Form 10-Q - Quarterly report [Sections 13 or 15(d)]

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 July 1, 2023

☐ 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 1-34679

VISHAY PRECISION GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware

27-0986328

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification Number)

3 Great Valley Parkway, Suite 150

Malvern, PA, 19355

484-321-5300

(Address of Principal Executive Offices) (Zip Code)

(Registrant’s Telephone Number, including area code)

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, $0.10 par value	VPG	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. ý 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 (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files. ý 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 ý No

As of August 8, 2023, the registrant had 12,581,252 shares of its common stock and 1,022,887 shares of its Class B convertible common stock outstanding.

VISHAY PRECISION GROUP, INC.

FORM 10-Q

July 1, 2023

CONTENTS


		Page Number
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements

	Consolidated Condensed Balance Sheets – July 1, 2023 (Unaudited) and December 31, 2022	3

	Consolidated Condensed Statements of Operations (Unaudited) – Fiscal Quarters Ended July 1, 2023 and July 2, 2022	5

	Consolidated Condensed Statements of Operations (Unaudited) – Six Fiscal Months Ended July 1, 2023 and July 2, 2022	6

	Consolidated Condensed Statements of Comprehensive Income (Loss) (Unaudited) – Fiscal Quarters Ended July 1, 2023 and July 2, 2022	7

	Consolidated Condensed Statements of Comprehensive Income (Loss) (Unaudited) – Six Fiscal Months Ended July 1, 2023 and July 2, 2022	8

	Consolidated Condensed Statements of Cash Flows (Unaudited) –Six Fiscal Months Ended July 1, 2023 and July 2, 2022	9

	Consolidated Condensed Statements of Equity (Unaudited) – Fiscal Quarters Ended July 1, 2023 and July 2, 2022	10

	Consolidated Condensed Statements of Equity (Unaudited) – Six Fiscal Months Ended July 1, 2023 and July 2, 2022	11

	Notes to Unaudited Consolidated Condensed Financial Statements	12

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38

Item 4.	Controls and Procedures	38

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	39

Item 1A.	Risk Factors	39

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39

Item 3.	Defaults Upon Senior Securities	39

Item 4.	Mine Safety Disclosures	39

Item 5.	Other Information	39

Item 6.	Exhibits	40

	SIGNATURES	41

-2-

PART I - FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS


VISHAY PRECISION GROUP, INC. Consolidated Condensed Balance Sheets (In thousands)
	July 1, 2023		December 31, 2022
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	98,521	$	88,562
Accounts receivable, net	60,548		60,068
Inventories:
Raw materials	33,737		31,852
Work in process	30,068		26,401
Finished goods	25,613		26,407
Inventories, net	89,418		84,660


Prepaid expenses and other current assets	15,904		18,516

Total current assets	264,391		251,806

Property and equipment:
Land	4,139		4,117
Buildings and improvements	71,459		71,613
Machinery and equipment	125,593		125,301
Software	8,933		9,539
Construction in progress	10,662		10,075
Accumulated depreciation	(133,658)		(133,518)
Property and equipment, net	87,128		87,127

Goodwill	45,703		45,544
Intangible assets, net	46,476		48,217
Operating lease right-of-use assets	23,663		24,342
Other assets	19,616		19,706
Total assets	$	486,977	$	476,742

Continues on the following page.

-3-


VISHAY PRECISION GROUP, INC. Consolidated Condensed Balance Sheets (In thousands)
	July 1, 2023		December 31, 2022
Liabilities and equity	(Unaudited)
Current liabilities:
Trade accounts payable	$	12,411	$	13,792
Payroll and related expenses	19,355		21,966
Other accrued expenses	22,660		20,306
Income taxes	2,740		4,064
Current portion of operating lease liabilities	4,072		4,208

Total current liabilities	61,238		64,336

Long-term debt, less current portion	60,799		60,799
Deferred income taxes	4,060		4,212
Operating lease liabilities	18,987		20,043
Other liabilities	13,200		13,053
Accrued pension and other postretirement costs	7,028		7,777
Total liabilities	165,312		170,220



Equity:
Common stock	1,330		1,325
Class B convertible common stock	103		103
Treasury stock	(11,924)		(11,504)
Capital in excess of par value	201,611		201,164
Retained earnings	171,559		156,359
Accumulated other comprehensive loss	(41,076)		(40,900)
Total Vishay Precision Group, Inc. stockholders' equity	321,603		306,547
Noncontrolling interests	62		(25)
Total equity	321,665		306,522
Total liabilities and equity	$	486,977	$	476,742

See accompanying notes.

-4-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Operations

(Unaudited - In thousands, except per share amounts)


	Fiscal quarter ended
	July 1, 2023		July 2, 2022
Net revenues	$	90,802	$	88,618
Costs of products sold	52,090		51,284
Gross profit	38,712		37,334

Selling, general, and administrative expenses	26,755		25,879



Restructuring costs	162		904
Operating income	11,795		10,551

Other income (expense):
Interest expense	(1,079)		(428)
Other	1,019		3,344
Other income (expense)	(60)		2,916

Income before taxes	11,735		13,467

Income tax expense	3,384		2,587

Net earnings	8,351		10,880
Less: net earnings attributable to noncontrolling interests	115		125
Net earnings attributable to VPG stockholders	$	8,236	$	10,755

Basic earnings per share attributable to VPG stockholders	$	0.61	$	0.79
Diluted earnings per share attributable to VPG stockholders	$	0.60	$	0.79

Weighted average shares outstanding - basic	13,601		13,648
Weighted average shares outstanding - diluted	13,670		13,692

See accompanying notes.

-5-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Operations

(Unaudited - In thousands, except per share amounts)


	Six fiscal months ended
	July 1, 2023		July 2, 2022
Net revenues	$	179,666	$	176,283
Costs of products sold	103,755		103,699
Gross profit	75,911		72,584

Selling, general, and administrative expenses	53,914		52,553



Restructuring costs	278		1,165
Operating income	21,719		18,866
Other income (expense):
Interest expense	(2,076)		(757)
Other	1,294		3,783
Other income (expense)	(782)		3,026

Income before taxes	20,937		21,892

Income tax expense	5,604		4,328

Net earnings	15,333		17,564
Less: net earnings attributable to noncontrolling interests	133		453
Net earnings attributable to VPG stockholders	$	15,200	$	17,111

Basic earnings per share attributable to VPG stockholders	$	1.12	$	1.25

Diluted earnings per share attributable to VPG stockholders	$	1.11	$	1.25

Weighted average shares outstanding - basic	13,593		13,643

Weighted average shares outstanding - diluted	13,661		13,684

See accompanying notes.

-6-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Comprehensive Income (Loss)

(Unaudited - In thousands)


	Fiscal quarter ended
	July 1, 2023		July 2, 2022
Net earnings	$	8,351	$	10,880

Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment	(1,680)		(7,943)
Pension and other postretirement actuarial items	(1)		81
Other comprehensive loss	(1,681)		(7,862)

Comprehensive income	6,670		3,018

Less: comprehensive income attributable to noncontrolling interests	115		125

Comprehensive income attributable to VPG stockholders	$	6,555	$	2,893

See accompanying notes.

-7-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Comprehensive Income (Loss)

(Unaudited - In thousands)


	Six fiscal months ended
	July 1, 2023		July 2, 2022
Net earnings	$	15,333	$	17,564

Other comprehensive income (loss):
Foreign currency translation adjustment	(178)		(9,735)
Pension and other postretirement actuarial items, net of tax	2		162
Other comprehensive loss	(176)		(9,573)

Comprehensive income	15,157		7,991

Less: comprehensive income attributable to noncontrolling interests	133		453

Comprehensive income attributable to VPG stockholders	$	15,024	$	7,538

See accompanying notes.

-8-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Cash Flows

(Unaudited - In thousands)


	Six fiscal months ended
	July 1, 2023		July 2, 2022
Operating activities
Net earnings	$	15,333	$	17,564
Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization	7,725		7,622

Gain on sale of property and equipment	28		(178)
Reclassification of foreign currency translation adjustment related to disposal of subsidiary	—		191
Share-based compensation expense	1,229		1,024
Inventory write-offs for obsolescence	1,049		866
Deferred income taxes	507		1,116
Foreign currency impacts and other items	(1,557)		(2,740)
Net changes in operating assets and liabilities:
Accounts receivable	(956)		(3,434)
Inventories	(5,697)		(10,739)
Prepaid expenses and other current assets	2,726		254
Trade accounts payable	(684)		14
Other current liabilities	(593)		(2,059)
Other non current assets and liabilities, net	(292)		(403)
Accrued pension and other postretirement costs, net	(606)		(342)
Net cash provided by operating activities	18,212		8,756

Investing activities
Capital expenditures	(6,874)		(8,815)
Proceeds from sale of property and equipment	12		380


Net cash used in investing activities	(6,862)		(8,435)

Financing activities






Purchase of treasury stock	(420)		—

Distributions to noncontrolling interests	(46)		(284)
Payments of employee taxes on certain share-based arrangements	(825)		(435)
Net cash used in financing activities	(1,291)		(719)
Effect of exchange rate changes on cash and cash equivalents	(100)		(4,508)
Increase (decrease) in cash and cash equivalents	9,959		(4,906)
Cash and cash equivalents at beginning of period	88,562		84,335
Cash and cash equivalents at end of period	$	98,521	$	79,429

Supplemental disclosure of investing transactions:
Capital expenditures accrued but not yet paid	$	1,118	$	2,684

See accompanying notes.

-9-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Equity

(Unaudited - In thousands, except share amounts)


	Fiscal quarter ended July 1, 2023
	Common Stock		Class B Convertible Common Stock		Treasury Stock		Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total VPG Inc. Stockholders' Equity		Noncontrolling Interests		Total Equity
Balance at April 1, 2023	$	1,328	$	103	$	(11,504)	$	201,065	$	163,323	$	(39,395)	$	314,920	$	(27)	$	314,893
Net earnings	—		—		—		—		8,236		—		8,236		115		8,351
Other comprehensive loss	—		—		—		—		—		(1,681)		(1,681)		—		(1,681)
Share-based compensation expense	—		—		—		548		—		—		548		—		548
Restricted stock issuances (17,386 shares)	2		—		—		(2)		—		—		—		—		—


Purchase of treasury stock. (12,312 shares)	—		—		(420)		—		—		—		(420)		—		(420)


Distributions to noncontrolling interests	—		—		—		—		—		—		—		(26)		(26)
Balance at July 1, 2023	$	1,330	$	103	$	(11,924)	$	201,611	$	171,559	$	(41,076)	$	321,603	$	62	$	321,665


	Fiscal quarter ended July 2, 2022
	Common Stock		Class B Convertible Common Stock		Treasury Stock		Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total VPG Inc. Stockholders' Equity		Noncontrolling Interests		Total Equity
Balance at April 2, 2022	$	1,324	$	103	$	(8,765)	$	199,223	$	126,652	$	(36,719)	$	281,818	$	25	$	281,843
Net earnings	—		—		—		—		10,755		—		10,755		125		10,880
Other comprehensive income	—		—		—		—		—		(7,862)		(7,862)		—		(7,862)
Share-based compensation expense	—		—		—		527		—		—		527		—		527
Restricted stock issuances (10,531 shares)	1		—		—		(1)		—		—		—		—		—





Distribution to noncontrolling interests	—		—		—		—		—		—		—		(38)		(38)
Balance at July 2, 2022	$	1,325	$	103	$	(8,765)	$	199,749	$	137,407	$	(44,581)	$	285,238	$	112	$	285,350

See accompanying notes.

-10-

VISHAY PRECISION GROUP, INC.

Consolidated Condensed Statements of Equity

(Unaudited - In thousands, except share amounts)


	Six Fiscal Months Ended July 1, 2023
	Common Stock		Class B Convertible Common Stock		Treasury Stock		Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total VPG, Inc. Stockholders' Equity		Noncontrolling Interests		Total Equity
Balance at December 31, 2022	$	1,325	$	103	$	(11,504)	$	201,164	$	156,359	$	(40,900)	$	306,547	$	(25)	$	306,522
Net earnings	—		—		—		—		15,200		—		15,200		133		15,333
Other comprehensive loss	—		—		—		—		—		(176)		(176)		—		(176)
Share-based compensation expense	—		—		—		1,229		—		—		1,229		—		1,229
Restricted stock issuances (47,189 shares)	5		—		—		(782)		—		—		(777)		—		(777)


Purchase of treasury stock (12,312 shares)	—		—		(420)		—		—		—		(420)		—		(420)


Distributions to noncontrolling interests	—		—		—		—		—		—		—		(46)		(46)
Balance at July 1, 2023	$	1,330	$	103	$	(11,924)	$	201,611	$	171,559	$	(41,076)	$	321,603	$	62	$	321,665


	Six Fiscal Months Ended July 2, 2022
	Common Stock		Class B Convertible Common Stock		Treasury Stock		Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total VPG, Inc. Stockholders' Equity		Noncontrolling Interests		Total Equity
Balance at December 31, 2021	$	1,322	$	103	$	(8,765)	$	199,151	$	120,296	$	(35,008)	$	277,099	$	(57)	$	277,042
Net earnings	—		—		—		—		17,111		—		17,111		453		17,564
Other comprehensive loss	—		—		—		—		—		(9,573)		(9,573)		—		(9,573)
Share-based compensation expense	—		—		—		1,024		—		—		1,024		—		1,024
Restricted stock issuances (28,368 shares)	3		—		—		(426)		—		—		(423)		—		(423)



Distribution to noncontrolling interests	—		—		—		—		—		—		—		(284)		(284)
Balance at July 2, 2022	$	1,325	$	103	$	(8,765)	$	199,749	$	137,407	$	(44,581)	$	285,238	$	112	$	285,350

See accompanying notes.

-11-

Vishay Precision Group, Inc.

Notes to Unaudited Consolidated Condensed Financial Statements

Note 1 – Basis of Presentation

Background

Vishay Precision Group, Inc. (“VPG” or the “Company”) is a global, diversified company focused on precision measurement and sensing technologies that help power the future by bridging the physical world with the digital one. Many of our specialized sensors, weighing solutions, and measurement systems are “designed-in” by our customers, and address growing applications across a diverse array of industries and markets. Our products are marketed under brand names that we believe are characterized as having a very high level of precision and quality, and we employ an operationally diversified structure to manage our businesses.

Interim Financial Statements

These unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial statements and therefore do not include all information and footnotes necessary for the presentation of financial position, results of operations, and cash flows required by accounting principles generally accepted in the United States for complete financial statements. The information furnished reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair summary of the financial position, results of operations, and cash flows for the interim periods presented. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included in VPG’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 1, 2023. The results of operations for the fiscal quarter ended July 1, 2023 are not necessarily indicative of the results to be expected for the full year. VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2023 and 2022 end on the following dates:


	2023	2022
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Reclassifications

Certain prior year amounts have been reclassified to conform to the current financial statement presentation.

Note 2 – Revenues

Revenue Recognition

The following table disaggregates net revenue by geographic region from contracts with customers based on net revenues generated by subsidiaries within that geographic location (in thousands):

-12-

Note 2 – Revenues (continued)


	Fiscal quarter ended July 1, 2023								Fiscal quarter ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	14,555	$	13,228	$	12,872	$	40,655	$	13,469	$	12,463	$	11,308	$	37,240
United Kingdom	911		3,724		75		4,710		933		3,859		161		4,953
Other Europe	7,951		10,350		1,236		19,537		8,024		8,820		1,117		17,961
Israel	4,131		50		—		4,181		8,050		110		—		8,160
Asia	8,718		3,909		1,494		14,121		9,804		3,207		811		13,822
Canada	—		—		7,598		7,598		—		—		6,482		6,482
Total	$	36,266	$	31,261	$	23,275	$	90,802	$	40,280	$	28,459	$	19,879	$	88,618


	Six Fiscal Months Ended July 1, 2023								Six Fiscal Months Ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	27,229	$	28,107	$	23,533	$	78,869	$	26,475	$	26,541	$	21,773	$	74,789
United Kingdom	1,726		7,833		171		9,730		1,810		8,193		459		10,462
Other Europe	17,958		20,067		4,406		42,431		15,816		19,351		2,999		38,166
Israel	8,094		126		—		8,220		15,381		300		—		15,681
Asia	17,985		6,987		3,547		28,519		18,548		6,842		1,821		27,211
Canada	—		—		11,897		11,897		—		—		9,974		9,974
Total	$	72,992	$	63,120	$	43,554	$	179,666	$	78,030	$	61,227	$	37,026	$	176,283

The following table disaggregates net revenue from contracts with customers by market sector (in thousands).


