WSO.NYSEWatsco INC

10-K: Watsco Reports 5% Revenue Decline in 2025 Amid HVAC Transition

Sentiment:

Annual Report


Watsco, the largest HVAC/R distributor in North America, reported a 5% decrease in revenues for 2025, primarily due to regulatory-driven product transitions and market slowdowns, despite an improved gross profit margin.

Delay expectedThe EPA's proposed changes on October 3, 2025, to eliminate or extend the December 31, 2025, installation deadline for matching 410A Systems, and the subsequent enforcement statement on December 23, 2025, deprioritizing enforcement of the installation ban, indicate a delay in the full implementation and clarity of regulatory changes for HVAC systems.The company is assessing its ability to offer matching 410A Systems once the EPA finalizes the rule change, which is expected in early 2026, implying a delay in full strategic planning for these products.
Capital raiseThe company has a 2024 At-the-Market (ATM) Program with Robert W. Baird & Co. Inc., enabling the issuance and sale of Common stock for a maximum aggregate offering amount of up to $400.0 million, with $400.0 million available at December 31, 2025.An agreement with RSI Majority Holders provides Carrier Enterprise I (a Watsco joint venture) the discretion, but not the obligation, to fund up to 80% of any purchase of RSI common stock using Watsco Common stock (Offered Shares). The amount of Offered Shares that may be issued is not currently determinable.
Worse than expectedRevenues decreased by 5% in 2025, indicating a significant decline in sales.Same-store sales also declined by 5%, reflecting a contraction in existing operations.Net income attributable to Watsco, Inc. decreased by 7%, directly impacting shareholder value.Diluted earnings per share decreased from $13.30 in 2024 to $12.25 in 2025.HVAC equipment unit volumes decreased by 18%, primarily due to regulatory transitions and market slowdowns.Net cash provided by operating activities was lower in 2025 compared to 2024.

Summary

  • Revenues for the fiscal year ended December 31, 2025, decreased by 5% to $7,239.3 million from $7,618.3 million in 2024.
  • Same-store sales also declined by 5% in 2025 compared to 2024.
  • HVAC equipment sales, representing 67% of revenues, decreased by 7%, with residential products down 7% and commercial products down 7%.
  • Sales of ducted residential compressor-bearing systems saw an 18% decrease in unit volume, partially offset by an 8% increase in average selling price.
  • Gross profit margin improved by 120 basis points to 28.0% in 2025 from 26.8% in 2024, driven by pricing and sales mix.
  • Selling, general and administrative expenses increased by 3% to $1,337.9 million, reaching 18.5% of revenues in 2025.
  • Net income attributable to Watsco, Inc. decreased by 7% to $497.0 million in 2025 from $536.3 million in 2024.
  • Diluted earnings per share decreased to $12.25 in 2025 from $13.30 in 2024.
  • The company completed three acquisitions in 2025: Southern Ice Equipment Distributors, Inc. ($30.0M annual sales), Hawkins HVAC Distributors, Inc. ($9.0M annual sales), and W.L. Lashley & Associates, Inc. ($8.0M annual sales).
  • Watsco's Board of Directors approved an increase in the annual cash dividend to $13.20 per share from $12.00 per share, effective April 2026.
  • The company transitioned inventory to new lower-GWP HVAC systems (A2L Systems) in late 2024 due to EPA regulations, which caused related disruptions and lower unit volumes.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this filing with a moderately negative sentiment. While the company demonstrated strong gross margin management and a commitment to shareholder returns through dividend increases, the significant revenue and net income declines, coupled with challenges from regulatory transitions and market slowdowns, present notable headwinds. The reliance on a concentrated supplier base and the inherent risks of acquisitions also contribute to a cautious outlook.

Positives

  • Gross profit margin improved by 120 basis points to 28.0% in 2025, primarily due to favorable pricing and sales mix for HVAC equipment.
  • Working capital increased to $2,236.8 million at December 31, 2025, from $2,096.1 million at December 31, 2024, indicating a stronger liquidity position.
  • Net cash used in investing activities decreased significantly to $98.1 million in 2025 from $290.7 million in 2024, primarily due to proceeds from maturing certificates of deposit.
  • The Board of Directors approved an increase in the annual cash dividend per share to $13.20 from $12.00, effective April 2026, demonstrating confidence in future cash flow.
  • The company successfully completed three acquisitions in 2025, expanding its market presence and product offerings.
  • The company's cybersecurity risk management and strategy are robust, with no material incidents reported in 2025, and the Audit Committee oversees these measures.
  • The company averted an estimated 26.2 million metric tons of CO2e emissions from 2020-2025 through the sale of higher-efficiency replacement residential HVAC systems.

