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please do number 5 5) Calculate the inventory turnover ratio PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES

please do number 5 5) Calculate the inventory turnover ratio

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PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is listed on the New York Stock Exchange. Our trading symbol is MOD. As of March 31, 2021, shareholders of record numbered 2,220. We did not pay dividends during fiscal 2021 or 2020. Under our credit agreements, we are permitted to pay dividends on our common stock, subject to certain restrictions based upon the calculation of debt covenants, as further described under "Liquidity and Capital Resources under Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. We currently do not intend to pay dividends in fiscal 2022 The following describes the Company's purchases of common stock during the fourth quarter of fiscal 2021: Maximum Number (or Total Number of Approximate Dollar Shares Purchased Value) of Shares Average as part of Publicly that May Yet Be Total Number of Price Paid Announced Plans Purchased Under the Period Shares Purchased Per Share or Programs Plans or Programs (a) January 1-January 31, 2021 $50,000,000 February 1 - February 28, 2021 8.816 (b) $14.52 $50,000,000 March 1 - March 31, 2021 7.088 (b) $15.25 $50,000,000 Total 15.904.b) $14.85 (a) Effective November 5, 2020, the Board of Directors approved a two-year, $50.0 million share repurchase program, which allows the Company to repurchase Modine common stock through solicited and unsolicited transactions in the open market or in privately-negotiated or other transactions, at such times and prices and upon such other terms as the authorized officers of the Company deem appropriate. (b) Consists of shares delivered back to the Company by employees and/or directors to satisfy tax withholding obligations that arise upon the vesting of stock awards. The Company, pursuant to its equity compensation plans, gives participants the opportunity to turn back to the Company the number of shares from the award sufficient to satisfy tax withholding obligations that arise upon the termination of restrictions. These shares are held as treasury shares. 21 Tichle of contents PERFORMANCE GRAPH The following graph compares the cumulative five-year total return on our common stock with similar returns on the Russell 2000 Index and the Standard & Poor's (S&P) MidCap 400 Industrials Index. The graph assumes a $100 investment and reinvestment of dividends. Comparison of Cumulative Five Year Total Return $250 $200 $150 $100 550 $0 03/31/16 03/31/17 03/31/18 03/31/19 03/31/20 03/31/21 Modine Manufacturing Company - Russell 2000 Index + S&P MidCap 400 Industrials Index Indexed Returns Initial Investment Years ended March 31, Company / Index March 31, 2016 2017 2018 2019 2020 2021 Modine Manufacturing Company 100 110.81 192.10 125.98 29.52 $ 134.15 Russell 2000 Index 100 126.22 141.10 143.99 109.45 213.26 S&P Midcap 400 Industrials Index 100 124.60 145.10 146.90 119.46 224.07 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Overview Founded in 1916, Modine Manufacturing Company is a global leader in thermal management systems and components, bringing heating and cooling technology and solutions to diversified global markets. We operate on five continents, in 16 countries, and employ approximately 10,900 persons worldwide. Our primary product groups include 1) heating, ventilation and air conditioning; ii) coils, coolers, and coatings; and iii) powertrain cooling and engine Table of Contents Eiscal 2021 Highlights Fiscal 2021 net sales decreased $167 million, or 8 percent, from the prior year, primarily due to lower sales in our CIS, HDE, and Automotive segments, partially offset by higher sales in our BHVAC segment. Foreign currency exchange rate changes favorably impacted sales in fiscal 2021 by $28 million. Cost of sales decreased $153 million, or 9 percent, from last year, primarily due to lower sales volume. Gross profit decreased $14 million and gross margin improved 60 basis points to 16.2 percent. SG&A expenses decreased $39 million, primarily due to lower costs associated with our review of strategic alternatives for our Automotive segment businesses and preparing the liquid- and air-cooled automotive businesses for sale. In addition, SG&A expenses decreased due to cost reduction initiatives implemented early in the