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Test & Measurement	$	18,705	$	21,483	$	37,369	$	39,456
Avionics, Military & Space	8,284		6,878		19,991		15,040
Transportation	13,031		13,195		25,503		27,149
Other Markets	18,417		18,035		37,722		39,185
Industrial Weighing	12,027		12,944		23,053		26,153
General Industrial	5,417		5,325		10,215		11,191
Steel	14,921		10,758		25,813		18,109

Total	$	90,802	$	88,618	$	179,666	$	176,283

Contract Assets & Liabilities

Contract assets are established when revenues are recognized prior to a contractual payment due from the customer. When a payment becomes due based on the contract terms, the Company will reduce the contract asset and record a receivable. Contract liabilities are deferred revenues that are recorded when cash payments are received or due in advance of our performance obligations. Our payment terms vary by the type and location of the products offered. The term between invoicing and when payment is due is not significant.

The outstanding contract assets and liability accounts were as follows (in thousands):

-13-

Note 2 – Revenues (continued)


	Contract Asset		Contract Liability
	Unbilled Revenue		Accrued Customer Advances
Balance at December 31, 2022	$	3,990	$	7,983
Balance at July 1, 2023	4,170		8,633
Increase	$	180	$	650

The amount of revenue recognized during the six fiscal months ended July 1, 2023 that was included in the contract liability balance at December 31, 2022 was $6.2 million

Note 3 – Goodwill

The Company tests the goodwill in each of its goodwill reporting units for impairment at least annually, as of the first day of its fourth quarter, and whenever events or changes in circumstances occur indicating that a possible impairment may have been incurred.

The change in the carrying amount of goodwill by segment is as follows (in thousands):


	Total		Measurement Systems						Weighing Solutions
			KELK Acquisition		DSI Acquisition		DTS Acquisition		Stress-Tek Acquisition
Balance at December 31, 2022	$	45,544	$	6,313	$	16,887	$	16,033	$	6,311


Foreign currency translation adjustment	159		151		8		—		—
Balance at July 1, 2023	$	45,703	$	6,464	$	16,895	$	16,033	$	6,311

Note 4 – Leases

The Company primarily leases office and manufacturing facilities in addition to vehicles, which have remaining terms of less than one year to thirteen years. The Company has no finance leases.

Leases recorded on the balance sheet consist of the following (in thousands):


Leases	July 1, 2023		December 31, 2022
Assets
Operating lease right of use asset	$	23,663	$	24,342

Liabilities
Operating lease - current	$	4,072	$	4,208
Operating lease - non-current	$	18,987	$	20,043

Other information related to lease term and discount rate is as follows:


	July 1, 2023
Operating leases weighted average remaining lease term (in years)	7.24 years
Operating leases weighted average discount rate	3.39	%

The components of lease expense are as follows (in thousands):

-14-

Note 4 - Leases (continued)


	Fiscal quarter ended				Six Fiscal Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Operating lease cost	$	1,247	$	1,299	$	2,491	$	2,609
Short-term lease cost	45		17		91		42
Sublease income	(98)		(105)		(198)		(217)
Total net lease cost	$	1,194	$	1,211	$	2,384	$	2,434

Right of use assets obtained in exchange for new operating lease liability during the six fiscal months ended July 1, 2023 were $1.5 million. The Company paid $2.5 million and $2.6 million for its operating leases for each of the six fiscal months ended July 1, 2023 and July 2, 2022, which are included in operating cash flows on the consolidated condensed statements of cash flows.

Undiscounted maturities of operating lease payments as of July 1, 2023 are summarized as follows (in thousands):


2023 (excluding the six months ended July 1, 2023)	$	2,370
2024	4,228
2025	3,843
2026	3,217
2027	3,010
Thereafter	9,158
Total future minimum lease payments	$	25,826
Less: amount representing interest	(2,767)
Present value of future minimum lease payments	$	23,059

Note 5 – Income Taxes

VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate was 28.8% and 19.2% for the fiscal quarter ended July 1, 2023, and July 2, 2022, respectively. The effective tax rate for the fiscal quarter ended July 1, 2023 differs from the federal statutory rate of 21% due to foreign income taxed at different tax rates and changes in our valuation allowance on deferred tax assets. The effective tax rate for the fiscal quarter ended July 2, 2022 differs from the federal statutory rate of 21% due to foreign income taxed at different tax rates and changes in our valuation allowance on deferred tax assets.

The Company and its subsidiaries are subject to income taxes imposed by the U.S., various states, and the foreign jurisdictions in which we operate. Each jurisdiction establishes rules that set forth the years which are subject to examination by its tax authorities. While the Company believes the tax positions taken on its tax returns for each jurisdiction are supportable, they may still be challenged by the jurisdiction's tax authorities. In anticipation of such challenges, the Company has established reserves for tax-related uncertainties. These liabilities are based on the Company’s best estimate of the potential tax exposures in each respective jurisdiction. It may take a number of years for a final tax liability in a jurisdiction to be determined, particularly in the event of an audit. If an uncertain matter is determined favorably, there could be a reduction in the Company’s tax expense. An unfavorable determination could increase tax expense and could require a cash payment, including interest and penalties.

Note 6 – Long-Term Debt

Long-term debt consists of the following (in thousands):


	July 1, 2023		December 31, 2022
2020 Credit Agreement - Revolving Facility	$	61,000	$	61,000






Deferred financing costs	(201)		(201)
Total long-term debt	$	60,799	$	60,799

-15-

Note 6 - Long-Term Debt (continued)

Wells Fargo Bank, National Association as joint lead arrangers and JPMorgan Chase Bank, National Association as agent for such lenders. The Credit Agreement Amendment amends the Third Amended and Restated Credit Agreement, dated March 20, 2020, by and among the Company, the lenders named therein, Citizens Bank, National Association and Wells Fargo Bank, National Association as joint lead arrangers and JPMorgan Chase Bank, National Association as agent for such lenders. The primary purpose of the changes made in the Credit Agreement Amendment were to update the interest rate provisions to replace LIBOR with SOFR for U.S. dollar denominated loans as well as update the other applicable reference borrowing rates for foreign currency loans which took effect on June 15, 2023. There is no material impact in interest expense or the loan balance as a result of the rate change.

Note 7 – Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2023	$	(41,489)	$	589	$	(40,900)
Other comprehensive income before reclassifications	(178)		—		(178)
Amounts reclassified from accumulated other comprehensive income	—		2		2
Balance at July 1, 2023	$	(41,667)	$	591	$	(41,076)


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2022	$	(30,276)	$	(4,732)	$	(35,008)
Other comprehensive loss before reclassifications	(9,926)		—		(9,926)
Amounts reclassified from accumulated other comprehensive income	191		162		353
Balance at July 2, 2022	$	(40,011)	$	(4,570)	$	(44,581)

Reclassification of foreign currency translation adjustment for the loss on liquidation of subsidiaries is included in other income and expense other (see Note 12). Reclassifications of pension and other postretirement actuarial items out of accumulated other comprehensive income (loss) are included in the computation of net periodic benefit cost (see Note 8).

Note 8 – Pension and Other Postretirement Benefits

Employees of VPG participate in various defined benefit pension and other postretirement benefit ("OPEB") plans. The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):

-16-

Note 8 - Pension and Other Postretirement Benefits ( continued)


	Fiscal quarter ended July 1, 2023				Fiscal quarter ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	68	$	4	$	81	$	7
Interest cost	192		28		120		17
Expected return on plan assets	(214)				(119)		—
Amortization of actuarial losses (gains)	7		(6)		72		1
Net periodic benefit cost	$	53	$	26	$	154	$	25


	Six Fiscal Months Ended July 1, 2023				Six Fiscal Months Ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	137	$	8	$	165	$	14
Interest cost	$	382	$	56	$	243	$	34
Expected return on plan assets	$	(426)	$	—	$	(242)	$	—
Amortization of actuarial losses (gains)	$	15	$	(12)	$	146	$	2
Net periodic benefit cost	$	108	$	52	$	312	$	50

Note 9 – Share-Based Compensation

The Vishay Precision Group, Inc. 2022 Stock Incentive Plan (the "2022 plan") permits issuance of up to 608,000 shares of common stock. At July 1, 2023, the Company had reserved 525,239 shares of common stock for future grants of equity awards (restricted stock, unrestricted stock, restricted stock units ("RSUs"), or stock options) pursuant to the 2022 plan. If any outstanding awards are forfeited by the holder or canceled by the Company, the underlying shares would be available for re-grant to others. If shares are withheld for payment of taxes, those shares do not become available for grant under the 2022 plan.

On February 28, 2023 and in accordance with their respective employment agreements, VPG’s three executive officers were granted annual equity awards in the form of RSUs, of which 50% are performance-based. The awards have an aggregate target grant-date fair value of $1.9 million and were comprised of 43,243 RSUs. Fifty percent of these awards will vest on January 1, 2026, subject to the executives’ continued employment. The performance-based portion of the RSUs will also vest on January 1, 2026, subject to the executives' continued employment and the satisfaction of certain performance objectives relating to three-year cumulative “adjusted free cash flow” and "net earnings goals", each weighted equally.

On March 9, 2023, certain non-executive VPG employees were granted annual equity awards in the form of RSUs. Certain employees received awards, of which 75% are performance-based and certain employees received awards of which 50% are performance-based. The awards have an aggregate grant-date fair value of $0.6 million and were comprised of 14,338 RSUs. The non-performance portion of these awards (twenty-five percent for certain employees and fifty percent for certain employees) will vest on January 1, 2026, subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2026, subject to the employees' continued employment and the satisfaction of certain performance objectives relating to three-year cumulative earnings and cash flow goals, each weighted equally.

On May 24, 2023, and in accordance with the Company's 2017 Non-Employee Director Compensation Plan, the Board of Directors approved the issuance of an aggregate of 13,923 RSUs to the independent board members of the Board of Directors. The awards have an aggregate grant-date fair value of $0.5 million and will vest on the earlier of the 2024 Annual Stockholders Meeting or May 24, 2024, subject to each applicable director's continued service on the Board of Directors. Vesting of equity awards is subject to acceleration under certain circumstances.

-17-

Note 9 - Share-Based Compensation (continued)

The amount of compensation cost related to share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. VPG determines compensation cost for RSUs based on the grant-date fair value of the underlying common stock. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. The following table summarizes share-based compensation expense recognized (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Share-based compensation expense	$	548	$	527	$	1,229	$	1,024

During the second quarter of 2023, a net adjustment of $0.1 million decreasing share-based compensation expense was recorded based on the evaluation of performance objectives associated with awards granted in 2021 and 2022. It was determined that certain objectives were not likely to be fully met necessitating a reversal of certain compensation expenses associated with those awards.

Note 10 – Segment Information

VPG reports in three product segments: the Sensors segment, the Weighing Solutions segment, and the Measurement Systems segment. The Sensors reporting segment is comprised of the foil resistor and strain gage operating segments. The Weighing Solutions segment is comprised of specialized modules and systems used to precisely measure weight, force torque, and pressure. The Measurement Systems reporting segment is comprised of highly specialized systems for steel production, materials development, and safety testing.

The chief operating decision maker ("CODM") is our chief executive officer. The CODM evaluates each operating segment's performance. The evaluation of the segment's performance is based on multiple performance measures including gross profits, revenues, and operating income, exclusive of certain items. Management believes that evaluating segment performance, excluding items such as restructuring and severance costs, impairment of goodwill and indefinite-lived intangible assets, acquisition costs, and other items is meaningful because they relate to occurrences or events that are outside of our core operations, and management believes that the use of these measures provides a consistent basis to evaluate our operating profitability and performance trends across comparable periods.

The following table sets forth reporting segment information (in thousands):

-18-

Note 10 - Segment Information (continued)


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Net revenues:
Sensors	$	36,266	$	40,280	$	72,992	$	78,030
Weighing Solutions	31,261		28,459		63,120		61,227
Measurement Systems	23,275		19,879		43,554		37,026
Total	$	90,802	$	88,618	$	179,666	$	176,283

Gross profit:
Sensors	$	14,549	$	17,831	$	29,693	$	32,117
Weighing Solutions	12,107		9,585		23,236		21,664
Measurement Systems	12,056		9,918		22,982		18,803
Total	$	38,712	$	37,334	$	75,911	$	72,584

Reconciliation of segment operating income to consolidated results:
Sensors	$	9,567	$	13,060	$	19,500	$	22,018
Weighing Solutions	6,161		4,177		11,501		10,391
Measurement Systems	4,769		3,263		8,641		5,474
Unallocated G&A expenses	(8,540)		(9,045)		(17,645)		(17,852)



Restructuring costs	(162)		(904)		(278)		(1,165)
Operating income	$	11,795	$	10,551	$	21,719	$	18,866













Restructuring costs:
Sensors	$	—	$	(904)	$	—	$	(1,107)
Weighing Solutions	(162)		—		(196)		—
Measurement Systems	—		—		(32)		(58)
Corporate/Other	—		—		(50)		—
	$	(162)	$	(904)	$	(278)	$	(1,165)

Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The table below summarizes intersegment sales (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Sensors to Weighing Solutions	$	433	$	433	$	761	$	822

Sensors to Measurement Systems	12		98		48		159

-19-

Note 11 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	8,236	$	10,755	$	15,200	$	17,111







Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,601		13,648		13,593		13,643

Effect of dilutive securities:


Restricted stock units	69		44		68		41
Dilutive potential common shares	69		44		68		41

Denominator for diluted earnings per share:
Adjusted weighted average shares	13,670		13,692		13,661		13,684

Basic earnings per share attributable to VPG stockholders	$	0.61	$	0.79	$	1.12	$	1.25

Diluted earnings per share attributable to VPG stockholders	$	0.60	$	0.79	$	1.11	$	1.25

Note 12 – Additional Financial Statement Information

Other Income (Expense) Other

The caption “Other” on the consolidated condensed statements of operations consists of the following (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Foreign currency exchange gain	$	793	$	3,380	$	855	$	3,934
Interest income	356		80		722		144
Pension expense	(71)		(104)		(145)		(180)
Other	(59)		(12)		(138)		(115)
	$	1,019	$	3,344	$	1,294	$	3,783

Foreign currency exchange gains represent the impact of changes in foreign currency exchange rates. For the fiscal quarter and six fiscal months ended July 1, 2023, the change in foreign currency exchange gains and losses during the periods, as compared to the prior year periods, is largely due to exposure to currency fluctuations with the Israeli shekel, the Canadian dollar, and the British pound.

-20-

Note 12 – Additional Financial Statement Information ( continued)

For the fiscal quarter and six fiscal months ended July 2, 2022, the change in foreign exchange gains and losses during the periods, as compared to the prior year periods, is largely due to exposure to currency fluctuations with the Israeli shekel, the Japanese yen and the British pound. The change in the dollar-shekel exchange rate resulted in a favorable foreign exchange impact primarily related to the shekel-denominated lease liability for the Sensors facility in Israel.

Included in Other for the six fiscal months ended July 2, 2022 is a $0.2 million loss on the liquidation of two of the Company's European subsidiaries.

Other Accrued Expenses

Other accrued expenses consist of the following (in thousands):


	July 1, 2023		December 31, 2022
Customer advance payments	$	8,633	$	7,983
Accrued restructuring	61		183
Goods received, not yet invoiced	2,028		2,523
Accrued taxes, other than income taxes	1,905		1,141
Accrued commissions	3,570		3,217
Accrued professional fees	1,825		1,360
Accrued technical warranty	781		740
Current accrued pensions and other post retirement costs	505		505
Other	3,352		2,654
	$	22,660	$	20,306

Note 13 – Fair Value Measurements

ASC Topic 820, Fair Value Measurement, establishes a valuation hierarchy of the inputs used to measure fair value. This hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs that reflect the Company’s own assumptions.