Negatives

  • Revenues decreased by 5% to $7,239.3 million in 2025 from $7,618.3 million in 2024.
  • Same-store sales also experienced a 5% decline in 2025.
  • HVAC equipment sales declined by 7%, with residential product unit volume decreasing by 18%.
  • Net income attributable to Watsco, Inc. decreased by 7% to $497.0 million in 2025 from $536.3 million in 2024.
  • Diluted earnings per share decreased to $12.25 in 2025 from $13.30 in 2024.
  • Selling, general and administrative expenses increased by 3% and as a percentage of revenues, rising to 18.5% in 2025 from 17.0% in 2024, partly due to higher labor, facilities, and transportation costs associated with the A2L product transition.
  • Net cash provided by operating activities was lower in 2025 ($569.6 million) compared to 2024 ($773.1 million), primarily due to the timing of vendor payments.
  • Net cash used in financing activities increased significantly to $568.1 million in 2025 from $158.5 million in 2024, largely due to increased dividends paid and timing differences in non-controlling interest distributions.
  • The elimination of the U.S. Inflation Reduction Act's tax credits for HVAC systems after December 31, 2025, by the 'One Big Beautiful Bill' could reduce consumer incentives for high-efficiency systems.

Risks

  • Supplier Concentration and Supply Chain Risks: The top ten suppliers accounted for 85% of purchases in 2025, with 62% from Carrier and 8% from Rheem. Any significant interruption or termination of these relationships could disrupt operations and adversely affect financial results.
  • Risks Inherent in Acquisitions: Future acquisitions involve risks such as integration challenges, customer retention, effectiveness of internal controls, diversion of management attention, equity dilution, significant debt/contingent liabilities, and potential loss of key employees or customer relationships.
  • Competition: Operating in highly competitive environments with national and local distributors, as well as manufacturer-owned distribution, could lead to loss of market acceptance or price erosion.
  • Cybersecurity Risks: Threats and sophisticated cyberattacks pose a risk to information technology systems, potentially leading to business interruption, data exposure, reputational damage, legal proceedings, and other costs, despite existing security measures.
  • Foreign Currency Exchange Rate Fluctuations: Operations in Canada and Mexico expose the company to transactional and translational foreign currency risks, which could adversely affect financial performance.
  • Seasonality: Sales of residential HVAC products are seasonal, with demand highest in Q2/Q3 for cooling and Q1/Q4 for heating, making profitability susceptible to weather patterns.
  • Dependence on Key Personnel: Success relies on the skills and experience of senior management and key operators; loss of these individuals or inability to recruit/retain high-quality employees could harm the business.
  • Decline in Economic Conditions: Reliance on credit markets and potential disruptions could affect liquidity, increase borrowing costs, reduce demand for products, and increase bad debt expense.
  • International Risk: International sales and sourcing are subject to changes in local laws, regulations, trade policies, tariffs, and political/economic instability, which could disrupt supply chains or affect results.
  • Goodwill, Intangibles and Long-Lived Assets: These assets represented approximately 33% of total assets at December 31, 2025. Impairment could materially adversely impact results, as their recoverability relies on management's judgment and assumptions about future cash flows.
  • Risks Related to Loss Contingencies: Insurance coverage may not be adequate for all claims, and actual self-insurance claims could exceed estimates, requiring additional reserves.
  • Risks Related to Natural Disasters, Epidemics, or Other Unexpected Events: Such events could damage facilities, disrupt operations, affect product availability, increase costs, or lead to litigation.
  • Risks Related to Common Stock, Class B Common Stock and Insider Ownership: Directors and executive officers hold significant voting power (56% combined), potentially influencing corporate decisions, and the dual-class structure could affect market perception.
  • Future Sales: Issuance of additional common stock or other securities could dilute existing shareholders' ownership interest.
  • Volatility: The market price of common stock has been and may continue to be highly volatile due to various factors, including operating results, dividend decisions, analyst reports, and general market conditions.
  • Payment of Dividends: Future dividends are at the sole discretion of the Board and depend on various factors, including cash flow, profitability, and financial condition, and are subject to credit agreement restrictions.
  • Securities Analyst Research and Reports: Negative research or cessation of coverage by analysts could cause stock price or trading volume to decline.

