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Item 1. Financial Statements

2026-01-07 compared with 2025-10-09 · 151 added, 125 removed, 530 unchanged (34% of the section changed)

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

(In thousands, except stock data) August 30, 2025 March 1, 2025

(In thousands, except stock data) November 29, 2025 March 1, 2025

Current assets

40 unchanged sentences

CONSOLIDATED RESULTS OF OPERATIONS

Three Months Ended Six Months Ended

(In thousands, except per share data) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Three Months Ended Nine Months Ended

(In thousands, except per share data) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Net sales $ 348,563 $ 341,344 $ 1,053,379 $ 1,015,300

14 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS

Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Three Months Ended Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Net earnings $ 16,549 $ 20,989 $ 37,511 $ 82,566

Other comprehensive earnings (loss):

Unrealized (loss) gain on marketable securities, net of $( 2 ), $ 30 , $ 8 , and $ 29 of tax (benefit) expense, respectively

Unrealized gain (loss) on marketable securities, net of $ 9 , $( 13 ), $ 17 , and $ 16 of tax expense (benefit), respectively

34 ( 48 ) 62 60

2 unchanged sentences

Foreign currency translation adjustments ( 445 ) ( 1,619 ) 2,701 ( 2,780 )

Other comprehensive earnings (loss) 84 ( 1,224 ) 2,692 ( 703 )

Other comprehensive (loss) earnings ( 610 ) ( 1,736 ) 2,082 ( 2,439 )

Total comprehensive earnings $ 15,939 $ 19,253 $ 39,593 $ 80,127

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

(In thousands) August 30, 2025 August 31, 2024

Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024

Operating Activities

9 unchanged sentences

Other, net 4,596 1,800

Changes in operating assets and liabilities:

Changes in operating assets and liabilities, net of business acquired:

Receivables 9,431 ( 2,191 )

13 unchanged sentences

Sales/maturities of marketable securities 1,485 2,370

Acquisition of business, net of cash acquired — ( 233,125 )

Net cash used in investing activities ( 15,774 ) ( 257,101 )

2 unchanged sentences

Repayment on revolving credit facilities ( 110,000 ) ( 115,201 )

Proceeds from term loans — 250,000

Repayment of term loans — ( 20,000 )

Repurchase of common stock — ( 15,061 )

2 unchanged sentences

Other, net ( 5,342 ) ( 5,884 )

Net cash used in financing activities ( 29,130 ) ( 34,633 )

Net cash (used in) provided by financing activities ( 51,909 ) 169,019

Effect of exchange rates on cash 928 ( 409 )

Decrease in cash, cash equivalents and restricted cash ( 1,922 ) 13,808

(Decrease) increase in cash, cash equivalents and restricted cash ( 133 ) 6,639

Cash, cash equivalents and restricted cash at beginning of period 41,448 37,216

23 unchanged sentences

Balance at August 30, 2025 21,515 $ 7,172 $ 158,065 $ 367,578 $ ( 32,600 ) $ 500,215

Net earnings — — — 16,549 — 16,549

Other comprehensive loss, net of tax — — — — ( 610 ) ( 610 )

Issuance of stock, net of cancellations 19 2 ( 473 ) ( 205 ) — ( 676 )

Share-based compensation — — 3,796 — — 3,796

Other share retirements ( 42 ) ( 10 ) ( 357 ) ( 1,092 ) — ( 1,459 )

Cash dividends, $ 0.26 per share

— — — ( 5,524 ) — ( 5,524 )

Balance at November 29, 2025 21,492 $ 7,164 $ 161,031 $ 377,306 $ ( 33,210 ) $ 512,291

See accompanying notes to consolidated financial statements.

21 unchanged sentences

Balance at August 31, 2024 21,946 $ 7,315 $ 155,883 $ 373,458 $ ( 30,234 ) $ 506,422

Net earnings — — — 20,989 — 20,989

Other comprehensive loss, net of tax — — — — ( 1,736 ) ( 1,736 )

Issuance of stock, net of cancellations 1 — — — — —

Share-based compensation — — 2,425 — — 2,425

Other share retirements ( 8 ) ( 2 ) ( 60 ) ( 552 ) — ( 614 )

Cash dividends, $ 0.25 per share

— — — ( 5,417 ) — ( 5,417 )

Balance at November 30, 2024 21,939 $ 7,313 $ 158,248 $ 388,478 $ ( 31,970 ) $ 522,069

See accompanying notes to consolidated financial statements.