An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):


			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
July 1, 2023
Assets
Assets held in rabbi trusts	$	5,754	$	110	$	5,644	$	—

December 31, 2022
Assets
Assets held in rabbi trusts	$	5,427	$	53	$	5,374	$	—

-21-

Note 13 – Fair Value Measurements (continued)

The Company maintains non-qualified trusts, referred to as “rabbi” trusts, to fund payments under deferred compensation and non-qualified pension plans. Rabbi trust assets consist primarily of marketable securities, classified as available-for-sale money market funds at July 1, 2023 and December 31, 2022, and company-owned life insurance assets. The marketable securities held in the rabbi trusts are valued using quoted market prices on the last business day of the period. The company-owned life insurance assets are valued in consultation with the Company’s insurance brokers using the value of underlying assets of the insurance contracts. The fair value measurement of the cash equivalents held in the rabbi trust are considered a Level 1 measurement and the measurement of the company-owned life insurance assets is considered a Level 2 measurement within the fair value hierarchy.

The fair value of the long-term debt, excluding capitalized deferred financing costs, at July 1, 2023 and December 31, 2022 approximates its carrying value as the revolving debt is reset on a monthly basis based on current market rates, plus a base rate as specified in the debt agreement. The fair value of long-term debt is considered a Level 2 measurement within the fair value hierarchy. The Company’s financial instruments include cash and cash equivalents, accounts receivable, short-term notes payable, and accounts payable. The carrying amounts for these financial instruments reported in the consolidated condensed balance sheets approximate their fair values.

Note 14 – Restructuring Costs

Restructuring costs reflect the cost reduction programs implemented by the Company. Restructuring costs are expensed during the period in which the Company determines it will incur those costs and all requirements for accrual are met. Because these costs are recorded based upon estimates, actual expenditures for the restructuring activities may differ from the initially recorded costs. If the initial estimates are too low or too high, the Company could be required either to record additional expense in future periods or to reverse part of the previously recorded charges.

The Company recorded $0.2 million and $0.9 million of restructuring costs during the fiscal quarter ended July 1, 2023 and July 2, 2022, respectively and $0.3 million and $1.2 million of restructuring costs during the six fiscal months ended July 1, 2023 and July 2, 2022, respectively. Restructuring costs were comprised primarily of employee termination costs, including severance and statutory retirement allowances, and were incurred in connection with various cost reduction programs.

The following table summarizes recent activity related to all restructuring programs. The accrued restructuring liability balance as of July 1, 2023 and December 31, 2022, respectively, is included in Other accrued expenses in the accompanying consolidated condensed balance sheets (in thousands):






Balance at December 31, 2022	$	183
Restructuring charges in 2023	278

Cash payments	(402)
Foreign currency translation	2
Balance at July 1, 2023	$	61

Note 15 – Subsequent Event

On August 8, 2023, the Company announced that its Board of Directors extended the term of the previously approved stock repurchase plan to August 9, 2024.

-22-

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

VPG is a global, diversified company focused on precision measurement and sensing technologies that help power the future by bridging the physical world with the digital one. Many of our specialized sensors, weighing solutions, and measurement systems are “designed-in” by our customers, and address growing applications across a diverse array of industries and markets. Our products are marketed under brand names that we believe are characterized as having a very high level of precision and quality, and we employ an operationally diversified structure to manage our businesses.

Driven by the continued proliferation of data generated by the expanding use of sensors across a widening array of industrial and non-industrial applications, precision measurement and sensing technologies help ensure and deliver required levels of quality of mission-critical or high-value data. VPG’s products are often at the first stage of a data value chain (i.e., the process of converting the physical world into a digital format that can be used for a specific purpose) and as such impact the effectiveness of vast number of critical, high-value downstream processes. Over the past few years, we have seen a broadening of precision sensing applications in both our traditional industrial markets and new markets, due to the development of higher functionality in our customers' end products. Our precision measurement solutions are used across a wide variety of end markets upon which we focus, including industrial, test and measurement, transportation, steel, medical, agriculture, avionics, military and space, and consumer product applications. The Company has a long heritage of innovation in sensor technologies that provide accuracy, reliability and repeatability that make our customers' products safer, smarter, and more productive. As the functionality of customers' products continues to increase, and they integrate more precision measurement sensors and related systems into their solutions, we believe this will offer substantial growth opportunities for our products and expertise.

Overview of Financial Results

Net revenues for the fiscal quarter ended July 1, 2023 were $90.8 million versus $88.6 million for the comparable prior year period. Net earnings attributable to VPG stockholders for the fiscal quarter ended July 1, 2023 were $8.2 million, or $0.60 per diluted share, versus $10.8 million, or $0.79 per diluted share, for the comparable prior year period.

Net revenues for the six fiscal months ended July 1, 2023 were $179.7 million versus $176.3 million for the comparable prior year period. Net earnings attributable to VPG stockholders for the six fiscal months ended July 1, 2023 were $15.2 million, or $1.11 per diluted share, versus $17.1 million, or $1.25 per diluted share, for the comparable prior year period.

The results of operations for the fiscal quarters ended July 1, 2023 and July 2, 2022 include items affecting comparability as listed in the reconciliations below. The reconciliations below include certain financial measures which are not recognized in accordance with U.S. generally accepted accounting principles ("GAAP"), including adjusted gross profits, adjusted gross profit margin, adjusted operating income, adjusted operating margin, adjusted net earnings, adjusted net earnings per diluted share, EBITDA, and adjusted EBITDA. These non-GAAP measures should not be viewed as an alternative to GAAP measures of performance. Non-GAAP measures such as adjusted gross profits, adjusted gross profit margin, adjusted operating income, adjusted operating margin, adjusted net earnings, adjusted net earnings per diluted share, EBITDA, and adjusted EBITDA do not have uniform definitions. These measures, as calculated by VPG, may not be comparable to similarly titled measures used by other companies. Management believes that these non-GAAP measures are useful to investors because each presents what management views as our core operating results for the relevant period. The adjustments to the applicable GAAP measures relate to occurrences or events that are outside of our core operations, and management believes that the use of these non-GAAP measures provides a consistent basis to evaluate our operating profitability and performance trends across comparable periods. In addition, the Company has historically provided these or similar non-GAAP measures and understands that some investors and financial analysts find this information helpful in analyzing the Company’s performance and in comparing the Company’s financial performance to that of its peer companies and competitors. Management believes that the Company’s non-GAAP measures are regarded as supplemental to its GAAP financial results.

-23-



	Gross Profit						Operating Income						Net Earnings Attributable to VPG Stockholders				Diluted Earnings Per share
Three months ended	July 1, 2023			July 2, 2022			July 1, 2023			July 2, 2022			July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
As reported - GAAP	$	38,712		$	37,334		$	11,795		$	10,551		$	8,236	$	10,755	$	0.60	$	0.79
As reported - GAAP Margins	42.6		%	42.1		%	13.0		%	11.9		%
Acquisition purchase accounting adjustments (a)	41			679			41			679			41		679		—		0.05




Restructuring costs	—			—			162			904			162		904		0.01		0.07
Foreign currency exchange (gain)/loss (d)	—			—			—			—			(794)		(3,380)		(0.05)		(0.25)
Less: Tax effect of reconciling items and discrete tax items	—			—			—			—			(312)		(377)		(0.02)		(0.02)
As Adjusted - Non GAAP	$	38,753		$	38,013		$	11,998		$	12,134		$	7,957	$	9,335	$	0.58	$	0.68
As Adjusted - Non GAAP Margins	42.7		%	42.9		%	13.2		%	13.7		%



	Gross Profit						Operating Income						Net Earnings Attributable to VPG Stockholders				Diluted Earnings Per share
Six fiscal months ended	July 1, 2023			July 2, 2022			July 1, 2023			July 2, 2022			July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
As reported - GAAP	75,911			72,584			21,719			18,866			$	15,200	$	17,111	$	1.11	$	1.25
As reported - GAAP Margins	42.3		%	41.2		%	12.1		%	10.7		%
Acquisition purchase accounting adjustments (a)	90			1,050			90			1,050			90		1,050		0.01		0.08

COVID-19 impact (b)	—			138			—			138			—		138		—		0.01
Start-up costs (c)	—			150			—			150			—		150		—		0.01

Restructuring costs	—			—			278			1,165			278		1,165		0.02		0.09
Foreign currency exchange (gain)/loss (d)	—			—			—			—			(856)		(3,934)		(0.06)		(0.29)
Less: Tax effect of reconciling items and discrete tax items	—			—			—			—			(280)		(302)		(0.02)		(0.02)
As Adjusted - Non GAAP	$	76,001		$	73,922		$	22,087		$	21,369		$	14,992	$	15,982	$	1.10	$	1.17
As Adjusted - Non GAAP Margins	42.3		%	41.9		%	12.3		%	12.1		%

-24-


	Fiscal quarter ended						Six fiscal months ended
	July 1, 2023			July 2, 2022			July 1, 2023			July 2, 2022
Net earnings attributable to VPG stockholders	$	8,236		$	10,755		$	15,200		$	17,111
Interest Expense	1,079			428			2,076			757
Income tax expense	3,384			2,587			5,604			4,328
Depreciation	2,933			2,832			5,852			5,685
Amortization	934			967			1,873			1,937
EBITDA	16,566			$	17,569		30,605			$	29,818
EBITDA MARGIN	18.2		%	19.8		%	17.0		%	16.9		%

Acquisition purchase accounting adjustments (a)	41			679			90			1,050

Restructuring costs	162			904			278			1,165
COVID-19 impact (b)	—			—			—			138
Start-up costs (c)	—			—			—			150
Foreign currency exchange (gain)/loss (d)	(794)			(3,380)			(856)			(3,934)
ADJUSTED EBITDA	$	15,975		$	15,772		$	30,117		$	28,387
ADJUSTED EBITDA MARGIN	17.6		%	17.8		%	16.8		%	16.1		%

(a) Acquisition purchase accounting adjustments include fair market value adjustments associated with inventory recorded as a component of costs of products sold.

(b) COVID-19 impact in 2022 is the net impact to the Company of costs incurred as a result of the COVID-19 pandemic, net of government subsidies received.

(d) Impact of foreign currency exchange rates on assets and liabilities.

Financial Metrics

We utilize several financial measures and metrics to evaluate performance and assess the future direction of our business. These key financial measures and metrics include net revenues, gross profit margin, end-of-period backlog, book-to-bill ratio, and inventory turnover.

Gross profit margin is computed as gross profit as a percentage of net revenues. Gross profit is generally net revenues less costs of products sold, but could also include certain other period costs. Gross profit margin is a function of net revenues, but also reflects our cost-cutting programs and our ability to contain fixed costs.

End-of-period backlog is one indicator of potential future sales. We include in our backlog only open orders that have been released by the customer for shipment in the next twelve months. If demand falls below customers’ forecasts, or if customers do not control their inventory effectively, they may cancel or reschedule the shipments that are included in our backlog, in many instances without the payment of any penalty. Therefore, backlog is not necessarily indicative of the results expected for future periods.

Another important indicator of demand in our industry is the book-to-bill ratio, which is the ratio of the amount of product ordered during a period compared with the amount of product shipped during that period. A book-to-bill ratio that is greater than one indicates that revenues may increase in future periods. Conversely, a book-to-bill ratio that is less than one is an indicator of lower demand and may foretell declining sales. The book-to-bill ratio is also impacted by the timing of orders, particularly from our project-based product lines.

We focus on inventory turnover as a measure of how well we manage our inventory. We define inventory turnover for a financial reporting period as our costs of products sold for the four fiscal quarters ending on the last day of the reporting period divided by our average inventory (computed using each quarter-end balance) for this same period. A higher level of inventory turnover reflects more efficient use of our capital.

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The quarter-to-quarter trends in these financial metrics can also be an important indicator of the likely direction of our business. The following tables show net revenues, gross profit margin, end-of-period backlog, book-to-bill ratio, and inventory turnover for our business as a whole and by segment during the five quarters beginning with the second quarter of 2022 through the second quarter of 2023. As part of our quarter-end review of backlog in connection with the preparation of our Form 10-Q for the fiscal quarter ended July 1, 2023, we discovered historical backlog inaccuracy relating to certain orders, which we have corrected. As a result of the correction of historical inaccuracy, we made a one-time adjustment of $3.6 million to prior periods end of period backlog of our consolidated and sensors segments data.


	2nd Quarter			3rd Quarter			4th Quarter			1st Quarter			2nd Quarter
(dollars in thousands)	2022			2022			2022			2023			2023
Net revenues	$	88,618		$	90,057		$	96,240		$	88,864		$	90,802

Gross profit margin	42.1		%	41.4		%	41.2		%	41.9		%	42.6		%

End-of-period backlog	$	167,800		$	168,100		$	151,400		$	146,800		$	139,700

Book-to-bill ratio	1.08			1.08			0.76			0.94			0.94

Inventory turnover	2.52			2.47			2.63			2.39			2.34


	2nd Quarter			3rd Quarter			4th Quarter			1st Quarter			2nd Quarter
(dollars in thousands)	2022			2022			2022			2023			2023
Sensors
Net revenues	$	40,280		$	37,879		$	36,312		$	36,726		$	36,266
Gross profit margin	44.3		%	40.5		%	37.6		%	41.2		%	40.1		%
End-of-period backlog	$	80,600		$	77,000		$	72,300		$	66,200		$	58,900
Book-to-bill ratio	1.17			0.99			0.76			0.82			0.84
Inventory turnover	3.20			3.04			2.91			2.62			2.55

Weighing Solutions
Net revenues	$	28,459		$	31,399		$	33,089		$	31,859		$	31,261
Gross profit margin	33.7		%	33.3		%	33.4		%	34.9		%	38.7		%
End-of-period backlog	$	43,000		$	43,000		$	38,300		$	35,400		$	34,300
Book-to-bill ratio	1.03			1.05			0.82			0.90			0.97
Inventory turnover	2.33			2.48			2.72			2.63			2.41

Measurement Systems
Net revenues	$	19,879		$	20,779		$	26,839		$	20,279		$	23,275
Gross profit margin	49.9		%	55.5		%	55.9		%	53.9		%	51.8		%
End-of-period backlog	$	44,200		$	48,100		$	40,800		$	45,200		$	46,500
Book-to-bill ratio	0.98			1.27			0.70			1.21			1.06
Inventory turnover	1.90			1.68			2.11			1.70			1.94

Net revenues for the second fiscal quarter of 2023 increased 2.2% from the first fiscal quarter of 2023 mainly due to increased revenues in the Measurement Systems reporting segment. Net revenues increased 2.5% from the second fiscal quarter of 2022 with increased volume, primarily from the Weighing Solutions and Measurement Systems reporting segments, partially offset by lower net revenues in the Sensors reporting segments.

Net revenues in the Sensors reporting segment decreased 1.3% compared to the first fiscal quarter of 2023 and decreased 10.0% from the second fiscal quarter of 2022. Sequentially, the decrease primarily reflected lower revenue of precision resistors and

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advanced sensors in the AMS markets partially offset by higher advanced sensors revenue in our Other markets (mainly for consumer applications). The year-over-year decrease in revenues was primarily attributable to lower sales of advanced sensors products primarily in our Other markets (mainly for consumer applications) and lower sales of precision resistors in the Test and Measurement market, partially offset by increases in precision resistor sales in the Avionics, Military and Space (AMS) market.

Net revenues in the Weighing Solutions reporting segment decreased 1.9% from the first fiscal quarter of 2023 and increased 9.8% from the second fiscal quarter of 2022. Sequentially, the decrease in revenues was attributable to lower sales in our Other markets for precision agriculture and construction applications, partially offset by an increase in revenues in the Industrial Weighing market. The year-over-year increase in revenues was mainly attributable to higher sales of load cells in our Other markets for precision agriculture, consumer, and construction applications.

Net revenues in the Measurement Systems reporting segment increased 14.8% from the first fiscal quarter of 2023 and increased 17.1% from the second fiscal quarter of 2022. Sequentially, the increase in revenue was primarily due to the higher revenue of products in the Steel market, partially offset by lower sales of Diversified Technical Systems Inc. ("DTS") products in the AMS market. The year-over-year increase was primarily attributable to increased revenue in the Steel market.

Overall gross profit margin in the second fiscal quarter of 2023 increased 0.7% as compared to the first fiscal quarter of 2023 and increased 0.5% from the second fiscal quarter of 2022.