Future Outlook

The company anticipates continued focus on the HVAC replacement market as a stabilizing factor, despite uncertainties regarding tariffs and macroeconomic conditions. Regulatory mandates are expected to periodically increase minimum SEER ratings, driving sales of higher-efficiency systems and potentially increasing average selling prices. The company will assess its ability to offer matching 410A Systems once the EPA finalizes rule changes, expected in early 2026. The expansion of IRC Section 162(m) coverage is effective for tax years beginning after December 31, 2026, and the company is evaluating the impact of new FASB guidance on expense disaggregation, internal use software, and interim reporting, effective in late 2026 and 2027.

Management Comments

  • "We believe these forward-looking statements are reasonable; however, you should not place undue reliance on any forward-looking statements, which are based on current expectations."
  • "While the long-term impact of tariffs remains uncertain, we believe that our focus on the HVAC replacement market remains a stabilizing factor, given the essential role of these products in providing comfort and healthy environments for homeowners and businesses."
  • "The Company expects these regulations to reduce the carbon footprint of end-users and increase average selling prices over time, subject to customary risks of quality, availability, and performance of new HVAC systems."
  • "Our compensation program is grounded by the guiding principle that compensation should be highly dependent upon long-term shareholder returns."
  • "We believe granting restricted stock effectively balances strategic risk-taking and long-term performance, creates an ownership culture, and aligns the interests of high-performing leaders with the interests of our shareholders."
  • "We believe that our restricted stock program is unique because an employees restricted share grants generally vest only at the end of his or her career (age 62 or later) and, prior to retirement, these grants remain subject to significant risk of forfeiture."
  • "We believe that the combination of our operating cash flows, cash on hand, short-term cash investments, available borrowings under our revolving credit agreement, and funds available from sales of our Common stock under our 2024 ATM Program... will be sufficient to meet our liquidity needs for the foreseeable future."

Industry Context

StockSavvy.ai notes that Watsco's 2025 performance reflects broader industry challenges, particularly the significant regulatory transition to lower-GWP refrigerants (A2L Systems) which caused market disruptions and lower unit volumes. The decline in residential HVAC equipment sales, despite an increase in average selling prices, indicates a complex market environment where demand is impacted by both regulatory changes and economic factors like lower home building activity and reduced consumer spending. The improved gross margin suggests effective pricing strategies in a challenging sales environment. The elimination of federal tax credits for HVAC systems could further dampen consumer demand for high-efficiency upgrades, potentially impacting the industry's growth trajectory for such products.

Comparison to Industry Standards

  • Watsco operates in a highly fragmented HVAC/R distribution industry with over 2,100 distribution companies and an estimated annual market size of $74.0 billion in the U.S. (IBIS World, Nov 2024).
  • The company's 19% voluntary turnover rate for U.S. employees in 2025 is stated to be typical for a company of its size with a large hourly workforce, suggesting it aligns with industry norms for labor retention.
  • Watsco's long-term compounded annual growth rate for total shareholder return of 17% over 36 years significantly outperforms major market indices like the Russell 2000 (134.40 for $100 investment over 5 years), S&P MidCap 400 (154.68), S&P 500 (196.16), and S&P 400 Industrials (191.48) over the five years ended December 31, 2025, highlighting its historical strength relative to broader market and industrial benchmarks.
  • The company's unique cliff-vesting restricted stock program, where awards vest at retirement (age 62 or later), is noted as solely unique to Watsco based on Equilar data, differentiating its executive compensation structure from typical industry practices.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionThe Board of Directors has adopted codes of ethics and conduct for directors, officers, and employees, including an Employee Code of Business Ethics and Conduct and a Code of Conduct for Executives.NAEnhances ethical responsibilities and risk avoidance, with oversight by the Audit Committee. No amendments or waivers in 2025.
Policy AdoptionThe company has adopted an insider trading policy governing the purchase, sale, and other dispositions of company securities by the company, its directors, officers, and employees.NADesigned to promote compliance with insider trading laws, rules, and regulations, and applicable exchange listing standards.
Board Composition/Voting RightsThe company has a dual-class stock structure where Common stock has one vote and Class B common stock has ten votes. Common shareholders elect 25% of the Board, and Class B shareholders elect the balance.NAConcentrates voting power with Class B shareholders, including directors and executive officers (56% aggregate combined voting power), allowing them to elect six of the nine Board members. This could influence corporate decisions and potentially affect the market price of common stock.

Legal Proceedings

  • The company is involved in litigation incidental to the operation of its business and vigorously defends all matters. Based on current information, the ultimate liability associated with any known claims or litigation is not expected to have a material adverse effect on financial condition or results of operations.