fiscal year in response to the negative impacts of COVID-19. The operating loss of 898 million during fiscal 2021 represents a $136 million decline from the prior-year operating income of $38 million and was primarily due to $167 million of impairment charges recorded primarily for assets of the liquid- and air-cooled automotive businesses, partially offset by lower SG&A expenses. Fiscal 2020 Highlights Fiscal 2020 net sales decreased $237 million, or 11 percent, from the prior year, primarily due to lower sales in our HDE, CIS, and Automotive segments, partially offset by higher sales in our BHVAC segment. Foreign currency exchange rate changes negatively impacted sales in fiscal 2020 by $46 million. Cost of sales decreased $179 million, or 10 percent, from the prior year, primarily due to lower sales volume. Gross profit decreased $58 million and gross margin declined 90 basis points to 15.6 percent. SG&A expenses increased $6 million, primarily due to higher costs associated with the review of strategic alternatives for our Automotive segment businesses, partially offset by lower-compensation related expenses. Operating income during fiscal 2020 decreased $72 million to $38 million, primarily due to lower gross profit and higher SG&A expenses. The following table presents our consolidated financial results on a comparative basis for fiscal years 2021, 2020 and 2019. Years ended March 31, 2021 2020 2019 (in millions) $'s % of sales $'s % of sales s's % of sales Net sales 1,808 100.0% 1,976 100.0% 2,213 100.0% Cost of sales 1,515 83.8% 1.668 84.4% 1,847 83.5% Gross profit 293 16.2% 308 15.6% 366 16.5% Selling, general and administrative expenses 211 11.7% 250 12.6% 244 11.0% Restructuring expenses 13 0.7% 0.6% 10 0.4% Impairment charges 167 9.2% 0.4% (Gain) loss on sale of assets (1) 0.1% Operating (loss) income 198) 1.9% 110 5.0% Interest expense (19) -1.1% (23) - 1.1% (25) -1.1% Other expense - net (2) -0.1% -0.2% (4) -0.2% (Loss) earnings before income taxes (119) -6.6% 0.5% 3.7% (Provision) benefit for income taxes -5.0% (12) -0.6% 5 0.2% Net (loss) earnings (209) - 11.6% S -0.1% 86 3.9% Year Ended March 31, 2021 Compared with Year Ended March 31, 2020 Fiscal 2021 net sales of $1,808 million were $167 million, or 8 percent, lower than the prior year, primarily due to lower sales volume in the CIS, HDE, and Automotive segments, partially offset by a $28 million favorable impact of foreign currency exchange rate changes and higher sales volume in the BHVAC segment. Sales in the CIS, HDE and Automotive segments decreased $92 million, $64 million and $47 million, respectively, and were significantly impacted by market-driven volume declines and temporary plant closures early in the fiscal year due to the COVID-19 pandemic. Sales increased $20 million in our BHVAC segment. Fiscal 2021 cost of sales of $1,515 million decreased $153 million, or 9 percent, primarily due to lower sales volume. Fiscal 2021 cost of sales was negatively impacted by $24 million from foreign currency exchange rate changes. As a percentage of sales, cost of sales decreased 60 basis points to 83.8 percent. The unfavorable impacts of lower sales volume and, to a lesser extent, higher material costs, which negatively impacted cost of sales as a percentage of sales by approximately 50 basis points, were more than offset by benefits from procurement and other cost-reduction initiatives and an $8 million decrease in depreciation expense in the Automotive segment. We ceased depreciating the long-lived assets within the liquid- and air- cooled automotive businesses once they were classified as held for sale during fiscal 2021. In addition, program and equipment transfer costs to prepare the liquid-cooled automotive business for sale decreased approximately $3 million compared with the prior year. bedoles ilu.NO 111 (90) 27 Table of Contents As a result of lower sales and lower cost of sales as a percentage of sales, fiscal 2021 gross profit decreased $14 million and gross margin improved 60 Tohle of Contents ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA MODINE MANUFACTURING COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS For the years ended March 31, 2021, 2020 and 2019 (In millions, except per share amounts) $ 2021 1.808.4 1.515.0 293.4 210.9 13.4 166.8 Net sales Cost of sales Gross profit Selling, general and administrative expenses Restructuring expenses Impairment charges (Gain) loss on sale of assets Operating (loss) income Interest expense Other expense - net (Loss) earnings before income taxes (Provision) benefit for income taxes Net (loss) earnings Net earnings attributable to noncontrolling interest Net (loss) earnings attributable to Modine Net (loss) earnings per share attributable to Modine shareholders: Basic Diluted Weighted average shares outstanding: Basic Diluted The notes to consolidated financial statements are an integral part of these statements. 