Sequentially, the increase in the gross profit margin in the Weighing Solutions reporting segment was partially offset by a decrease in the gross profit margin in the Sensors and Measurement Systems reporting segments. In the Sensors reporting segment, the gross profit margins decreased sequentially due to lower volume, partially offset by favorable foreign currency exchange rates. In the Weighing Solutions reporting segment, the sequential increase in gross profit margins was primarily due to favorable product mix, increased selling prices and cost reduction programs. The sequential decrease in the gross profit margins in the Measurement Systems reporting segment was a result of higher volume with an unfavorable product mix.

Compared to the second fiscal quarter of 2022, the Weighing Solutions and Measurement Systems reporting segments had higher gross profit margins, while the Sensors reporting segment gross profit margin was lower.

The Sensors reporting segment had a lower gross profit margin due to lower volume and temporary labor inefficiencies, partially offset by favorable foreign currency exchange rates and cost reduction programs. The Weighing Solutions reporting segment increase in gross profit margin as compared to 2022 was primarily due to higher volume, selling price increases, lower freight costs, and cost reduction programs, partially offset by higher materials costs. In the Measurement Systems reporting segment, the gross profit margin was higher as compared to the second fiscal quarter of 2022 primarily due to higher volume and higher selling prices and lower purchase accounting adjustments, partially offset by unfavorable foreign exchange rates and higher wages and materials costs.

Optimize Core Competence

The Company’s core competencies include our innovative deep technical and applications-specific expertise to add value to our customers' products, our strong brands and customer relationships, our focus on operational excellence, our ability to select and develop our management teams, and our proven M&A strategy. We continue to optimize all aspects of our development, manufacturing and sales processes, including by increasing our technical sales efforts; continuing to innovate in product performance and design; and refining our manufacturing processes.

Our Sensors segment research group developed innovations that enhance the capability and performance of our strain gages, while simultaneously reducing their size and power consumption as part of our advanced sensors product line. We believe this unique foil technology will create new markets as customers “design in” these next generation products in existing and new applications. Our development engineering team is also responsible for creating new processes to further automate manufacturing, and improve productivity and quality. Our advanced sensors manufacturing technology also offers us the capability to produce high-quality foil strain gages in a highly automated environment, which we believe results in reduced manufacturing and lead times, improved quality and increased margins. As a sign of our commitment to these businesses, we signed a long-term lease for a state-of-the-art facility that has been constructed in Israel. We fully transitioned to this facility in the third quarter of fiscal 2021.

Our design, research, and product development teams, in partnership with our marketing teams, drive our efforts to bring innovations to market. We intend to leverage our insights into customer demand to continually develop and roll out new, innovative products within our existing lines and to modify our existing core products in ways that make them more appealing, addressing changing customer needs and industry trends in terms of form, fit, and function.

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We also seek to achieve significant production cost savings through the transfer, expansion, and construction of manufacturing operations in countries such as India, Japan, and Israel, where we can benefit from improved efficiencies or available tax and other government-sponsored incentives. In the past several years, we incurred restructuring expense related to closing and downsizing of facilities as part of the manufacturing transitions of our load cell products to facilities in India and China, which marked key milestones in our ongoing strategic initiatives to align and consolidate our manufacturing footprint.

Acquisition Strategy

We expect to continue to make strategic acquisitions where opportunities present themselves to grow and expand our segments. Historically, our growth and acquisition strategy had been largely focused on vertical product integration, using our foil strain gages in our load cell products, and incorporating those products into our weighing solutions. In recent years, we widened our acquisition strategy to include a broader set of precision measurement systems and product companies.

We expect to expand our expertise, and our acquisition focus, outside our traditional vertical approach to other precision measurement solutions, including in the fields of measurement of force, weight, pressure, torque, tilt, motion, and acceleration. We believe acquired businesses will benefit from improvements we implement to reduce redundant functions and from our current global manufacturing and distribution footprint.

Research and Development

Research and development will continue to play a key role in our efforts to introduce innovative products to generate new sales and to improve profitability. We expect to continue to expand our position as a leading supplier of precision foil technology products. We believe our R&D efforts should provide us with a variety of opportunities to leverage technology, products, and our manufacturing base in order to ultimately improve our financial performance.

Cost Management

To be successful, we believe we must seek new strategies for controlling operating costs. Through automation in our plants, we believe we can optimize our capital and labor resources in production, inventory management, quality control, and warehousing. We are in the process of moving some manufacturing to more cost effective locations. This may enable us to become more efficient and cost competitive, and also maintain tighter controls of the operation.

Production transfers, facility consolidations, and other long-term cost-cutting measures require us to initially incur significant severance and other exit costs. We are realizing the benefits of our restructuring through lower labor costs and other operating expenses, and expect to continue reaping these benefits in future periods. However, these programs to improve our profitability also involve certain risks which could materially impact our future operating results, as further detailed in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 1, 2023.

We are evaluating plans to further reduce our costs by consolidating additional manufacturing operations. These plans may require us to incur restructuring and severance costs in future periods. While streamlining and reducing fixed overhead, we are exercising caution so that we will not negatively impact our customer service or our ability to further develop products and processes.

Goodwill

We test the goodwill in each of our reporting units for impairment at least annually, as of the first day of our fourth quarter, and whenever events or changes in circumstances occur indicating that a possible impairment may have been incurred. Determining whether to test goodwill for impairment, and the application of goodwill impairment tests, require significant management judgment, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value of each reporting unit. Changes in these estimates could materially affect the determination of fair value for each reporting unit. A slowdown or deferral of orders for a business, with which we have goodwill associated, could impact our valuation of that goodwill.

Foreign Currency

We are exposed to foreign currency exchange rate risks, particularly due to transactions in currencies other than the functional currencies of certain subsidiaries. U.S. GAAP requires that entities identify the “functional currency” of each of their subsidiaries and measure all elements of the financial statements in that functional currency. A subsidiary’s functional currency is the currency of the primary economic environment in which it operates. In cases where a subsidiary is relatively self-contained within a particular country, the local currency is generally deemed to be the functional currency. However, a foreign subsidiary that is a direct and integral component or extension of the parent company’s operations generally would have the parent company’s currency as its functional currency. We have subsidiaries that fall into each of these categories.

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Foreign Subsidiaries which use the Local Currency as the Functional Currency

Our operations in Europe, Canada, and certain locations in Asia primarily generate and expend cash using local currencies, and accordingly, these subsidiaries utilize the local currency as their functional currency. For those subsidiaries where the local currency is the functional currency, assets and liabilities in the consolidated condensed balance sheets have been translated at the rate of exchange as of the balance sheet date. Translation adjustments do not impact the results of operations and are reported as a separate component of equity.

For those subsidiaries where the local currency is the functional currency, revenues and expenses are translated at the average exchange rate for the period. While the translation of revenues and expenses into U.S. dollars does not directly impact the consolidated condensed statement of operations, the translation effectively increases or decreases the U.S. dollar equivalent of revenues generated and expenses incurred in those foreign currencies.

Foreign Subsidiaries which use the U.S. Dollar as the Functional Currency

Our operations in Israel and certain locations in Asia primarily generate cash in U.S. dollars, and accordingly, these subsidiaries utilize the U.S. dollar as their functional currency. For those foreign subsidiaries where the U.S. dollar is the functional currency, all foreign currency financial statement amounts are remeasured into U.S. dollars. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in the results of operations. While these subsidiaries transact most business in U.S. dollars, they may have significant costs, particularly related to payroll, which are incurred in the local currency and significant lease assets and liabilities.

Effects of Foreign Currency Exchange Rate on Operations

For the fiscal quarter ended July 1, 2023, exchange rates decreased net revenues by $0.7 million, and decreased costs of products sold and selling, general, and administrative expenses by $2.4 million, when compared to the comparable prior year period.

For the six fiscal months ended July 1, 2023, exchange rates decreased net revenues by $3.1 million, and increased costs of products sold and selling, general, and administrative expenses by $6.0 million, when compared to the comparable prior year period.

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Results of Operations

Statement of operations’ captions as a percentage of net revenues and the effective tax rates were as follows:


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Costs of products sold	57.4	%	57.9	%	57.7	%	58.8	%
Gross profit	42.6	%	42.1	%	42.3	%	41.2	%
Selling, general, and administrative expenses	29.5	%	29.2	%	30.0	%	29.8	%
Operating income	13.0	%	11.9	%	12.1	%	10.7	%
Income before taxes	12.9	%	15.2	%	11.7	%	12.4	%
Net earnings	9.2	%	12.3	%	8.5	%	10.0	%
Net earnings attributable to VPG stockholders	9.1	%	12.1	%	8.5	%	9.7	%

Effective tax rate	28.8	%	19.2	%	26.8	%	19.8	%

Net Revenues

Net revenues were as follows (dollars in thousands):


	Fiscal quarter ended					Six fiscal months ended
	July 1, 2023			July 2, 2022		July 1, 2023			July 2, 2022
Net revenues	$	90,802		$	88,618	$	179,666		$	176,283
Change versus comparable prior year period	$	2,184				$	3,383
Percentage change versus prior year period	2.5		%			1.9		%

Changes in net revenues were attributable to the following:


	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	1.2	%	2.0	%
Change in average selling prices	2.1	%	1.6	%
Foreign currency effects	(0.8)	%	(1.7)	%


Net change	2.5	%	1.9	%

During the fiscal quarter and six fiscal months ended July 1, 2023, net revenues increased 2.5% and 1.9%, respectively, as compared to the comparable prior year periods, with increased volume, primarily from the Weighing Solutions and Measurement Systems reporting segments, partially offset by lower net revenues in the Sensors reporting segments.

Gross Profit Margin

Gross profit as a percentage of net revenues was as follows:


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Gross profit margin	42.6	%	42.1	%	42.3	%	41.2	%

The gross profit margin for the fiscal quarter and six fiscal months ended July 1, 2023 increased 0.5% and 1.1% as compared to the comparable prior year periods. For the fiscal quarter and six fiscal month periods, the Weighing Solutions and Measurement Systems reporting segments had higher gross profit margins, while the Sensors reporting segment gross profit margin was lower.

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Segments

Analysis of revenues and gross profit margins for each of our reportable segments is provided below.

Sensors

Net revenues of the Sensors segment were as follows (dollars in thousands):


	Fiscal quarter ended					Six fiscal months ended
	July 1, 2023			July 2, 2022		July 1, 2023			July 2, 2022
Net revenues	$	36,266		$	40,280	$	72,992		$	78,030
Change versus comparable prior year period	$	(4,014)				$	(5,038)
Percentage change versus prior year period	(10.0)		%			(6.5)		%

Changes in Sensors segment net revenues were attributable to the following:


	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	(10.4)	%	(5.6)	%
Change in average selling prices	1.0	%	1.0	%
Foreign currency effects	(0.6)	%	(1.9)	%


Net change	(10.0)	%	(6.5)	%

Net revenues decreased 10.0% and 6.5% for the fiscal quarter and six fiscal months ended July 1, 2023, respectively, as compared to the comparable prior year periods. The decrease in revenues was primarily attributable to lower sales of advanced sensors products primarily in our Other markets (mainly for consumer applications) and lower sales of precision resistors in the Test and Measurement market, partially offset by increases in precision resistor sales in the Avionics, Military and Space (AMS) market. Net revenues were also impacted by unfavorable foreign currency exchange rate impacts.

Gross profit as a percentage of net revenues for the Sensors segment was as follows:


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Gross profit margin	40.1	%	44.3	%	40.7	%	41.2	%

The gross profit margin decreased 4.2% and 0.5% for the fiscal quarter and six fiscal months ended July 1, 2023, respectively, when compared to the comparable prior year periods due to lower volume and temporary labor inefficiencies, partially offset by favorable foreign currency exchange rates and cost reduction programs.

Weighing Solutions

Net revenues of the Weighing Solutions segment were as follows (dollars in thousands):


	Fiscal quarter ended					Six fiscal months ended
	July 1, 2023			July 2, 2022		July 1, 2023			July 2, 2022
Net revenues	$	31,261		$	28,459	$	63,120		$	61,227
Change versus comparable prior year period	$	2,802				$	1,893
Percentage change versus prior year period	9.8		%			3.1		%

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Changes in Weighing Solutions segment net revenues were attributable to the following:


	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	6.2	%	1.9	%
Change in average selling prices	3.6	%	2.3	%
Foreign currency effects	0.0	%	(1.1)	%

Net change	9.8	%	3.1	%

Net revenues increased 9.8% for the fiscal quarter ended July 1, 2023, as compared to the comparable prior year period. The increase in revenues was mainly attributable to higher sales of load cells in our Other markets for precision agriculture, consumer, and construction applications.

Net revenues increased 3.1% for the six fiscal months ended July 1, 2023 as compared to the comparable prior year period. The increase in net revenues was primarily attributable to increased sales of load sales in our Other markets for precision agriculture and construction applications, partially offset by lower sales of our load cell products in our Industrial weighing market, as well as negative foreign currency exchange rate effects.

Gross profit as a percentage of net revenues for the Weighing Solutions segment was as follows:


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Gross profit margin	38.7	%	33.7	%	36.8	%	35.4	%

The gross profit margin for the fiscal quarter and six fiscal months ended July 1, 2023 increased 5.0% and 1.4%, respectively, as compared to the comparable prior year periods primarily due to higher volume, selling price increases, lower freight costs, and cost reduction programs, partially offset by higher materials costs.

Measurement Systems

Net revenues of the Measurement Systems segment were as follows (dollars in thousands):


	Fiscal quarter ended					Six fiscal months ended
	July 1, 2023			July 2, 2022		July 1, 2023			July 2, 2022
Net revenues	$	23,275		$	19,879	$	43,554		$	37,026
Change versus comparable prior year period	$	3,396				$	6,528
Percentage change versus prior year period	17.1		%			17.6		%

Changes in Measurement Systems segment net revenues were attributable to the following:


	vs. prior year quarter		vs. prior year- to-date
Change attributable to:
Change in volume	17.5	%	18.5	%
Change in average selling prices	1.7	%	1.8	%
Foreign currency effects	(2.1)	%	(2.7)	%


Net change	17.1	%	17.6	%

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Net revenues increased 17.1% for the fiscal quarter ended July 1, 2023 as compared to the comparable prior year period and increased 17.6% for the six fiscal months ended July 1, 2023 as compared to the comparable prior year period. The increase was primarily attributable to increased revenue in the Steel market.

Gross profit as a percentage of net revenues for the Measurement Systems segment were as follows:


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Gross profit margin	51.8	%	49.9	%	52.8	%	50.8	%

The gross profit margin for the fiscal quarter and six fiscal month ended July 1, 2023 increased by 1.9% and 2.0%, respectively, compared to the comparable prior year periods primarily due to higher volume and higher selling prices and lower purchase accounting adjustments, partially offset by unfavorable foreign exchange rates and higher wages and materials costs.

Selling, General, and Administrative Expenses

Selling, general, and administrative (“SG&A”) expenses are summarized as follows (dollars in thousands):


	Fiscal quarter ended						Six fiscal months ended
	July 1, 2023			July 2, 2022			July 1, 2023			July 2, 2022
Total SG&A expenses	$	26,755		$	25,879		$	53,914		$	52,553

As a percentage of net revenues	29.5		%	29.2		%	30.0		%	29.8		%

SG&A expenses for the fiscal quarter and six fiscal months ended July 1, 2023 increased $0.9 million and $1.4 million, respectively, compared to the comparable prior year periods due to increases in wages, travel costs, commissions and other fees, partially offset by favorable foreign currency exchange rate impacts.

Restructuring Costs

The Company recorded $0.2 million and $0.9 million of restructuring costs during the fiscal quarter ended July 1, 2023 and July 2, 2022, respectively, and $0.3 million and $1.2 million of restructuring costs during the six fiscal months ended July 1, 2023 and July 2, 2022, respectively. Restructuring costs were comprised primarily of employee termination costs, including severance and statutory retirement allowances, in connection with various cost reduction programs.

Other Income (Expense)

Interest expense for the fiscal quarter and six fiscal months ended July 1, 2023 was higher when compared with the comparable prior year periods mainly due to higher borrowing rates in 2023.