Related Party Transactions

  • Purchases from Carrier and its affiliates comprised 62% of all inventory purchases made during 2025.
  • Approximately $115.0 million was payable to Carrier and its affiliates, net of receivables, at December 31, 2025.
  • Revenues from sales to Carrier and its affiliates were approximately $71.0 million in 2025.
  • A member of the Board of Directors is a Senior Chairman of Greenberg Traurig, P.A., which serves as the company's principal outside counsel. Fees for services were $128,000 in 2025, with $19,000 payable at December 31, 2025.

Stakeholder Impact

  • Shareholders: Experienced a 7% decrease in net income attributable to Watsco, Inc. and a decrease in diluted EPS. However, the Board approved an increase in the annual cash dividend, signaling a commitment to shareholder returns. The dual-class stock structure concentrates voting power with certain insiders.
  • Employees: The company maintains an ownership culture through stock-based equity plans, with approximately 4,200 employees being shareholders. Competitive compensation and benefits programs are provided, along with professional growth opportunities. The voluntary turnover rate for U.S. employees was 19% in 2025.
  • Customers: The company's strategy focuses on providing exemplary customer service, broad product lines, well-stocked inventories, and technology solutions (mobile apps, e-commerce) to meet immediate needs. The transition to A2L systems and potential price increases due to tariffs could impact product availability and costs for contractors.
  • Suppliers: The company has significant concentration with its top ten suppliers, particularly Carrier and Rheem, making these relationships critical. Any disruptions could impact the supply chain.
  • Creditors: The company maintains an unsecured revolving credit agreement and believes it was in compliance with all covenants at December 31, 2025, indicating sound financial health for creditors. Working capital increased, further strengthening liquidity.

Next Steps

  • Assess the ability to offer matching 410A Systems once the EPA finalizes the rule change, expected in early 2026.
  • Monitor evolving tax legislation related to global minimum tax rules in jurisdictions of operation for impacts on tax provision and effective tax rate.
  • Evaluate the impact of adopting new FASB guidance on expense disaggregation (effective after December 15, 2026), measurement of credit losses (effective after December 15, 2025), internal use software (effective after December 15, 2027), and interim reporting (effective after December 15, 2027).
  • Continue to pursue additional strategic acquisitions, investments, and joint ventures to further penetrate existing markets and expand into new geographic markets.
  • Consider further stock repurchases under the authorized program, evaluating the impact of the 1% excise tax on stock repurchases.