7 unchanged sentences

All adjustments necessary for a fair presentation of quarterly and year to date operating results are reflected herein.

The results of operations for the three- and six-month periods ended August 30, 2025, are not necessarily indicative of the results to be expected for the full year.

The results of operations for the three and nine month periods ended November 29, 2025, are not necessarily indicative of the results to be expected for the full year.

Adoption of new accounting standards

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The following table disaggregates total revenue by timing of recognition (see Note 12 for disclosure of revenue by segment):

Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Three Months Ended Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Recognized at shipment $ 163,008 $ 150,704 $ 492,845 $ 427,945

4 unchanged sentences

We also recognize revenue over time using both the input method and output method.

The contracts for the businesses that recognize revenue following an over-time input method have a single, bundled performance obligation, as these businesses generally provide interrelated products and services and integrate these products and services into a combined output specified

by the customer.

The contracts for the businesses that recognize revenue following an over-time input method have a single, bundled performance obligation, as these businesses

generally provide interrelated products and services and integrate these products and services into a combined output specified by the customer.

The customer obtains control of this combined output, generally integrated window systems or installed window and curtainwall systems, over time.

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An account is written off when it is determined that the asset is no longer collectible.

(In thousands) August 30, 2025 March 1, 2025

(In thousands) November 29, 2025 March 1, 2025

Trade accounts $ 111,819 $ 117,533

3 unchanged sentences

Receivables, net $ 176,588 $ 185,590

The following table summarizes the activity in the allowance for credit losses for the six months ended August 30, 2025:

(In thousands) August 30, 2025

The following table summarizes the activity in the allowance for credit losses for the nine months ended November 29, 2025:

(In thousands) November 29, 2025

Beginning balance $ 2,667

9 unchanged sentences

In certain parts of our business that recognize revenue over time, progress billings follow an agreed-upon schedule of values.

(In thousands) August 30, 2025 March 1, 2025

(In thousands) November 29, 2025 March 1, 2025

Contract assets $ 66,645 $ 71,842

1 unchanged sentence

The changes in contract assets and contract liabilities were mainly due to timing of project activity within our businesses that operate under long-term contracts.

Other contract-related disclosures Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Other contract-related disclosures

Three Months Ended Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Revenue recognized related to contract liabilities from prior year-end $ 700 $ 399 $ 29,029 $ 30,760

2 unchanged sentences

Generally, these contracts are found in our businesses that typically operate with long-term contracts, which recognize revenue over time.

The transaction prices associated with unsatisfied performance obligations at August 30, 2025, are expected to be satisfied, and the corresponding revenue to be recognized, over the following estimated time periods:

(In thousands) August 30, 2025

The transaction prices associated with unsatisfied performance obligations at November 29, 2025, are expected to be satisfied, and the corresponding revenue to be recognized, over the following estimated time periods:

(In thousands) November 29, 2025

Within one year

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The net cumulative catch-up adjustments on our longer-term contracts for changes in estimates had the following effect on the respective periods shown:

(in thousands, except earnings per share data) Three Months Ended Six Months Ended

August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

(in thousands, except earnings per share data) Three Months Ended Nine Months Ended

November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Operating income

3 unchanged sentences

0.14 0.20 0.17 0.44

(In thousands) August 30, 2025 March 1, 2025

(In thousands) November 29, 2025 March 1, 2025

Raw materials $ 46,900 $ 36,804

7 unchanged sentences

(In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated

August 30, 2025 $ 9,262 $ 18 $ 172 $ 9,108

November 29, 2025 $ 9,211 $ 27 $ 137 $ 9,101

March 1, 2025 10,148 33 222 9,959

1 unchanged sentence

Our third-party carriers require Prism to maintain fixed-maturity investments for the purpose of providing collateral for Prism’s obligations under these agreements.

The amortized cost and estimated fair values of these investments at August 30, 2025, by contractual maturity, are shown below.

The amortized cost and estimated fair values of these investments at November 29, 2025, by contractual maturity, are shown below.

Expected maturities may differ from contractual maturities, as borrowers may have the right to call or prepay obligations with or without penalty.