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The following table analyzes the components of the line “Other” on the consolidated condensed statements of operations (in thousands):


	Fiscal quarter ended
	July 1, 2023		July 2, 2022		Change
Foreign currency exchange gain	$	793	$	3,380	$	(2,587)

Interest income	356		80		276
Pension expense	(71)		(104)		33
Other	(59)		(12)		(47)
	$	1,019	$	3,344	$	(2,325)



	Six fiscal months ended
	July 1, 2023		July 2, 2022		Change
Foreign currency exchange gain	$	855	$	3,934	$	(3,079)
Interest income	722		144		578
Pension expense	(145)		(180)		35
Other	(138)		(115)		(23)
	$	1,294	$	3,783	$	(2,489)

Included in Other for the fiscal quarter and six fiscal months ended July 2, 2022 was a $0.2 million loss on the liquidation of two of the Company's European subsidiaries.

Income Taxes

VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate for the fiscal quarter ended July 1, 2023 was 28.8% compared to 19.2% for the fiscal quarter ended July 2, 2022. The effective tax rate for the fiscal quarter ended July 1, 2023 was higher than the prior year period primarily due to changes in the mix of worldwide income and an increase in our valuation allowance on deferred tax assets. The effective tax rate for the six fiscal months ended July 1, 2023 was 26.8% compared to 19.8% for the six fiscal months ended July 2, 2022. The effective tax rate for the six fiscal months ended July 1, 2023 was higher than the prior year period primarily due to changes in the mix of worldwide income and an increase in our valuation allowance on deferred tax assets.

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Financial Condition, Liquidity, and Capital Resources

We believe that our current cash and cash equivalents, credit facilities and projected cash from operations will be sufficient to meet our liquidity needs for at least the next 12 months.

On March 20, 2020, the Company entered into a Third Amended and Restated Credit Agreement (the “2020 Credit Agreement”) among the Company, the lenders named therein, Citizens Bank, National Association and Wells Fargo Bank, National Association as joint lead arrangers and JPMorgan Chase Bank, National Association as agent for such lenders (the “Agent”), pursuant to which the terms of the Company’s multi-currency, secured credit facility were revised to provide a secured revolving facility (the “2020 Revolving Facility”) in an aggregate principal amount of $75.0 million, with a sublimit of $10.0 million which can be used for letters of credit for the account of the Company or its subsidiaries that are parties to the Credit Agreement. The proceeds of the 2020 Revolving Facility may be used on an ongoing basis for working capital and general corporate purposes. The aggregate principal amount of the 2020 Revolving Facility may be increased by a maximum of $25.0 million upon the request of the Company, subject to the terms of the 2020 Credit Agreement. The 2020 Credit Agreement terminates on March 20, 2025.

On May 5, 2023, the Company entered into Amendment No. 1 to Third Amended and Restated Credit Agreement (the “Credit Agreement Amendment”), by and among the Company, the lenders named therein, Citizens Bank, National Association and Wells Fargo Bank, National Association as joint lead arrangers and the Agent, as agent for such lenders. The Credit Agreement Amendment amended the 2020 Credit Agreement. The primary purpose of the changes made in the Credit Agreement Amendment were to update the interest rate provisions to replace LIBOR with SOFR for U.S. dollar denominated loans as well as update the other applicable reference borrowing rates for foreign currency loans which took effect on June 15, 2023. Interest payable on amounts borrowed under the 2020 Revolving Facility is based upon the following: (a) for revolving credit loans denominated in US Dollars, the SOFR rate plus applicable credit spread; and (b) for revolving credit loans denominated in foreign currencies, at other applicable local reference rates plus an interest margin. Depending upon the Company’s leverage ratio, an interest rate margin ranging from 1.50% to 2.75% per annum is added to the applicable SOFR rate to determine the interest payable on the SOFR loans. The Company is required to pay a quarterly fee of 0.25% per annum to 0.40% per annum on the unused portion of the 2020 Revolving Facility, which is determined based on the Company’s leverage ratio each quarter. Additional customary fees apply with respect to letters of credit.

The obligations of the Company under the 2020 Credit Agreement are secured by pledges of stock in certain domestic and foreign subsidiaries, as well as guarantees by substantially all of the Company’s domestic subsidiaries. The obligations of the Company and the guarantors under the 2020 Credit Agreement are secured by substantially all the assets (excluding real estate) of the Company and such guarantors. The 2020 Credit Agreement restricts the Company from paying cash dividends and requires the Company to comply with other customary covenants, representations, and warranties, including the maintenance of specific financial ratios. The financial maintenance covenants include an interest coverage ratio and a leverage ratio. The Company was in compliance with its financial maintenance covenants at July 1, 2023. If the Company is not in compliance with any of these covenant restrictions, the credit facility could be terminated by the lenders, and all amounts outstanding pursuant to the credit facility could become immediately payable.

Our business has historically generated significant cash flow. For the six fiscal months ended July 1, 2023, cash provided by operating activities was $18.2 million compared to $8.8 million in the comparable prior year period. Our net cash used in investing activities for the six fiscal months ended July 1, 2023 was lower compared to the prior year period mainly due to lower capital spending. Our net cash used in financing activities for the six fiscal months ended July 1, 2023 was slightly higher when compared with the prior year period due to the stock repurchases made during the period.

Approximately 91% and 83% of our cash and cash equivalents balance at July 1, 2023 and December 31, 2022, respectively, was held by our non-U.S. subsidiaries.

See the following table for the percentage of cash and cash equivalents, by region, at July 1, 2023 and December 31, 2022:

-35-


	July 1, 2023		December 31, 2022
Israel	37	%	28	%
Asia	21	%	27	%
Europe	17	%	13	%
United States	9	%	17	%
United Kingdom	10	%	10	%
Canada	6	%	5	%
	100	%	100	%

We earn a significant amount of our operating income outside the United States, the majority of which is deemed to be indefinitely reinvested in foreign jurisdictions. As a result, as discussed above, a significant portion of our cash and short-term investments are held by foreign subsidiaries. The Company will continue to evaluate its cash needs, however we currently do not intend, nor do we foresee a need, to repatriate funds in excess of what is already planned. The Company will evaluate the possibility of repatriating future cash provided such repatriation can be accomplished in a tax efficient manner. In addition, we expect existing domestic cash, short-term investments, and cash flows from operations to continue to be sufficient to fund our domestic operating activities and cash commitments for investing and financing activities, such as debt repayment and capital expenditures, for at least the next 12 months and thereafter for the foreseeable future.

If we should require more capital in the United States than is generated by our domestic operations, for example, to fund significant discretionary activities, such as business acquisitions, we could elect to repatriate future earnings from foreign jurisdictions or raise capital in the United States through debt or equity issuances. These alternatives could result in higher tax expense, increased interest expense, or dilution of our earnings. We consider the majority of the undistributed earnings of our foreign subsidiaries, as of July 1, 2023, to be indefinitely reinvested.

Adjusted free cash flow generated during the six fiscal months ended July 1, 2023, was $11.4 million. We refer to the amount of cash provided by operating activities ($18.2 million) in excess of our capital expenditures ($6.9 million) and net of proceeds from the sale of assets ($0.1 million) as “adjusted free cash flow.”

The following table summarizes the components of net cash at July 1, 2023 and December 31, 2022 (in thousands):


	July 1, 2023		December 31, 2022
Cash and cash equivalents	$	98,521	$	88,562

Third-party debt, including current and long-term:
Revolving debt	61,000		61,000
Deferred financing costs	(201)		(201)
Total third-party debt	60,799		60,799
Net cash	$	37,722	$	27,763

Measurements such as “adjusted free cash flow” and “net cash" do not have uniform definitions and are not recognized in accordance with U.S. GAAP. Such measures should not be viewed as alternatives to GAAP measures of performance or liquidity. However, management believes that “adjusted free cash flow” is a meaningful measure of our ability to fund acquisitions, and that an analysis of “net cash” assists investors in understanding aspects of our cash and debt management. These measures, as calculated by us, may not be comparable to similarly titled measures used by other companies.

Our financial condition as of July 1, 2023 remains strong, with a current ratio (current assets to current liabilities) of 4.3 to 1.0, as compared to a ratio of 3.9 to 1.0 at December 31, 2022.

Cash paid for property and equipment for the six fiscal months ended July 1, 2023 was $6.9 million compared to $8.8 million in the comparable prior year period.

As of July 1, 2023 and December 31, 2022, we did not have any off-balance sheet arrangements.

-36-

Safe Harbor Statement

From time to time, information provided by us, including, but not limited to, statements in this report, or other statements made by or on our behalf, may contain or constitute "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of risks, uncertainties, and contingencies, many of which are beyond our control, which may cause actual results, performance, or achievements to differ materially from those anticipated.

Such statements are based on current expectations only, and are subject to certain risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, expected, estimated, or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions; impact of inflation; potential issues respecting the United States federal government debt ceiling; global labor and supply chain challenges; difficulties or delays in identifying, negotiating and completing acquisitions and integrating acquired companies; the inability to realize anticipated synergies and expansion possibilities; difficulties in new product development; changes in competition and technology in the markets that we serve and the mix of our products required to address these changes; changes in foreign currency exchange rates; political, economic, health (including the COVID-19 pandemic) and military instability in the countries in which we operate; difficulties in implementing our cost reduction strategies, such as underutilization of production facilities, labor unrest or legal challenges to our lay-off or termination plans, operation of redundant facilities due to difficulties in transferring production to achieve efficiencies; compliance issues under applicable laws, such as export control laws, including the outcome of our voluntary self-disclosure of export control non-compliance; significant developments from the recent and potential changes in tariffs and trade regulation; our efforts and efforts by governmental authorities to mitigate the COVID-19 pandemic, such as travel bans, shelter-in-place orders and business closures and the related impact on resource allocations, manufacturing and supply chains; our status as a “critical”, “essential” or “life-sustaining” business in light of COVID-19 business closure laws, orders and guidance being challenged by a governmental body or other applicable authority; our ability to execute our new corporate strategy and business continuity, operational and budget plans; and other factors affecting our operations, markets, products, services, and prices that are set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. We caution you not to place undue reliance on forward-looking statements, which speak only as of the date of this report or as of the dates otherwise indicated in such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

-37-

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in the market risks previously disclosed in Part II, Item 7A “Quantitative and Qualitative Disclosures About Market Risk” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 1, 2023.

Item 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

An evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report to ensure that information required to be disclosed in reports that we file or submit under the Exchange Act are: (1) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms; and (2) accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Our management, including our CEO and CFO, believes that any disclosure controls and procedures or internal controls and procedures, 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 consider the benefits of controls relative to their costs. Inherent limitations within a control system include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. While the design of any system of controls is to provide reasonable assurance of the effectiveness of disclosure controls, such design is also based in part upon certain assumptions about the likelihood of future events, and such assumptions, while reasonable, may not take into account all potential future conditions. Accordingly, because of the inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and may not be prevented or detected.

Changes in Internal Control over Financial Reporting

During our last fiscal quarter ended July 1, 2023, there was no change in our internal control over financial reporting that materially affected, or is reasonable likely to materially affect, internal control over financial reporting.

-38-

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

The Company is subject to various legal proceedings that constitute ordinary, routine litigation incidental to its business. The Company believes that the foregoing matters will not have a material adverse effect on the Company’s business or its financial condition, results of operations, and cash flows.

Item 1A. RISK FACTORS

In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 1, 2023. There have been no material changes in reported risk factors from the information reported in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides information about repurchases of the Company's common stock during the three-month period ended July 1, 2023.


	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares that May Yet Be Purchased Under the Plans (a)
April 2, 2023 -May 2, 2023	—	—		—	514,787
May 3, 2023 - June 3, 2023	10,235	$	34.02	10,235	504,552
June 3, 2023- July 1, 2023	2,077	34.7951		2,077	502,475
Total	12,312			12,312	502,475
(a) On August 8, 2022, the Board of Directors (the “Board”) of the Company authorized the repurchase of up to 600,000 shares of the Company’s outstanding common stock (the “Stock Repurchase Plan”). The Stock Repurchase Plan will expire on August 11, 2023, and the Board authorized purchases thereunder to be made through an issuer repurchase plan adopted under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), open market purchases or private transactions, in accordance with the applicable federal securities laws, including Rule 10b-18 under the Exchange Act. As of July 1, 2023, the Company had repurchased 97,525 shares under the Stock Repurchase Plan. On August 8, 2023, the Company announced that its Board of Directors extended the term of the previously approved stock repurchase plan to August 9, 2024.

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. MINE SAFETY DISCLOSURES

Not applicable.

Item 5. OTHER INFORMATION

During the fiscal quarter ended July 1, 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).

-39-

Item 6. EXHIBITS


31.1						Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Ziv Shoshani, Chief Executive Officer.
31.2						Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – William M. Clancy, Chief Financial Officer.
32.1						Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Ziv Shoshani, Chief Executive Officer.
32.2						Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – William M. Clancy, Chief Financial Officer.
101						Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended July 1, 2023, furnished in XBRL (eXtensible Business Reporting Language).

-40-

SIGNATURES

Pursuant to the requirements 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.


			VISHAY PRECISION GROUP, INC.

			/s/ William M. Clancy
			William M. Clancy
			Executive Vice President and Chief Financial Officer
			(as a duly authorized officer and principal financial and accounting officer)

Date: August 8, 2023

-41-

Exhibit 31.1

CERTIFICATIONS

I, Ziv Shoshani, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Vishay Precision Group, Inc.;

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(s) 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;

(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 statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions 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 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(s) 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 the registrant's board of directors (or persons performing the equivalent functions):

(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: August 8, 2023

/s/ Ziv Shoshani
Ziv Shoshani
Chief Executive Officer

Exhibit 31.2

CERTIFICATIONS

I, William M. Clancy, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Vishay Precision Group, Inc.;

(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: August 8, 2023

/s/ William M. Clancy
William M. Clancy
Chief Financial Officer

Exhibit 32.1

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 Vishay Precision Group, Inc. (the “Company”) on Form 10-Q for the fiscal quarter ended July 1, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Ziv Shoshani, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 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.


/s/ Ziv Shoshani
Ziv Shoshani
Chief Executive Officer
August 8, 2023

Exhibit 32.2

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 Vishay Precision Group, Inc. (the “Company”) on Form 10-Q for the fiscal quarter ended July 1, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, William M. Clancy, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 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.