Key Dates

DateDescription
1956Watsco, Inc. was incorporated in Florida.
1989Watsco began its HVAC/R distribution strategy and has since acquired 72 businesses.
September 1999Board of Directors authorized the repurchase of up to 7,500,000 shares of common stock.
2008Last share repurchase under the September 1999 plan.
2009Formed Carrier Enterprise I joint venture with Carrier Global Corporation.
2011Formed Carrier Enterprise II joint venture with Carrier Global Corporation.
2012Formed Carrier Enterprise III joint venture with Carrier Global Corporation.
2019Carrier Enterprise I acquired substantially all HVAC assets of Peirce-Phelps, Inc.
2019Repurchased 20% ownership interest in Homans from Carrier Enterprise II.
January 1, 2020Start date for CO2e emissions averted calculation.
March 11, 2021America Rescue Plan Act of 2021 (ARPA) was enacted, expanding IRC Section 162(m).
August 6, 2021Entered into the 2021 ATM Program with Robert W. Baird & Co. Inc. for up to $300.0 million in Common stock sales.
January 1, 2022Commencement of the required 85% phasedown of HFC production and consumption over a 15-year period under the American Innovation and Manufacturing Act of 2020.
August 16, 2022U.S. Inflation Reduction Act of 2022 (IRA) was enacted.
January 1, 2023Effective date for the 1% excise tax on stock repurchases.
March 3, 2023Acquired Capitol District Supply Co., Inc.
July 28, 2023Watsco, Carrier Enterprise I, and RSI Majority Holders entered into an agreement regarding potential RSI common stock purchases.
September 1, 2023Acquired Gateway Supply Company, Inc. (GWS).
December 18, 2023Carrier Enterprise I acquired an additional 0.3% ownership interest in Russell Sigler, Inc. (RSI).
December 31, 2023End date for CO2e emissions averted calculation.
January 1, 2024Certain aspects of OECD Pillar Two global minimum corporate tax rate became effective.
February 1, 2024Acquired Commercial Specialists, Inc. (CSI).
March 29, 2024Implemented the Watsco, Inc. Dividend Reinvestment Plan (DRIP).
May 3, 2024Entered into the amended and restated 2024 ATM Program with Baird for up to $400.0 million in Common stock sales.
December 31, 2024Restrictions on the use of high-GWP refrigerants in new HVAC systems (410A Systems) manufactured after this date.
January 1, 2025Acquired W.L. Lashley & Associates, Inc. (Lashley).
January 1, 2025Effective date for other aspects of OECD Pillar Two global minimum corporate tax rate.
January 1, 2025Effective date for 100% bonus depreciation for qualifying assets and full expensing of domestic research and experimental expenditures under the One Big Beautiful Bill.
January 1, 2025Company adopted new FASB guidance on income tax disclosures on a prospective basis.
April 1, 2025Acquired Hawkins HVAC Distributors, Inc.
May 1, 2025Acquired Southern Ice Equipment Distributors, Inc. (SIE).
July 4, 2025The 'One Big Beautiful Bill' (OBBB) was signed into law, eliminating IRA tax credits for HVAC systems after December 31, 2025.
October 1, 2025Reduced revolving credit facility borrowing capacity to $500.0 million for the seasonal component.
October 3, 2025EPA proposed changes to regulations that would eliminate or extend the December 31, 2025, installation deadline for matching 410A Systems.
December 23, 2025EPA issued an enforcement statement deprioritizing enforcement of the installation ban for affected 410A Systems that became effective January 1, 2026.
December 31, 2025End of fiscal year covered by this report. Also, the date after which IRA tax credits for HVAC systems were unavailable due to the OBBB.
January 1, 2026Effective date for the Twenty-seventh Amendment to Employment Agreement for Albert H. Nahmad. Also, the date the company performed its annual evaluation of goodwill impairment.
January 2, 2026Board of Directors declared a regular quarterly cash dividend of $3.00 per share.
January 16, 2026Record date for the quarterly cash dividend paid on January 30, 2026.
January 30, 2026Payment date for the quarterly cash dividend of $3.00 per share.
February 10, 2026Board of Directors approved an increase to the annual cash dividend per share to $13.20 from $12.00, effective with the quarterly dividend paid in April 2026.
February 24, 2026Date for common and Class B common stock outstanding figures.
February 27, 2026Date of the auditor's report and filing date of the 10-K.
March 16, 2028Maturity date of the revolving credit agreement.
December 15, 2026Effective date for new FASB guidance on expense disaggregation for annual reporting periods.
December 31, 2026Expansion of IRC Section 162(m) coverage is effective for tax years beginning after this date.
December 15, 2027Effective date for new FASB guidance on expense disaggregation for interim reporting periods.
December 15, 2027Effective date for new FASB guidance on internal use software costs for annual reporting periods.
December 15, 2027Effective date for new FASB guidance on interim reporting for interim reporting periods.
October 15, 2026Vesting date for 799,431 restricted shares granted to the CEO.
October 15, 2028Vesting date for 178,076 restricted shares granted to the CEO.
October 15, 2029Vesting date for 503,287 restricted shares granted to the CEO.
October 15, 2032Vesting date for 21,597 restricted shares granted to the CEO. Also, the lapse date for restrictions on the 2026 Performance-Based Restricted Stock Award.

Recommendation

hold

The filing presents a mixed financial picture for Watsco. While the company demonstrated strong gross margin expansion and a commitment to shareholder returns through a dividend increase, the 5% decline in revenues and net income, coupled with an 18% drop in HVAC equipment unit volumes, indicates significant operational headwinds. These challenges are largely attributed to regulatory transitions (A2L refrigerants) and broader economic slowdowns affecting consumer spending and new construction. The company's strong liquidity, strategic acquisitions, and long-term focus on high-efficiency products are positives. However, the high supplier concentration, ongoing regulatory uncertainties, and the elimination of federal tax credits pose risks. A 'hold' recommendation is appropriate as the company navigates these transitions; investors should monitor the impact of A2L system adoption, economic recovery, and the effectiveness of pricing strategies to offset volume declines before considering a stronger position.

Keywords

HVAC/R distribution, air conditioning, heating equipment, refrigeration products, SEC filing, 10-K, financial results, revenue decline, gross margin, acquisitions, dividend increase, supply chain, regulatory compliance, HFC refrigerants, A2L systems, climate change, energy efficiency, share repurchase, capital allocation, corporate governance, cybersecurity, Watsco

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