4.07 Human capital: the share of employees under collective or works-council arrangements is put at about 10%, but the prior-year 10-K's own country counts give [n]%
Company H · a US-listed aerospace services company · SEC-style question
In brief
The prior-year Form 10-K said that employees in [country], France, the United Kingdom, [country] and the [country] represent approximately 10% of the approximately [n]-strong workforce, and then listed them: [n]. Those counts add to [n], which is [n]% of [n]. The current Form 10-K again says the arrangements cover roughly 10% of about [n] employees, and now describes [wording masked] where the prior year said the company was party to none apart from one legacy [foreign] agreement.
The evidence, as filed
Screenshot withheld to protect the company’s identity. Even with names, figures and dates boxed out, the wording on these pages could be searched back to the filer. Pages relied on: Form 10-K 2024 (prior year), front matter; Form 10-K 2025, page 7.
What the filing shows, and what the rule requires
| What the filing shows | What the rule requires |
|---|---|
Prior year: 'approximately 10%' of approximately [n] employees, with country counts of [n] ([n], or [n]%); workforce '100% non-unionized' with one legacy [foreign] agreement. Current year: 'roughly 10%' of approximately [n] employees, with [wording masked]; no country counts. | A coverage percentage that agrees with the headcounts behind it (or a statement of what the 10% measures), and an explanation of the change from 'no collective bargaining agreements except one in [country]' to agreements in three countries. |
The rule
Regulation S-K Item 101(c)(2)(ii)
A description of the registrant's human capital resources, including the number of persons employed by the registrant, and any human capital measures or objectives that the registrant focuses on in managing the business
Version: Text in force at the date of this review · Source: 17 CFR 229.101(c)(2)(ii) (Regulation S-K Item 101), as amended by Release 33-10825
Exchange Act Rule 12b-20
such further material information, if any, as may be necessary to make the required statements, in the light of the circumstances under which they are made not misleading
Version: Text in force at the date of this review · Source: 17 CFR 240.12b-20
Why it applies here. either the prior-year percentage was understated and has been carried forward, or the covered population has fallen sharply, or the 10% measures something narrower than the five-country list; the filing does not say which. The description of the United Kingdom and [foreign] arrangements has also changed from works councils to collective bargaining agreements without comment. Item 101(c)(2)(ii) is principles-based and asks for human capital information only to the extent material, so this is put as a question.
Why it matters
A workforce-relations figure that does not agree with the counts given for it weakens the reliability of the human capital section; the change in how the United Kingdom and [foreign] arrangements are described is left unexplained.
Exposure
None while the point is a question; human capital comments from the staff are infrequent and usually end in a future-filings clarification.
Our workings
the prior-year Human Capital Resources paragraph (p.9 of that filing) says the employees under works council, statutory bargaining-unit and the [foreign] arrangements 'represent approximately 10%' of approximately [n] employees and lists [n] in [country], [n] in France, [n] in the United Kingdom, [n] in [country] and [n] in the [country]; the same paragraph says the workforce is '100% non-unionized' with the sole exception of one legacy [foreign] agreement from 2011. The current 10-K says approximately [n] employees, [wording masked], works councils in France and [wording masked] 10%'.
[n] + [n] + [n] + [n] + [n] = [n]; [n] / [n] = [n]%; even leaving out [country], [n] / [n] = [n]%; 10% of [n] is [n], so the current statement implies about [n] fewer covered employees than the prior-year counts.
| Line | Computation | Result |
|---|---|---|
| Covered employees at [date] (prior-year counts) | [n] + [n] + [n] + [n] + [n] = [n] | [n] |
| Share of the prior-year workforce | [n] / [n] = [n]% | [n]% |
| Share excluding [country] | [n] / [n] = [n]% | [n]% |
| Implied covered employees, current 10-K | [n] x 10% = [n] | [n] |
| Difference from prior-year counts | [n] - [n] = [n] | [n] |
Management’s best defense, and our reply
Management may say the 10% was meant to describe only employees covered by formal bargaining agreements, not everyone in the five countries listed, and that the country counts were given for context; it may add that the United Kingdom and [foreign] arrangements were re-described in 2025 for accuracy rather than changed, and that the figure is not material to an investor in a business of [n] employees. That reading is tenable, which is why this is a question; however, the prior-year sentence says that 'these' employees represent 10% and then lists them, so on its own words the percentage and the counts disagree, and the current 10-K repeats the percentage without any counts against which it can be checked.
The fix
- State the covered population and percentage on a basis that agrees with the headcounts, for example: 'Approximately [x] employees, or [y]% of our workforce, in the United Kingdom, [country], France, the [country] and [country] are covered by collective bargaining, works council or statutory bargaining arrangements', and say when the United Kingdom and [foreign] agreements were entered into, if they are new.
Question for the company
What population does the 'roughly 10%' cover, and how does it reconcile with the prior-year counts of [n] employees in [country], France, the United Kingdom, [country] and the [country] ([n]% of [n])? Did the company enter into collective bargaining agreements in the United Kingdom and [country] during 2025, or were the prior-year works-council arrangements re-described?
Evidence relied on
| # | What it shows | Type | Where |
|---|---|---|---|
| 1 | Prior-year 10-K: the stated 10% and the five country counts behind it ([n] in total) | Document | Form 10-K 2024 (prior year), unnumbered page |
| 2 | Prior-year 10-K: no collective bargaining agreements other than one in [country] | Document | Form 10-K 2024 (prior year), unnumbered page |
| 3 | Current 10-K: headcount | Document | Form 10-K 2025, page 7 |
| 4 | Current 10-K: the same 10%, now described as collective bargaining agreements in three countries | Document | Form 10-K 2025, page 7 |
Prepared by Pramanex from the company’s public SEC filings, without the company’s involvement, to show how a 10-K Pre-filing Check reads. The company is not named, and nothing on this page is a statement about any identifiable company. Observations are not an audit, review or other attestation or assurance engagement, and not legal advice. An SEC-style question is a question, not a conclusion.
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