/s/ William M. Clancy
William M. Clancy
Chief Financial Officer
August 8, 2023

Cover - shares	6 Months Ended
Cover - shares	Jul. 01, 2023	Aug. 08, 2023
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jul. 01, 2023
Document Transition Report	false
Entity File Number	1-34679
Entity Registrant Name	VISHAY PRECISION GROUP, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-0986328
Entity Address, Address Line One	3 Great Valley Parkway, Suite 150
Entity Address, City or Town	Malvern
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19355
City Area Code	484
Local Phone Number	321-5300
Title of 12(b) Security	Common stock, $0.10 par value
Trading Symbol	VPG
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001487952
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common Stock
Entity Common Stock, Shares Outstanding		12,581,252
Class B Convertible Common Stock
Entity Common Stock, Shares Outstanding		1,022,887

Consolidated Condensed Balance Sheets - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 98,521	$ 88,562
Accounts receivable, net	60,548	60,068
Inventories:
Raw materials	33,737	31,852
Work in process	30,068	26,401
Finished goods	25,613	26,407
Inventories, net	89,418	84,660
Prepaid expenses and other current assets	15,904	18,516
Total current assets	264,391	251,806
Property and equipment:
Land	4,139	4,117
Buildings and improvements	71,459	71,613
Machinery and equipment	125,593	125,301
Software	8,933	9,539
Construction in progress	10,662	10,075
Accumulated depreciation	(133,658)	(133,518)
Property and equipment, net	87,128	87,127
Goodwill	45,703	45,544
Intangible assets, net	46,476	48,217
Operating lease right of use asset	23,663	24,342
Other assets	19,616	19,706
Total assets	486,977	476,742
Current liabilities:
Trade accounts payable	12,411	13,792
Payroll and related expenses	19,355	21,966
Other accrued expenses	22,660	20,306
Income taxes	2,740	4,064
Current portion of operating lease liabilities	4,072	4,208
Total current liabilities	61,238	64,336
Long-term debt, less current portion	60,799	60,799
Deferred income taxes	4,060	4,212
Operating lease liabilities	18,987	20,043
Other liabilities	13,200	13,053
Accrued pension and other postretirement costs	7,028	7,777
Total liabilities	165,312	170,220
Equity:
Treasury stock	(11,924)	(11,504)
Capital in excess of par value	201,611	201,164
Retained earnings	171,559	156,359
Accumulated other comprehensive loss	(41,076)	(40,900)
Total Vishay Precision Group, Inc. stockholders' equity	321,603	306,547
Noncontrolling interests	62	(25)
Total equity	321,665	306,522
Total liabilities and equity	486,977	476,742
Common Stock
Equity:
Common stock	1,330	1,325
Class B Convertible Common Stock
Equity:
Common stock	$ 103	$ 103

Consolidated Condensed Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Income Statement [Abstract]
Net revenues	$ 90,802	$ 88,618	$ 179,666	$ 176,283
Costs of products sold	52,090	51,284	103,755	103,699
Gross profit	38,712	37,334	75,911	72,584
Selling, general, and administrative expenses	26,755	25,879	53,914	52,553
Restructuring costs	162	904	278	1,165
Operating income	11,795	10,551	21,719	18,866
Other income (expense):
Interest expense	(1,079)	(428)	(2,076)	(757)
Other	1,019	3,344	1,294	3,783
Other income (expense)	(60)	2,916	(782)	3,026
Income before taxes	11,735	13,467	20,937	21,892
Income tax expense	3,384	2,587	5,604	4,328
Net earnings	8,351	10,880	15,333	17,564
Less: net earnings attributable to noncontrolling interests	115	125	133	453
Net earnings attributable to VPG stockholders	$ 8,236	$ 10,755	$ 15,200	$ 17,111
Basic earnings per share attributable to VPG stockholders (dollars per share)	$ 0.61	$ 0.79	$ 1.12	$ 1.25
Diluted earnings per share attributable to VPG stockholders (dollars per share)	$ 0.60	$ 0.79	$ 1.11	$ 1.25
Weighted average shares outstanding - basic (in shares)	13,601	13,648	13,593	13,643
Weighted average shares outstanding - diluted (in shares)	13,670	13,692	13,661	13,684

Consolidated Condensed Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Statement of Comprehensive Income [Abstract]
Net earnings	$ 8,351	$ 10,880	$ 15,333	$ 17,564
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment	(1,680)	(7,943)	(178)	(9,735)
Pension and other postretirement actuarial items	(1)	81	2	162
Other comprehensive loss	(1,681)	(7,862)	(176)	(9,573)
Comprehensive income	6,670	3,018	15,157	7,991
Less: comprehensive income attributable to noncontrolling interests	115	125	133	453
Comprehensive income attributable to VPG stockholders	$ 6,555	$ 2,893	$ 15,024	$ 7,538

Consolidated Condensed Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022
Operating activities
Net earnings	$ 15,333	$ 17,564
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	7,725	7,622
Gain on sale of property and equipment	28	(178)
Reclassification of foreign currency translation adjustment related to disposal of subsidiary	0	191
Share-based compensation expense	1,229	1,024
Inventory write-offs for obsolescence	1,049	866
Deferred income taxes	507	1,116
Foreign currency impacts and other items	(1,557)	(2,740)
Net changes in operating assets and liabilities:
Accounts receivable	(956)	(3,434)
Inventories	(5,697)	(10,739)
Prepaid expenses and other current assets	2,726	254
Trade accounts payable	(684)	14
Other current liabilities	(593)	(2,059)
Other non current assets and liabilities, net	(292)	(403)
Accrued pension and other postretirement costs, net	(606)	(342)
Net cash provided by operating activities	18,212	8,756
Investing activities
Capital expenditures	(6,874)	(8,815)
Proceeds from sale of property and equipment	12	380
Net cash used in investing activities	(6,862)	(8,435)
Financing activities
Purchase of treasury stock	(420)	0
Distributions to noncontrolling interests	(46)	(284)
Payments of employee taxes on certain share-based arrangements	(825)	(435)
Net cash used in financing activities	(1,291)	(719)
Effect of exchange rate changes on cash and cash equivalents	(100)	(4,508)
Increase (decrease) in cash and cash equivalents	9,959	(4,906)
Cash and cash equivalents at beginning of period	88,562	84,335
Cash and cash equivalents at end of period	98,521	79,429
Supplemental disclosure of investing transactions:
Capital expenditures accrued but not yet paid	$ 1,118	$ 2,684

Consolidated Condensed Statements of Equity - USD ($) $ in Thousands	Total	Total VPG, Inc. Stockholders' Equity	Common Stock	Class B Convertible Common Stock	Treasury Stock	Capital in Excess of Par Value	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests
Balance, beginning at Dec. 31, 2021	$ 277,042	$ 277,099	$ 1,322	$ 103	$ (8,765)	$ 199,151	$ 120,296	$ (35,008)	$ (57)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	17,564	17,111					17,111		453
Other comprehensive income (loss)	(9,573)	(9,573)						(9,573)
Share-based compensation expense	1,024	1,024				1,024
Restricted stock issuances	(423)	(423)	3			(426)
Distributions to noncontrolling interests	(284)								(284)
Balance, ending at Jul. 02, 2022	285,350	285,238	1,325	103	(8,765)	199,749	137,407	(44,581)	112
Balance, beginning at Apr. 02, 2022	281,843	281,818	1,324	103	(8,765)	199,223	126,652	(36,719)	25
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	10,880	10,755					10,755		125
Other comprehensive income (loss)	(7,862)	(7,862)						(7,862)
Share-based compensation expense	527	527				527
Restricted stock issuances	0	0	1			(1)
Distributions to noncontrolling interests	(38)								(38)
Balance, ending at Jul. 02, 2022	285,350	285,238	1,325	103	(8,765)	199,749	137,407	(44,581)	112
Balance, beginning at Dec. 31, 2022	306,522	306,547	1,325	103	(11,504)	201,164	156,359	(40,900)	(25)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	15,333	15,200					15,200		133
Other comprehensive income (loss)	(176)	(176)						(176)
Share-based compensation expense	1,229	1,229				1,229
Restricted stock issuances	(777)	(777)	5			(782)
Purchase of treasury stock	(420)	(420)			(420)
Distributions to noncontrolling interests	(46)								(46)
Balance, ending at Jul. 01, 2023	321,665	321,603	1,330	103	(11,924)	201,611	171,559	(41,076)	62
Balance, beginning at Apr. 01, 2023	314,893	314,920	1,328	103	(11,504)	201,065	163,323	(39,395)	(27)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	8,351	8,236					8,236		115
Other comprehensive income (loss)	(1,681)	(1,681)						(1,681)
Share-based compensation expense	548	548				548
Restricted stock issuances	0	0	2			(2)
Purchase of treasury stock	(420)	(420)			(420)
Distributions to noncontrolling interests	(26)								(26)
Balance, ending at Jul. 01, 2023	$ 321,665	$ 321,603	$ 1,330	$ 103	$ (11,924)	$ 201,611	$ 171,559	$ (41,076)	$ 62

Consolidated Condensed Statements of Equity (Parenthetical) - shares	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Common Stock
Restricted stock issuance (shares)	17,386	10,531	47,189	28,368
Treasury Stock
Purchase of treasury stock (shares)	12,312		12,312

Basis of Presentation

6 Months Ended

Jul. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Background

Interim Financial Statements


	2023	2022
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Reclassifications

Certain prior year amounts have been reclassified to conform to the current financial statement presentation.

Revenues

6 Months Ended

Jul. 01, 2023

Revenue from Contract with Customer [Abstract]

Revenues

Revenue Recognition

The following table disaggregates net revenue by geographic region from contracts with customers based on net revenues generated by subsidiaries within that geographic location (in thousands):


	Fiscal quarter ended July 1, 2023								Fiscal quarter ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	14,555	$	13,228	$	12,872	$	40,655	$	13,469	$	12,463	$	11,308	$	37,240
United Kingdom	911		3,724		75		4,710		933		3,859		161		4,953
Other Europe	7,951		10,350		1,236		19,537		8,024		8,820		1,117		17,961
Israel	4,131		50		—		4,181		8,050		110		—		8,160
Asia	8,718		3,909		1,494		14,121		9,804		3,207		811		13,822
Canada	—		—		7,598		7,598		—		—		6,482		6,482
Total	$	36,266	$	31,261	$	23,275	$	90,802	$	40,280	$	28,459	$	19,879	$	88,618


	Six Fiscal Months Ended July 1, 2023								Six Fiscal Months Ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	27,229	$	28,107	$	23,533	$	78,869	$	26,475	$	26,541	$	21,773	$	74,789
United Kingdom	1,726		7,833		171		9,730		1,810		8,193		459		10,462
Other Europe	17,958		20,067		4,406		42,431		15,816		19,351		2,999		38,166
Israel	8,094		126		—		8,220		15,381		300		—		15,681
Asia	17,985		6,987		3,547		28,519		18,548		6,842		1,821		27,211
Canada	—		—		11,897		11,897		—		—		9,974		9,974
Total	$	72,992	$	63,120	$	43,554	$	179,666	$	78,030	$	61,227	$	37,026	$	176,283

The following table disaggregates net revenue from contracts with customers by market sector (in thousands).


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Test & Measurement	$	18,705	$	21,483	$	37,369	$	39,456
Avionics, Military & Space	8,284		6,878		19,991		15,040
Transportation	13,031		13,195		25,503		27,149
Other Markets	18,417		18,035		37,722		39,185
Industrial Weighing	12,027		12,944		23,053		26,153
General Industrial	5,417		5,325		10,215		11,191
Steel	14,921		10,758		25,813		18,109

Total	$	90,802	$	88,618	$	179,666	$	176,283

Contract Assets & Liabilities

The outstanding contract assets and liability accounts were as follows (in thousands):


	Contract Asset		Contract Liability
	Unbilled Revenue		Accrued Customer Advances
Balance at December 31, 2022	$	3,990	$	7,983
Balance at July 1, 2023	4,170		8,633
Increase	$	180	$	650

The amount of revenue recognized during the six fiscal months ended July 1, 2023 that was included in the contract liability balance at December 31, 2022 was $6.2 million

Goodwill

6 Months Ended

Jul. 01, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The change in the carrying amount of goodwill by segment is as follows (in thousands):


	Total		Measurement Systems						Weighing Solutions
			KELK Acquisition		DSI Acquisition		DTS Acquisition		Stress-Tek Acquisition
Balance at December 31, 2022	$	45,544	$	6,313	$	16,887	$	16,033	$	6,311


Foreign currency translation adjustment	159		151		8		—		—
Balance at July 1, 2023	$	45,703	$	6,464	$	16,895	$	16,033	$	6,311

Leases

6 Months Ended

Jul. 01, 2023

Leases [Abstract]

Leases

The Company primarily leases office and manufacturing facilities in addition to vehicles, which have remaining terms of less than one year to thirteen years. The Company has no finance leases.

Leases recorded on the balance sheet consist of the following (in thousands):


Leases	July 1, 2023		December 31, 2022
Assets
Operating lease right of use asset	$	23,663	$	24,342

Liabilities
Operating lease - current	$	4,072	$	4,208
Operating lease - non-current	$	18,987	$	20,043

Other information related to lease term and discount rate is as follows:


	July 1, 2023
Operating leases weighted average remaining lease term (in years)	7.24 years
Operating leases weighted average discount rate	3.39	%

The components of lease expense are as follows (in thousands):


	Fiscal quarter ended				Six Fiscal Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Operating lease cost	$	1,247	$	1,299	$	2,491	$	2,609
Short-term lease cost	45		17		91		42
Sublease income	(98)		(105)		(198)		(217)
Total net lease cost	$	1,194	$	1,211	$	2,384	$	2,434

Undiscounted maturities of operating lease payments as of July 1, 2023 are summarized as follows (in thousands):


2023 (excluding the six months ended July 1, 2023)	$	2,370
2024	4,228
2025	3,843
2026	3,217
2027	3,010
Thereafter	9,158
Total future minimum lease payments	$	25,826
Less: amount representing interest	(2,767)
Present value of future minimum lease payments	$	23,059

Income Taxes	6 Months Ended
Income Taxes	Jul. 01, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes VPG calculates the tax provision for interim periods using an estimated annual effective tax rate methodology based on projected full-year pre-tax earnings among the taxing jurisdictions in which we operate with adjustments for discrete items. The effective tax rate was 28.8% and 19.2% for the fiscal quarter ended July 1, 2023, and July 2, 2022, respectively. The effective tax rate for the fiscal quarter ended July 1, 2023 differs from the federal statutory rate of 21% due to foreign income taxed at different tax rates and changes in our valuation allowance on deferred tax assets. The effective tax rate for the fiscal quarter ended July 2, 2022 differs from the federal statutory rate of 21% due to foreign income taxed at different tax rates and changes in our valuation allowance on deferred tax assets. The Company and its subsidiaries are subject to income taxes imposed by the U.S., various states, and the foreign jurisdictions in which we operate. Each jurisdiction establishes rules that set forth the years which are subject to examination by its tax authorities. While the Company believes the tax positions taken on its tax returns for each jurisdiction are supportable, they may still be challenged by the jurisdiction's tax authorities. In anticipation of such challenges, the Company has established reserves for tax-related uncertainties. These liabilities are based on the Company’s best estimate of the potential tax exposures in each respective jurisdiction. It may take a number of years for a final tax liability in a jurisdiction to be determined, particularly in the event of an audit. If an uncertain matter is determined favorably, there could be a reduction in the Company’s tax expense. An unfavorable determination could increase tax expense and could require a cash payment, including interest and penalties.

Long-Term Debt

6 Months Ended

Jul. 01, 2023

Debt Disclosure [Abstract]

Long-Term Debt

Long-term debt consists of the following (in thousands):


	July 1, 2023		December 31, 2022
2020 Credit Agreement - Revolving Facility	$	61,000	$	61,000






Deferred financing costs	(201)		(201)
Total long-term debt	$	60,799	$	60,799

Accumulated Other Comprehensive Income (Loss)

6 Months Ended

Jul. 01, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2023	$	(41,489)	$	589	$	(40,900)
Other comprehensive income before reclassifications	(178)		—		(178)
Amounts reclassified from accumulated other comprehensive income	—		2		2
Balance at July 1, 2023	$	(41,667)	$	591	$	(41,076)


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2022	$	(30,276)	$	(4,732)	$	(35,008)
Other comprehensive loss before reclassifications	(9,926)		—		(9,926)
Amounts reclassified from accumulated other comprehensive income	191		162		353
Balance at July 2, 2022	$	(40,011)	$	(4,570)	$	(44,581)

Pensions and Other Postretirement Benefits

6 Months Ended

Jul. 01, 2023

Retirement Benefits [Abstract]

Pension and Other Postretirement Benefits

Pension and Other Postretirement BenefitsEmployees of VPG participate in various defined benefit pension and other postretirement benefit ("OPEB") plans. The following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):


	Fiscal quarter ended July 1, 2023				Fiscal quarter ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	68	$	4	$	81	$	7
Interest cost	192		28		120		17
Expected return on plan assets	(214)				(119)		—
Amortization of actuarial losses (gains)	7		(6)		72		1
Net periodic benefit cost	$	53	$	26	$	154	$	25


	Six Fiscal Months Ended July 1, 2023				Six Fiscal Months Ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	137	$	8	$	165	$	14
Interest cost	$	382	$	56	$	243	$	34
Expected return on plan assets	$	(426)	$	—	$	(242)	$	—
Amortization of actuarial losses (gains)	$	15	$	(12)	$	146	$	2
Net periodic benefit cost	$	108	$	52	$	312	$	50

Share-Based Compensation

6 Months Ended

Jul. 01, 2023

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Share-based compensation expense	$	548	$	527	$	1,229	$	1,024

Segment Information

6 Months Ended

Jul. 01, 2023

Segment Reporting [Abstract]

Segment Information

The following table sets forth reporting segment information (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Net revenues:
Sensors	$	36,266	$	40,280	$	72,992	$	78,030
Weighing Solutions	31,261		28,459		63,120		61,227
Measurement Systems	23,275		19,879		43,554		37,026
Total	$	90,802	$	88,618	$	179,666	$	176,283

Gross profit:
Sensors	$	14,549	$	17,831	$	29,693	$	32,117
Weighing Solutions	12,107		9,585		23,236		21,664
Measurement Systems	12,056		9,918		22,982		18,803
Total	$	38,712	$	37,334	$	75,911	$	72,584

Reconciliation of segment operating income to consolidated results:
Sensors	$	9,567	$	13,060	$	19,500	$	22,018
Weighing Solutions	6,161		4,177		11,501		10,391
Measurement Systems	4,769		3,263		8,641		5,474
Unallocated G&A expenses	(8,540)		(9,045)		(17,645)		(17,852)



Restructuring costs	(162)		(904)		(278)		(1,165)
Operating income	$	11,795	$	10,551	$	21,719	$	18,866













Restructuring costs:
Sensors	$	—	$	(904)	$	—	$	(1,107)
Weighing Solutions	(162)		—		(196)		—
Measurement Systems	—		—		(32)		(58)
Corporate/Other	—		—		(50)		—
	$	(162)	$	(904)	$	(278)	$	(1,165)

Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The table below summarizes intersegment sales (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Sensors to Weighing Solutions	$	433	$	433	$	761	$	822

Sensors to Measurement Systems	12		98		48		159

Earnings Per Share

6 Months Ended

Jul. 01, 2023

Earnings Per Share [Abstract]

Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	8,236	$	10,755	$	15,200	$	17,111







Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,601		13,648		13,593		13,643

Effect of dilutive securities:


Restricted stock units	69		44		68		41
Dilutive potential common shares	69		44		68		41

Denominator for diluted earnings per share:
Adjusted weighted average shares	13,670		13,692		13,661		13,684

Basic earnings per share attributable to VPG stockholders	$	0.61	$	0.79	$	1.12	$	1.25

Diluted earnings per share attributable to VPG stockholders	$	0.60	$	0.79	$	1.11	$	1.25

Additional Financial Statement Information

6 Months Ended

Jul. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Additional Financial Statement Information

Other Income (Expense) Other

The caption “Other” on the consolidated condensed statements of operations consists of the following (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Foreign currency exchange gain	$	793	$	3,380	$	855	$	3,934
Interest income	356		80		722		144
Pension expense	(71)		(104)		(145)		(180)
Other	(59)		(12)		(138)		(115)
	$	1,019	$	3,344	$	1,294	$	3,783

Included in Other for the six fiscal months ended July 2, 2022 is a $0.2 million loss on the liquidation of two of the Company's European subsidiaries.