2020 1,975.5 1.668.0 307.5 249.6 12.2 8.6 (0.8) 37.9 (22.7 (4.8 10.4 (12.4) (2.0) (0.2 (2.2 2019 2.212.7 1,847.2 365.5 244.1 9.6 0.4 1.7 109.7 (24.8 (4.1 80.8 5.1 85.9 (1.1 84.8 (97.7) (19.4) (222 (119.3 (90.2) (209.5) (1.2 (210.7 $ $ (4.11) $ 14.11) $ (0.04) (0.04 1.67 1.65 $ S 51.3 51.3 50.8 50.8 50.5 51.3 44 Tahle of Contents MODINE MANUFACTURING COMPANY CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the years ended March 31, 2021, 2020 and 2019 (In millions) 2021 (2095) $ 2020 (2.0) 2019 85.9 S Net (loss) earrings Other comprehensive income (loss): Foreign currency translation Defined benefit plans, net of income taxes of $10.4. ($8.3) and (503) million Cash flow hedges, net of income taxes of $0.6, (50.5) and $0.1 million Total other comprehensive income (loss) Comprehensive income (loss) Comprehensive (income) loss attributable to noncontrolling interest Comprehensive income (loss) attributable to Modine 30.9 30.1 1.6 62.6 (19.2 (24.6 (1.5) (45.3) (37.6 (1.4 0.4 (38.6 11 (146.91 (1.7) (148.6) $ (47.3 0.2 (47.1) S 47.3 (0.6 46.7 The notes to consolidated financial statements are an integral part of these statements. 45 Theof contents 2021 2020 $ S 70.9 292.5 207.4 ASSETS Cash and cash equivalents Trade accounts receivable-net Inventories Assets held for sale Other current assets Total current assets Property, plant and equipment -net Intangible assets-net Goodwill Deferred income taxes Other noncurrent assets Total assets 37.8 267.9 195.6 107.6 35.9 644.8 269.9 100.6 170.7 24.5 66.2 1,276.7 62.5 633.3 448.0 106.3 166.1 104.8 77.6 1,536.1 $ S $ S 14.8 15.6 227.4 65.0 LIABILITIES AND SHAREHOLDERS' EQUITY Short-term debt Long-term debt -current portion Accounts payable Accrued compensation and employee benefits Liabilities held for sale Other current liabilities Total current liabilities Long-term debt Deferred income taxes Pensions Other noncurrent liabilities Total liabilities Commitments and contingencies (see Note 20) Shareholders' equity Preferred stock, 50.025 par value, authorized 16.0 million shares, issued - none Common stock, $0.625 par value, authorized 80.0 million shares, issued 54.3 million and 53.4 million shares Additional paid-in capital Retained earnings Accumulated other comprehensive loss Treasury stock, at cost, 2.7 million and 2.5 million shares Total Modine shareholders' equity Noncontrolling interest Total equity Total liabilities and equity 1.4 21.9 233.9 66.5 103.3 42.2 469.2 311.2 5.9 58.6 75.7 920.6 49.2 372.0 452.0 8.1 130.9 79.5 1,042.5 33.9 255.0 259.2 (161.2) (38.2) 348,7 7.4 356.1 1.276.7 33.3 245.1 469.9 (223.3 (37.1 487.9 5.7 493.6 1,536.1 $ S The notes to consolidated financial statements are an integral part of these statements. 46 Inble of Contents MODINE MANUFACTURING COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS For the years ended March 31, 2021, 2020 and 2019 (In millions) 2021 2020 2019 $ S 5.6 (22.0) 14.7 103.3 Cash flows from operating activities: Net (Loss) earnings Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: Depreciation and amortization Impairment charges (Gain) loss on sale of assets Stock-based compensation expense Deferred income taxes Othernet Changes in operating assets and liabilities: Trade accounts receivable Inventories Accounts payable Accrued compensation and employee benefits Other assets Other liabilities Net cash provided by operating activities Cash flows from investing activities: : Expenditures for property, plant and equipment Proceeds from dispositions of assets Proceeds from sale of investment in affiliate Proceeds from maturities of short-term investments Purchases of short-term investments Othernet Net cash used for investing activities Cash flows from financing activities: Borrowings of debt Repayments of debt Borrowings on bank overdraft facilities - net Dividend paid to noncontrolling interest Purchase of treasury stock under share repurchase program Financing fees paid Othernet Net cash (used for) provided by financing activities Effect of exchange