,831	1,087
Recurring | Cross-currency Swap | Carrying Value | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative liabilities	(289)	(747)
Recurring | Quoted Prices in Active Markets for Identical (Level 1) | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Qualified replacement plan assets	12,950	13,392
Recurring | Significant Other Observable Inputs (Level 2) | Interest Rate Swaps | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative asset	2,321	1,827
Recurring | Significant Other Observable Inputs (Level 2) | Foreign Currency Forward Contracts | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative asset	1,831	1,087
Recurring | Significant Other Observable Inputs (Level 2) | Cross-currency Swap | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Derivative liabilities	(289)	(747)
Recurring | Significant Unobservable Inputs (Level 3) | Designated As Hedging | Cash Flow Hedge
Financial assets (liabilities), measured at fair value
Contingent consideration	$ (3,511)	$ (3,764)

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Fair Value Measurements - Roll-forward of the Contingent Consideration (Details) - Contingent Consideration $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Balance at December 31, 2023	$ 3,764
Change in fair value	(253)
Balance at March 31, 2024	$ 3,511

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Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other long-term obligations	$ 5,245	$ 5,457
Accrued Expenses and Other Liabilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other long-term obligations	$ 1,076

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Income Taxes - Schedule of Effective Tax Rate (Details)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	18.60%	19.20%

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Income Taxes - Additional Information (Details)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate	18.60%	19.20%