Other Accrued Expenses

Other accrued expenses consist of the following (in thousands):


	July 1, 2023		December 31, 2022
Customer advance payments	$	8,633	$	7,983
Accrued restructuring	61		183
Goods received, not yet invoiced	2,028		2,523
Accrued taxes, other than income taxes	1,905		1,141
Accrued commissions	3,570		3,217
Accrued professional fees	1,825		1,360
Accrued technical warranty	781		740
Current accrued pensions and other post retirement costs	505		505
Other	3,352		2,654
	$	22,660	$	20,306

Fair Value Measurements

6 Months Ended

Jul. 01, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 3: Unobservable inputs that reflect the Company’s own assumptions.

An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):


			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
July 1, 2023
Assets
Assets held in rabbi trusts	$	5,754	$	110	$	5,644	$	—

December 31, 2022
Assets
Assets held in rabbi trusts	$	5,427	$	53	$	5,374	$	—

Restructuring Costs

6 Months Ended

Jul. 01, 2023

Restructuring and Related Activities [Abstract]

Restructuring Costs






Balance at December 31, 2022	$	183
Restructuring charges in 2023	278

Cash payments	(402)
Foreign currency translation	2
Balance at July 1, 2023	$	61

Subsequent Event	6 Months Ended
Subsequent Event	Jul. 01, 2023
Subsequent Events [Abstract]
Subsequent Event	Subsequent EventOn August 8, 2023, the Company announced that its Board of Directors extended the term of the previously approved stock repurchase plan to August 9, 2024.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Pay vs Performance Disclosure
Net earnings attributable to VPG stockholders	$ 8,236	$ 10,755	$ 15,200	$ 17,111

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jul. 01, 2023
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

Basis of Presentation - (Policies)

6 Months Ended

Jul. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Fiscal Period

VPG reports interim financial information for 13-week periods beginning on a Sunday and ending on a Saturday, except for the first quarter, which always begins on January 1, and the fourth quarter, which always ends on December 31. The four fiscal quarters in 2023 and 2022 end on the following dates:


	2023	2022
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Reclassifications

Certain prior year amounts have been reclassified to conform to the current financial statement presentation.

Basis of Presentation - (Tables)

6 Months Ended

Jul. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Fiscal Quarters


	2023	2022
Quarter 1	April 1,	April 2,
Quarter 2	July 1,	July 2,
Quarter 3	September 30,	October 1,
Quarter 4	December 31,	December 31,

Revenues - (Tables)

6 Months Ended

Jul. 01, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table disaggregates net revenue by geographic region from contracts with customers based on net revenues generated by subsidiaries within that geographic location (in thousands):


	Fiscal quarter ended July 1, 2023								Fiscal quarter ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	14,555	$	13,228	$	12,872	$	40,655	$	13,469	$	12,463	$	11,308	$	37,240
United Kingdom	911		3,724		75		4,710		933		3,859		161		4,953
Other Europe	7,951		10,350		1,236		19,537		8,024		8,820		1,117		17,961
Israel	4,131		50		—		4,181		8,050		110		—		8,160
Asia	8,718		3,909		1,494		14,121		9,804		3,207		811		13,822
Canada	—		—		7,598		7,598		—		—		6,482		6,482
Total	$	36,266	$	31,261	$	23,275	$	90,802	$	40,280	$	28,459	$	19,879	$	88,618


	Six Fiscal Months Ended July 1, 2023								Six Fiscal Months Ended July 2, 2022
	Sensors		Weighing Solutions		Measurement Systems		Total		Sensors		Weighing Solutions		Measurement Systems		Total
United States	$	27,229	$	28,107	$	23,533	$	78,869	$	26,475	$	26,541	$	21,773	$	74,789
United Kingdom	1,726		7,833		171		9,730		1,810		8,193		459		10,462
Other Europe	17,958		20,067		4,406		42,431		15,816		19,351		2,999		38,166
Israel	8,094		126		—		8,220		15,381		300		—		15,681
Asia	17,985		6,987		3,547		28,519		18,548		6,842		1,821		27,211
Canada	—		—		11,897		11,897		—		—		9,974		9,974
Total	$	72,992	$	63,120	$	43,554	$	179,666	$	78,030	$	61,227	$	37,026	$	176,283

The following table disaggregates net revenue from contracts with customers by market sector (in thousands).


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Test & Measurement	$	18,705	$	21,483	$	37,369	$	39,456
Avionics, Military & Space	8,284		6,878		19,991		15,040
Transportation	13,031		13,195		25,503		27,149
Other Markets	18,417		18,035		37,722		39,185
Industrial Weighing	12,027		12,944		23,053		26,153
General Industrial	5,417		5,325		10,215		11,191
Steel	14,921		10,758		25,813		18,109

Total	$	90,802	$	88,618	$	179,666	$	176,283

Contract with Customer, Asset and Liability

The outstanding contract assets and liability accounts were as follows (in thousands):


	Contract Asset		Contract Liability
	Unbilled Revenue		Accrued Customer Advances
Balance at December 31, 2022	$	3,990	$	7,983
Balance at July 1, 2023	4,170		8,633
Increase	$	180	$	650

Goodwill (Tables)

6 Months Ended

Jul. 01, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The change in the carrying amount of goodwill by segment is as follows (in thousands):


	Total		Measurement Systems						Weighing Solutions
			KELK Acquisition		DSI Acquisition		DTS Acquisition		Stress-Tek Acquisition
Balance at December 31, 2022	$	45,544	$	6,313	$	16,887	$	16,033	$	6,311


Foreign currency translation adjustment	159		151		8		—		—
Balance at July 1, 2023	$	45,703	$	6,464	$	16,895	$	16,033	$	6,311

Leases - (Tables)

6 Months Ended

Jul. 01, 2023

Leases [Abstract]

Leases Recorded on the Balance Sheet

Leases recorded on the balance sheet consist of the following (in thousands):


Leases	July 1, 2023		December 31, 2022
Assets
Operating lease right of use asset	$	23,663	$	24,342

Liabilities
Operating lease - current	$	4,072	$	4,208
Operating lease - non-current	$	18,987	$	20,043

Other Information Related to Lease Term and Discount Rate

Other information related to lease term and discount rate is as follows:


	July 1, 2023
Operating leases weighted average remaining lease term (in years)	7.24 years
Operating leases weighted average discount rate	3.39	%

Components of Lease Expense

The components of lease expense are as follows (in thousands):


	Fiscal quarter ended				Six Fiscal Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Operating lease cost	$	1,247	$	1,299	$	2,491	$	2,609
Short-term lease cost	45		17		91		42
Sublease income	(98)		(105)		(198)		(217)
Total net lease cost	$	1,194	$	1,211	$	2,384	$	2,434

Maturities of Operating Lease Liabilities

Undiscounted maturities of operating lease payments as of July 1, 2023 are summarized as follows (in thousands):


2023 (excluding the six months ended July 1, 2023)	$	2,370
2024	4,228
2025	3,843
2026	3,217
2027	3,010
Thereafter	9,158
Total future minimum lease payments	$	25,826
Less: amount representing interest	(2,767)
Present value of future minimum lease payments	$	23,059

Long-Term Debt - (Tables)

6 Months Ended

Jul. 01, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consists of the following (in thousands):


	July 1, 2023		December 31, 2022
2020 Credit Agreement - Revolving Facility	$	61,000	$	61,000






Deferred financing costs	(201)		(201)
Total long-term debt	$	60,799	$	60,799

Accumulated Other Comprehensive Income (Loss) - (Tables)

6 Months Ended

Jul. 01, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, consist of the following (in thousands):


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2023	$	(41,489)	$	589	$	(40,900)
Other comprehensive income before reclassifications	(178)		—		(178)
Amounts reclassified from accumulated other comprehensive income	—		2		2
Balance at July 1, 2023	$	(41,667)	$	591	$	(41,076)


	Foreign Currency Translation Adjustment		Pension and Other Postretirement Actuarial Items		Total
Balance at January 1, 2022	$	(30,276)	$	(4,732)	$	(35,008)
Other comprehensive loss before reclassifications	(9,926)		—		(9,926)
Amounts reclassified from accumulated other comprehensive income	191		162		353
Balance at July 2, 2022	$	(40,011)	$	(4,570)	$	(44,581)

Pensions and Other Postretirement Benefits - (Tables)

6 Months Ended

Jul. 01, 2023

Retirement Benefits [Abstract]

Schedule of Net Pension and Other Retirement Plan Costs

he following table sets forth the components of the net periodic benefit cost for the Company's defined benefit pension and OPEB plans (in thousands):


	Fiscal quarter ended July 1, 2023				Fiscal quarter ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	68	$	4	$	81	$	7
Interest cost	192		28		120		17
Expected return on plan assets	(214)				(119)		—
Amortization of actuarial losses (gains)	7		(6)		72		1
Net periodic benefit cost	$	53	$	26	$	154	$	25


	Six Fiscal Months Ended July 1, 2023				Six Fiscal Months Ended July 2, 2022
	Pension Plans		OPEB Plans		Pension Plans		OPEB Plans
Net service cost	$	137	$	8	$	165	$	14
Interest cost	$	382	$	56	$	243	$	34
Expected return on plan assets	$	(426)	$	—	$	(242)	$	—
Amortization of actuarial losses (gains)	$	15	$	(12)	$	146	$	2
Net periodic benefit cost	$	108	$	52	$	312	$	50

Share-Based Compensation - (Tables)

6 Months Ended

Jul. 01, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Share-based Compensation Expense

The following table summarizes share-based compensation expense recognized (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Share-based compensation expense	$	548	$	527	$	1,229	$	1,024

Segment Information - (Tables)

6 Months Ended

Jul. 01, 2023

Segment Reporting [Abstract]

Schedule of Segment Reporting

The following table sets forth reporting segment information (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Net revenues:
Sensors	$	36,266	$	40,280	$	72,992	$	78,030
Weighing Solutions	31,261		28,459		63,120		61,227
Measurement Systems	23,275		19,879		43,554		37,026
Total	$	90,802	$	88,618	$	179,666	$	176,283

Gross profit:
Sensors	$	14,549	$	17,831	$	29,693	$	32,117
Weighing Solutions	12,107		9,585		23,236		21,664
Measurement Systems	12,056		9,918		22,982		18,803
Total	$	38,712	$	37,334	$	75,911	$	72,584

Reconciliation of segment operating income to consolidated results:
Sensors	$	9,567	$	13,060	$	19,500	$	22,018
Weighing Solutions	6,161		4,177		11,501		10,391
Measurement Systems	4,769		3,263		8,641		5,474
Unallocated G&A expenses	(8,540)		(9,045)		(17,645)		(17,852)



Restructuring costs	(162)		(904)		(278)		(1,165)
Operating income	$	11,795	$	10,551	$	21,719	$	18,866













Restructuring costs:
Sensors	$	—	$	(904)	$	—	$	(1,107)
Weighing Solutions	(162)		—		(196)		—
Measurement Systems	—		—		(32)		(58)
Corporate/Other	—		—		(50)		—
	$	(162)	$	(904)	$	(278)	$	(1,165)

Products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. The table below summarizes intersegment sales (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Sensors to Weighing Solutions	$	433	$	433	$	761	$	822

Sensors to Measurement Systems	12		98		48		159

Earnings Per Share - (Tables)

6 Months Ended

Jul. 01, 2023

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share attributable to VPG stockholders (in thousands, except earnings per share):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Numerator:
Numerator for basic earnings per share:
Net earnings attributable to VPG stockholders	$	8,236	$	10,755	$	15,200	$	17,111







Denominator:
Denominator for basic earnings per share:
Weighted average shares	13,601		13,648		13,593		13,643

Effect of dilutive securities:


Restricted stock units	69		44		68		41
Dilutive potential common shares	69		44		68		41

Denominator for diluted earnings per share:
Adjusted weighted average shares	13,670		13,692		13,661		13,684

Basic earnings per share attributable to VPG stockholders	$	0.61	$	0.79	$	1.12	$	1.25

Diluted earnings per share attributable to VPG stockholders	$	0.60	$	0.79	$	1.11	$	1.25

Additional Financial Statement Information - (Tables)

6 Months Ended

Jul. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Other Income (Expense)

The caption “Other” on the consolidated condensed statements of operations consists of the following (in thousands):


	Fiscal quarter ended				Six fiscal months ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Foreign currency exchange gain	$	793	$	3,380	$	855	$	3,934
Interest income	356		80		722		144
Pension expense	(71)		(104)		(145)		(180)
Other	(59)		(12)		(138)		(115)
	$	1,019	$	3,344	$	1,294	$	3,783

Schedule of Accrued Liabilities

Other accrued expenses consist of the following (in thousands):


	July 1, 2023		December 31, 2022
Customer advance payments	$	8,633	$	7,983
Accrued restructuring	61		183
Goods received, not yet invoiced	2,028		2,523
Accrued taxes, other than income taxes	1,905		1,141
Accrued commissions	3,570		3,217
Accrued professional fees	1,825		1,360
Accrued technical warranty	781		740
Current accrued pensions and other post retirement costs	505		505
Other	3,352		2,654
	$	22,660	$	20,306

Fair Value Measurements - (Tables)

6 Months Ended

Jul. 01, 2023

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities at Fair Value, Recurring

The following table provides the financial assets and liabilities carried at fair value measured on a recurring basis (in thousands):


			Fair value measurements at reporting date using:
	Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
July 1, 2023
Assets
Assets held in rabbi trusts	$	5,754	$	110	$	5,644	$	—

December 31, 2022
Assets
Assets held in rabbi trusts	$	5,427	$	53	$	5,374	$	—

Restructuring Costs - (Tables)