11 unchanged sentences

In fiscal 2020, we entered into an interest rate swap with a notional value of $ 30.0 million with an expiration date of February 5, 2026.

We entered into these swaps to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate revolving credit facility.

As of August 30, 2025, we had no foreign exchange option contracts with U.S.

We entered into these swaps to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate credit facility.

As of November 29, 2025, we had no foreign exchange option contracts with U.S.

dollar notional values outstanding.

8 unchanged sentences

Financial assets and liabilities measured at fair value on a recurring basis were:

(In thousands) Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Total Fair Value

August 30, 2025

(In thousands) Quoted Prices in Active Markets

(Level 1) Other Observable Inputs

(Level 2) Total Fair Value

November 29, 2025

Money market funds $ 30,493 $ — $ 30,493

17 unchanged sentences

The Credit Agreement contains two maintenance financial covenants that require our Consolidated Leverage Ratio (as defined in the Credit Agreement) to be less than 3.50 and our Consolidated Interest Coverage Ratio (as defined in the Credit Agreement) to exceed 3.00 .

At August 30, 2025, we were in compliance with all covenants as defined under the terms of the Credit Agreement.

At November 29, 2025, we were in compliance with all covenants as defined under the terms of the Credit Agreement.

The Credit Agreement also contains an acquisition “holiday”.

1 unchanged sentence

No more than two acquisition holidays can occur during the term of the Credit Agreement, and at least two fiscal quarters must separate qualifying acquisitions.

Borrowings under the Credit Agreement bear floating interest at either the Base Rate or Term Secured Overnight Financing Rate (SOFR), or, for CAD borrowings, Canadian Overnight Repo Rate Average (CORRA) plus, in each a margin based on the

Consolidated Leverage Ratio (as defined in the Credit Agreement).

For Base Rate borrowings, the margin ranges from 0.25 % to 0.75 %.

4 unchanged sentences

On November 4, 2024, as part of the acquisition of UW Interco, LLC (UW Solutions), and for working capital and general corporate purposes, we executed a drawdown against the delayed draw term loan facility for $ 250.0 million.

Outstanding borrowings under the term loan facility were $ 215.0 million as of August 30, 2025.

Outstanding borrowings under the revolving credit facility were $ 55.0 million as of August 30, 2025.

At August 30, 2025, we had a total of $ 2.6 million of ongoing letters of credit related to the senior credit facility, construction contracts and insurance collateral that expire in fiscal year 2026 and reduce borrowing capacity under the revolving credit facility.

As of August 30, 2025, the amount available for revolving borrowings was $ 392.4 million.

The fair value of our senior credit facility approximated carrying value at August 30, 2025, and would be classified as Level 2 within the fair value hierarchy described in Note 4, due to the variable interest rates on these instruments.

Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Outstanding borrowings under the term loan facility were $ 215.0 million as of November 29, 2025.

Outstanding borrowings under the revolving credit facility were $ 40.0 million as of November 29, 2025.

At November 29, 2025, we had a total of $ 2.6 million of ongoing letters of credit related to the senior credit facility, construction contracts and insurance collateral that expire in fiscal 2027 and reduce borrowing capacity under the revolving credit facility.

As of November 29, 2025, the amount available for revolving borrowings was $ 407.4 million.

The fair value of our senior credit facility approximated carrying value at November 29, 2025, and would be classified as Level 2 within the fair value hierarchy described in Note 4, due to the variable interest rates on these instruments.

Three Months Ended Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Interest on debt $ 3,911 $ 2,077 $ 13,005 $ 4,590

4 unchanged sentences

$ 3,227 $ 1,044 $ 11,148 $ 2,634

Interest payments under the credit facilities were $ 9.0 million and $ 2.6 million for the six months ended August 30, 2025 and August 31, 2024, respectively.

The weighted average interest rates on borrowings outstanding, inclusive of the impact of our interest rate swap as of August 30, 2025, and March 1, 2025, were 3.88 % and 4.32 %, respectively.

Interest payments under the credit facilities were $ 13.2 million and $ 3.5 million for the nine months ended November 29, 2025 and November 30, 2024, respectively.

The weighted average interest rates on borrowings outstanding, inclusive of the impact of our interest rate swaps as of November 29, 2025, and March 1, 2025, were 3.16 % and 4.32 %, respectively.

