SecProbe.io

November 12, 2024
Andy Cheung
Chief Financial Officer
Commercial Vehicle Group, Inc.
7800 Walton Parkway
New Albany, Ohio 43054
Re:Commercial Vehicle Group, Inc.
Form 10-K for the Year Ended December 31, 2023
Filed March 14, 2024
Form 8-K
Filed on March 4, 2024
File No. 001-34365
Dear Andy Cheung:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Year Ended December 31, 2023
Financial Statements
Note 7. Income Taxes, page 52
We note that you reversed $22.0 million of the tax valuation allowance on your U.S.
deferred tax assets in fiscal 2023 after considering the weight of the positive evidence,
including the cumulative income position in the three most recent years and forecasts
for a sustained level of future taxable income was sufficient to overcome the weight of
the negative evidence during the year ended December 31, 2023. We also note that
you consider of all available evidence using a “more likely than not” standard
including but not limited to the nature, frequency and severity of recent losses,
forecasts of future profitability, the duration of statutory carryforward periods, your
experience with unused tax attributes expiring and tax planning alternatives. Please
provide us, and revise future disclosures here or in critical accounting policies in 1.

November 12, 2024
Page 2
MD&A to provide, a more specific and comprehensive analysis of your assessment of
the realizability of your deferred tax assets as of December 31, 2023.  Your analysis
should include but not necessarily be limited to the following:
•Clarify your disclosure that you achieved cumulative income position in the U.S.
in the three most recent years in light of the tabular disclosures on the top of page
52;
•Quantify the projected taxable income and the time periods over which it will be
required to be generated for you to fully utilize your deferred tax assets;
•Describe the nature of any tax planning strategies, including any uncertainties,
risks and assumptions associated with those strategies;
•Discuss all the positive and negative evidence you considered and how such
evidence was weighted; and
•Discuss any other significant estimates and assumptions used in your analysis.
Please refer to ASC 740-10-30-16 through 25, ASC 740-10-55-39 through 48, and
ASC 740-10-55-120 through 123 for guidance.
Note 16. Segment Reporting, page 63
2.Please revise the note in future filings to reconcile your reportable segments' measures
of profit or loss (i.e., segment operating income (loss)) to your consolidated income
before taxes and discontinued operations as required by ASC 280-10-50-30(b).
Form 8-K filed on March 4, 2024
Exhibit 99.1
Appendix A: Reconciliation of GAAP to Non-GAAP Financial Measures, page 9
3.We note that in determining your non-GAAP measures for the three months and for
the year ended December 31, 2022, you adjust for (i) an inventory charge relating to
decrease demand in the Industrial Automation segment, and (ii) executive transition
costs.  The adjustments to your non-GAAP financial measures for inventory and
executive transition costs appear to be normal operating expenses necessary to operate
your business. As such, these adjustments are inconsistent with Question 100.01 of
the Non-GAAP Financial Measures Compliance & Disclosure Interpretations. Please
revise your non-GAAP measures in future filings to remove these adjustments.
We note your non-GAAP adjustments labelled "tax valuation allowance" reflected in
your Adjusted net income measure presented for the reported periods in fiscal years
2023 and 2022, and that the amounts mirror exactly the change in valuation allowance
presented in the Income Tax note to your financial statements on page 52 of your
Form 10-K for the year ended December 31, 2023. Please address the following:

•Clearly describe to us in detail what the adjustments represent and your reasons
for excluding the changes in your tax valuation allowances from the measure.
•Tell us why management believes the adjustments are meaningful and
appropriate.
Explain to us how you determined that your evaluation of the positive and •4.

November 12, 2024
Page 3
negative evidence to support realizability would be different on a non-GAAP
basis such that excluding the changes in the GAAP tax valuation allowance would
be appropriate.
•Tell us why the adjustments are consistent with Questions 100.01 and 102.11 of
the Non-GAAP Financial Measures Compliance & Disclosure Interpretations.
            In closing, we remind you that the company and its management are responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review, comments,
action or absence of action by the staff.
            Please contact Ernest Greene at 202-551-3733 or Martin James at 202-551-3671 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:Aneezal Mohamed, Chief Legal Officer