6 Months Ended

Jul. 01, 2023

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs






Balance at December 31, 2022	$	183
Restructuring charges in 2023	278

Cash payments	(402)
Foreign currency translation	2
Balance at July 1, 2023	$	61

Revenues - (Disaggregation of Revenue by Geographic Area) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 90,802	$ 88,618	$ 179,666	$ 176,283
United States
Disaggregation of Revenue [Line Items]
Total revenue	40,655	37,240	78,869	74,789
United Kingdom
Disaggregation of Revenue [Line Items]
Total revenue	4,710	4,953	9,730	10,462
Other Europe
Disaggregation of Revenue [Line Items]
Total revenue	19,537	17,961	42,431	38,166
Israel
Disaggregation of Revenue [Line Items]
Total revenue	4,181	8,160	8,220	15,681
Asia
Disaggregation of Revenue [Line Items]
Total revenue	14,121	13,822	28,519	27,211
Canada
Disaggregation of Revenue [Line Items]
Total revenue	7,598	6,482	11,897	9,974
Sensors
Disaggregation of Revenue [Line Items]
Total revenue	36,266	40,280	72,992	78,030
Sensors \| United States
Disaggregation of Revenue [Line Items]
Total revenue	14,555	13,469	27,229	26,475
Sensors \| United Kingdom
Disaggregation of Revenue [Line Items]
Total revenue	911	933	1,726	1,810
Sensors \| Other Europe
Disaggregation of Revenue [Line Items]
Total revenue	7,951	8,024	17,958	15,816
Sensors \| Israel
Disaggregation of Revenue [Line Items]
Total revenue	4,131	8,050	8,094	15,381
Sensors \| Asia
Disaggregation of Revenue [Line Items]
Total revenue	8,718	9,804	17,985	18,548
Sensors \| Canada
Disaggregation of Revenue [Line Items]
Total revenue	0	0	0	0
Weighing Solutions
Disaggregation of Revenue [Line Items]
Total revenue	31,261	28,459	63,120	61,227
Weighing Solutions \| United States
Disaggregation of Revenue [Line Items]
Total revenue	13,228	12,463	28,107	26,541
Weighing Solutions \| United Kingdom
Disaggregation of Revenue [Line Items]
Total revenue	3,724	3,859	7,833	8,193
Weighing Solutions \| Other Europe
Disaggregation of Revenue [Line Items]
Total revenue	10,350	8,820	20,067	19,351
Weighing Solutions \| Israel
Disaggregation of Revenue [Line Items]
Total revenue	50	110	126	300
Weighing Solutions \| Asia
Disaggregation of Revenue [Line Items]
Total revenue	3,909	3,207	6,987	6,842
Weighing Solutions \| Canada
Disaggregation of Revenue [Line Items]
Total revenue	0	0	0	0
Measurement Systems
Disaggregation of Revenue [Line Items]
Total revenue	23,275	19,879	43,554	37,026
Measurement Systems \| United States
Disaggregation of Revenue [Line Items]
Total revenue	12,872	11,308	23,533	21,773
Measurement Systems \| United Kingdom
Disaggregation of Revenue [Line Items]
Total revenue	75	161	171	459
Measurement Systems \| Other Europe
Disaggregation of Revenue [Line Items]
Total revenue	1,236	1,117	4,406	2,999
Measurement Systems \| Israel
Disaggregation of Revenue [Line Items]
Total revenue	0	0	0	0
Measurement Systems \| Asia
Disaggregation of Revenue [Line Items]
Total revenue	1,494	811	3,547	1,821
Measurement Systems \| Canada
Disaggregation of Revenue [Line Items]
Total revenue	$ 7,598	$ 6,482	$ 11,897	$ 9,974

Revenues - (Disaggregation of Revenue by Market Sector) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 90,802	$ 88,618	$ 179,666	$ 176,283
Test & Measurement
Disaggregation of Revenue [Line Items]
Total revenue	18,705	21,483	37,369	39,456
Avionics, Military & Space
Disaggregation of Revenue [Line Items]
Total revenue	8,284	6,878	19,991	15,040
Transportation
Disaggregation of Revenue [Line Items]
Total revenue	13,031	13,195	25,503	27,149
Other Markets
Disaggregation of Revenue [Line Items]
Total revenue	18,417	18,035	37,722	39,185
Industrial Weighing
Disaggregation of Revenue [Line Items]
Total revenue	12,027	12,944	23,053	26,153
General Industrial
Disaggregation of Revenue [Line Items]
Total revenue	5,417	5,325	10,215	11,191
Steel
Disaggregation of Revenue [Line Items]
Total revenue	$ 14,921	$ 10,758	$ 25,813	$ 18,109

Revenues - (Contract Assets and Liabilities) (Details) $ in Thousands	6 Months Ended
	Jul. 01, 2023 USD ($)
Movement in Contract Assets and Liabilities [Roll Forward]
Contract asset, unbilled revenue, beginning balance	$ 3,990
(Decrease)/increase in contract asset, unbilled revenue	180
Contract asset, unbilled revenue, ending balance	4,170
Contract liability, accrued customer advances, beginning balance	7,983
(Decrease)/increase in contract liability, accrued customer advances	650
Contract liability, accrued customer advances, ending balance	$ 8,633

Revenues - (Narrative) (Details) $ in Millions	6 Months Ended
Revenues - (Narrative) (Details) $ in Millions	Jul. 01, 2023 USD ($)
Revenue from Contract with Customer [Abstract]
Contract with customer, revenue recognized	$ 6.2

Goodwill - (Schedule of Goodwill) (Details) $ in Thousands	6 Months Ended
Goodwill - (Schedule of Goodwill) (Details) $ in Thousands	Jul. 01, 2023 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 45,544
Foreign currency translation adjustment	159
Ending balance	45,703
KELK Acquisition \| Measurement Systems
Goodwill [Roll Forward]
Beginning balance	6,313
Foreign currency translation adjustment	151
Ending balance	6,464
DSI Acquisition \| Measurement Systems
Goodwill [Roll Forward]
Beginning balance	16,887
Foreign currency translation adjustment	8
Ending balance	16,895
DTS Acquisition \| Measurement Systems
Goodwill [Roll Forward]
Beginning balance	16,033
Foreign currency translation adjustment	0
Ending balance	16,033
Stress-Tek Acquisition \| Weighing Solutions
Goodwill [Roll Forward]
Beginning balance	6,311
Foreign currency translation adjustment	0
Ending balance	$ 6,311

Leases - (Narrative) (Details) - USD ($) $ in Millions	6 Months Ended
Leases - (Narrative) (Details) - USD ($) $ in Millions	Jul. 01, 2023	Jul. 02, 2022
Lessee, Lease, Description [Line Items]
Right-of-use asset obtained in exchange for operating lease liability	$ 1.5
Operating lease, payments	$ 2.5	$ 2.6
Buildings and Vehicles \| Minimum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, remaining lease term (years)	1 year
Buildings and Vehicles \| Maximum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, remaining lease term (years)	13 years

Leases - (Leases Recorded on the Balance Sheet) (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Assets
Operating lease right of use asset	$ 23,663	$ 24,342
Liabilities
Operating lease - current	4,072	4,208
Operating lease - non-current	$ 18,987	$ 20,043

Leases - (Other Information Related to Leases) (Details)	Jul. 01, 2023
Leases [Abstract]
Operating leases weighted average remaining lease term (years)	7 years 2 months 26 days
Operating leases weighted average discount rate (percent)	3.39%

Leases - (Components of Lease Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Leases [Abstract]
Operating lease cost	$ 1,247	$ 1,299	$ 2,491	$ 2,609
Short-term lease cost	45	17	91	42
Sublease income	(98)	(105)	(198)	(217)
Total net lease cost	$ 1,194	$ 1,211	$ 2,384	$ 2,434

Leases - (Maturities of Operating Lease Liabilities) (Details) $ in Thousands	Jul. 01, 2023 USD ($)
Leases [Abstract]
2023 (excluding the six months ended July 1, 2023)	$ 2,370
2024	4,228
2025	3,843
2026	3,217
2027	3,010
Thereafter	9,158
Total future minimum lease payments	25,826
Less: amount representing interest	(2,767)
Present value of future minimum lease payments	$ 23,059

Income Taxes - (Details)	3 Months Ended
Income Taxes - (Details)	Jul. 01, 2023	Jul. 02, 2022
Income Tax Disclosure [Abstract]
Effective tax rate (percent)	28.80%	19.20%

Long-Term Debt - (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Deferred financing costs	$ (201)	$ (201)
Total long-term debt	60,799	60,799
Revolving Credit Facility \| Credit Agreement 2020
Debt Instrument [Line Items]
Secured debt	$ 61,000	$ 61,000

Accumulated Other Comprehensive Income (Loss) - (Details) - USD ($) $ in Thousands	6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	$ 306,522	$ 277,042
Other comprehensive income before reclassifications	(178)	(9,926)
Amounts reclassified from accumulated other comprehensive income	2	353
Balance, ending	321,665	285,350
Total
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(40,900)	(35,008)
Balance, ending	(41,076)	(44,581)
Foreign Currency Translation Adjustment
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(41,489)	(30,276)
Other comprehensive income before reclassifications	(178)	(9,926)
Amounts reclassified from accumulated other comprehensive income	0	191
Balance, ending	(41,667)	(40,011)
Pension and Other Postretirement Actuarial Items
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	589	(4,732)
Other comprehensive income before reclassifications	0	0
Amounts reclassified from accumulated other comprehensive income	2	162
Balance, ending	$ 591	$ (4,570)

Pensions and Other Postretirement Benefits - (Schedule of Net Pension and Other Retirement Plan Costs) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Pension Plans
Defined Benefit Plan Disclosure [Line Items]
Net service cost	$ 68	$ 81	$ 137	$ 165
Interest cost	192	120	382	243
Expected return on plan assets	(214)	(119)	(426)	(242)
Amortization of actuarial losses (gains)	7	72	15	146
Net periodic benefit cost	53	154	108	312
OPEB Plans
Defined Benefit Plan Disclosure [Line Items]
Net service cost	4	7	8	14
Interest cost	28	17	56	34
Expected return on plan assets		0	0	0
Amortization of actuarial losses (gains)	(6)	1	(12)	2
Net periodic benefit cost	$ 26	$ 25	$ 52	$ 50

Share-Based Compensation - (Narrative) (Details) $ in Millions				3 Months Ended
	May 24, 2023 USD ($) shares	Mar. 09, 2023 USD ($) shares	Feb. 28, 2023 USD ($) people shares	Jul. 01, 2023 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (up to)				608,000
Number of shares available for grant (in shares)				525,239
Share based compensation adjustment decrease \| $				$ 0.1
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of people granted awards \| people			3
Percentage of performance based units on total units approved			50.00%
Weighted average grant date fair value \| $	$ 0.5	$ 0.6	$ 1.9
Number of RSUs granted (in shares)	13,923	14,338	43,243
Award vesting period		3 years	3 years
Restricted Stock Units (RSUs) \| Share-based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of performance based units on total units approved		75.00%
Award vesting rights (percentage)		25.00%	50.00%
Restricted Stock Units (RSUs) \| Share-based Payment Arrangement, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of performance based units on total units approved		50.00%
Award vesting rights (percentage)		50.00%

Share-Based Compensation - (Schedule of Share-based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Share-Based Payment Arrangement [Abstract]
Share-based compensation expense	$ 548	$ 527	$ 1,229	$ 1,024

Segment Information - (Narrative) (Details)	6 Months Ended
Segment Information - (Narrative) (Details)	Jul. 01, 2023 segment
Segment Reporting [Abstract]
Number of reportable segments	3

Segment Information - (Schedule of Segment Reporting) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Segment Reporting Information [Line Items]
Net revenues	$ 90,802	$ 88,618	$ 179,666	$ 176,283
Gross profit	38,712	37,334	75,911	72,584
Operating income	11,795	10,551	21,719	18,866
Restructuring costs	(162)	(904)	(278)	(1,165)
Sensors
Segment Reporting Information [Line Items]
Net revenues	36,266	40,280	72,992	78,030
Weighing Solutions
Segment Reporting Information [Line Items]
Net revenues	31,261	28,459	63,120	61,227
Measurement Systems
Segment Reporting Information [Line Items]
Net revenues	23,275	19,879	43,554	37,026
Operating Segments
Segment Reporting Information [Line Items]
Net revenues	90,802	88,618	179,666	176,283
Gross profit	38,712	37,334	75,911	72,584
Operating Segments \| Sensors
Segment Reporting Information [Line Items]
Net revenues	36,266	40,280	72,992	78,030
Gross profit	14,549	17,831	29,693	32,117
Operating income	9,567	13,060	19,500	22,018
Restructuring costs	0	(904)	0	(1,107)
Operating Segments \| Weighing Solutions
Segment Reporting Information [Line Items]
Net revenues	31,261	28,459	63,120	61,227
Gross profit	12,107	9,585	23,236	21,664
Operating income	6,161	4,177	11,501	10,391
Restructuring costs	(162)	0	(196)	0
Operating Segments \| Measurement Systems
Segment Reporting Information [Line Items]
Net revenues	23,275	19,879	43,554	37,026
Gross profit	12,056	9,918	22,982	18,803
Operating income	4,769	3,263	8,641	5,474
Restructuring costs	0	0	(32)	(58)
Segment Reconciling Items
Segment Reporting Information [Line Items]
Unallocated G&A expenses	(8,540)	(9,045)	(17,645)	(17,852)
Restructuring costs	(162)	(904)	(278)	(1,165)
Corporate/Other
Segment Reporting Information [Line Items]
Restructuring costs	$ 0	$ 0	$ (50)	$ 0

Segment Information - (Intersegment Sales) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Segment Reporting Information [Line Items]
Total revenue	$ (90,802)	$ (88,618)	$ (179,666)	$ (176,283)
Sensors to Weighing Solutions \| Intersegment Eliminations
Segment Reporting Information [Line Items]
Total revenue	433	433	761	822
Sensors to Measurement Systems \| Intersegment Eliminations
Segment Reporting Information [Line Items]
Total revenue	$ 12	$ 98	$ 48	$ 159

Earnings Per Share - (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Numerator:
Net earnings attributable to VPG stockholders	$ 8,236	$ 10,755	$ 15,200	$ 17,111
Denominator:
Weighted average shares (in shares)	13,601	13,648	13,593	13,643
Effect of dilutive securities:
Restricted stock units (in shares)	69	44	68	41
Dilutive potential common shares (in shares)	69	44	68	41
Denominator for diluted earnings per share:
Adjusted weighted average shares (in shares)	13,670	13,692	13,661	13,684
Basic earnings per share attributable to VPG stockholders (dollars per share)	$ 0.61	$ 0.79	$ 1.12	$ 1.25
Diluted earnings per share attributable to VPG stockholders (dollars per share)	$ 0.60	$ 0.79	$ 1.11	$ 1.25

Additional Financial Statement Information - (Schedule of Other Items in Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Foreign currency exchange gain	$ 793	$ 3,380	$ 855	$ 3,934
Interest income	356	80	722	144
Pension expense	(71)	(104)	(145)	(180)
Other	(59)	(12)	(138)	(115)
Other nonoperating income (expense)	$ 1,019	$ 3,344	$ 1,294	$ 3,783

Additional Financial Statement Information - (Narrative) (Details) $ in Millions	6 Months Ended
	Jul. 02, 2022 USD ($) subsidiary
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Loss on liquidation \| $	$ 0.2
Subsidiaries \| subsidiary	2

Additional Financial Statement Information (Other Accrued Liabilities) (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Customer advance payments	$ 8,633	$ 7,983
Accrued restructuring	61	183
Goods received, not yet invoiced	2,028	2,523
Accrued taxes, other than income taxes	1,905	1,141
Accrued commissions	3,570	3,217
Accrued professional fees	1,825	1,360
Accrued technical warranty	781	740
Current accrued pensions and other post retirement costs	505	505
Other	3,352	2,654
Other accrued expenses	$ 22,660	$ 20,306

Fair Value Measurements - (Schedule of Assets and Liabilities at Fair Value, Recurring) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	$ 5,754	$ 5,427
Level 1 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	110	53
Level 2 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	5,644	5,374
Level 3 Inputs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in rabbi trusts	$ 0	$ 0

Restructuring Costs - (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Restructuring and Related Activities [Abstract]
Restructuring costs	$ 162	$ 904	$ 278	$ 1,165

Restructuring Costs - Restructuring Programs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance			$ 183
Restructuring costs	$ 162	$ 904	278	$ 1,165
Cash payments			(402)
Foreign currency translation			2
Restructuring reserve, ending balance	$ 61		$ 61