rate changes on cash Net (decrease) increase in cash, cash equivalents, restricted cash and cash held for sale Cash, cash equivalents, restricted cash and cash held for sale - beginning of year Cash, cash equivalents, restricted cash and cash held for sale - end of year ap rat LEGECIN LE TEEGIA ETA@III GT (71.3) 6.2 3.8 Els ba becA Leela, el EEEECE (@azie a 221.3 (241.9 ( (1.6) $ 71.3 Additional Common stock paid-in Retained Shares Amount Capital earnings 52.3 $ 32.7 S 229.9 $ 394.9 Treasury Accumulated other stock Non-controlling comprehensive loss at cost interest $ (140.3) $ (27.1) $ 8.4 Total 498.5 $ (7.6) 84.8 (7.6 85.9 1.1 (38.1 (0.5 0.5 0.3 0.8 ### (4.3 7.9 52.8 33.0 238.6 472.1 (178.4) (31.4) (1.8) 7.2 0.2 (2.2 (44.9 (0.4) Balance, March 31, 2018 Adoption of new accounting guidance (Note 1) Net earnings Other comprehensive loss Stock options and awards Purchase of treasury stock Stock-based compensation expense Dividend paid to noncontrolling interest Balance, March 31, 2019 Net (loss) earnings Other comprehensive loss Stock options and awards Purchase of treasury stock Stock-based compensation expense Dividend paid to noncontrolling interest Balance, March 31, 2020 Net (loss) earnings Other comprehensive income Stock options and awards Purchase of treasury stock Stock-based compensation expense Balance, March 31, 2021 0.6 0.3 (0.1 1 El be la Llei Or O G B C E GU I (5.7 HIER 6.6 53.4 33.3 245.1 (223.3 (37.1) 469.9 (210.7 (1.3) 5.7 1.2 (209.5 62.1 !!!! 0.5 1... 0.9 19 3.6 (1.1 54.3 % 6.3 255.0 6.3 356,1 33.9 S $ 259.2 $ (1612) $ (38.2) $ 74$ The notes to consolidated financial statements are an integral part of these statements. 48 MODINE MANUFACTURING COMPANY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In millions, except per share amounts) Disaggregation of Revenue The tables below present revenue to external customers for each of the Company's business segments by primary end market, geographic location, and based upon the timing of revenue recognition: Year ended March 31, 2021 Segment BHVAC CIS HDE Automotive Total Primary end market: Commercial HVAC&R 181.6 420.6 602.2 Data center cooling 58.7 47.3 106.0 Industrial cooling 55.4 55.4 Commercial vehicle 250.4 14.4 264,8 Off-highway 260.7 34 264.1 Automotive and light vehicle 97.9 357.8 455.7 Other 0.3 8.7 73.1 22.7 104.8 Net sales 240.6 532.0 682.1 398.3 1,853.0 $ S $ $ 388.2 S 144.2 96.4 S 267.7 219.8 44.5 532.0 1332 160.7 682.1 51.0 282.0 65.3 851.1 731.4 270.5 1,853.0 240.6 S 398,3 Geographic location: Americas Europe Asia Net sales Timing of revenue recognition: Products transferred at a point in time Products transferred over time Net sales 240.6 $ S 398.3 S 486.3 45.7 532.0 655.2 26.9 682.1 1.780.4 72.6 1,853.0 $ 240.6 $ S 398.3 S Year ended March 31, 2020 HDE Automotive BHVAC CIS Segment Total $ 176.6 42.7 463.1 1075 43.5 Primary end market: Commercial HVACAR Data center cooling Industrial cooling Commercial vehicle Off-highway Automotive and light vehicle Other Net sales 302. 240.8 108.4 94.6 745.9 21.6 13.1 400.4 9.8 444.9 639.7 150.2 43.5 323.7 253.9 508.8 116.0 2.035.8 1.8 221.1 9.8 623.9 S $ $ S S 139.1 82.0 345.9 232.6 45.4 623.9 484.5 141.2 120.2 745.9 70.3 321.0 53.6 444.9 1,039.8 776.8 219.2 2,035.8 221.1 S Geographic location: Americas Europe Asia Net sales Timing of revenue recognition: Products transferred at a point in time Products transferred over time Net sales 221.1 $ S 444.9 S 518.2 105.7 623.9 ||| 715.1 30.8 745.9 1,899.3 136.5 2.035.8 221.1 S 444.9 37 Table of contents MODINE MANUFACTURING COMPANY The following table presents our consolidated financial results on a comparative basis for fiscal years 2021, 2020 and 2019. Years ended March 31. 2021 2020 2019 in millions) s's of sales of sales W of sules Net sales 1.805 100,0% 1.976 100.0% 2.213 100.096 Cost of sales 1515 83.8% 1.668 84.4% 1.847 83.5 Gross profit 293 16.2% 308 15.6% 366 16.5% Selling general and administrative expenses 211 11.7% 250 12.6% 244 11.0N Restructuring expenses 13 0.7% 0.6% 10 04 Impairment charges 9.2% 0.4% (Gain loss on sale of assets ( 01% Operating loss) income 195) 35% 110 50% Interest expense (19) -1.1% ( 25) -1.196 Other expense - net (2) -0.1% -0.20 (Loss) earnings before income taxes (119) -6.6% 3.7 (Provision) benefit for income taxes 100 -50% 0.21 Net doss) earnings 209) -11.6% 3 Year Ended March 31, 2021 Compared with Year Ended March 31, 2020 167 oledades HET Illegal

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