Commitments and Contingent Liabilities

1 unchanged sentence

In the ordinary course of business, predominantly in our Architectural Services Segment, we are required to provide surety or performance bonds that commit payments to our customers for non-performance against our contracts.

At August 30, 2025, $ 1.2 billion of these types of bonds were outstanding, of which $ 293.7 million is in our backlog.

At November 29, 2025, $ 1.2 billion of these types of bonds were outstanding, of which $ 253.0 million is in our backlog.

These bonds have expiration dates that align with the completion of these contracts.

4 unchanged sentences

Factors that could have an impact on these accruals in any given period include changes in manufacturing quality, changes in product mix, and any significant changes in sales volume.

Six Months Ended

(In thousands) August 30, 2025

Nine Months Ended

(In thousands) November 29, 2025

Beginning balance $ 18,461

Additional accruals 3,052

Credits against costs and expenses ( 1,044 )

Claims paid ( 3,504 )

Ending balance $ 13,913

Additionally, we are subject to project management and installation-related contingencies as a result of our fixed-price material supply and installation service contracts, primarily in our Architectural Services Segment and in certain parts of our Architectural Metals Segment.

Architectural Metals Segment.

We manage the risk of these exposures through contract negotiations, proactive project management and insurance coverages.

Letters of credit

At August 30, 2025, we had $ 2.6 million of ongoing letters of credit as discussed in Note 5.

At November 29, 2025, we had $ 2.6 million of ongoing letters of credit as discussed in Note 5.

Purchase obligations

Purchase obligations for raw material commitments and capital expenditures totaled $ 15.5 million as of August 30, 2025.

Purchase obligations for raw material commitments and capital expenditures totaled $ 16.4 million as of November 29, 2025.

New Markets Tax Credit (NMTC) transactions

At August 30, 2025, we had one outstanding NMTC arrangement to support operational expansion.

Proceeds received from investors on this transaction are included within other current liabilities in our consolidated balance sheets.

The NMTC arrangement is subject to 100 percent tax credit recapture for a period of seven years from the date of transaction.

Upon the termination, proceeds will be recognized in earnings in exchange for the transfer of tax credits.

The direct and incremental costs incurred in structuring this arrangement have been deferred and are included in other current assets in our consolidated balance sheets.

These costs will be recognized in conjunction with the recognition of the related proceeds.

During the construction phase or for working capital purposes, we are required to hold cash dedicated to fund the project, which is classified as restricted cash in our consolidated balance sheet.

As a result of the structure of this transaction, a variable-interest entity was created.

As the other investors in this program do not have a material interest in the entity's underlying economics, we include 100% of the results of the variable-interest entity in our consolidated financial statements.

During the second quarter ended August 30, 2025, one NMTC transaction was settled as expected and, as a result, a $ 4.6 million benefit was recorded in other (income) expense, net.

We expect the last outstanding NMTC transaction to be settled during the third quarter of fiscal 2026.

The table below provides a summary of estimated benefits related to our outstanding NMTC transaction (in thousands):

Inception date Termination date Deferred benefit Deferred costs Net benefit

September 2018 September 2025 $ 3,198 $ 1,031 $ 2,167

During the second quarter ended August 30, 2025, one NMTC transaction was settled and, as a result, a $ 4.6 million benefit was recorded in other (income) expense, net.

During the third quarter ended November 29, 2025, the final remaining NMTC transaction was settled and, as a result, a $ 2.1 million benefit was recorded in other (income) expense, net.

When these transactions were initiated, the proceeds received from investors were included within other current liabilities in our consolidated balance sheets.

The NMTC arrangements were subject to 100 percent tax credit recapture for a period of seven years from the date of transaction.

Upon the termination, proceeds were recognized in earnings in exchange for the transfer of tax credits.

The direct and incremental costs incurred in structuring this arrangement were deferred and were included in other current assets in our consolidated balance sheets.

These costs were recognized in conjunction with the recognition of the related proceeds as settled.

During the construction phase or for working capital purposes, we were required to hold cash dedicated to fund the project, which was classified as restricted cash in our consolidated balance sheet.

As a result of the structure of these transactions, a variable-interest entity was created.

As the other investors in these programs did not have a material interest in the entity's underlying economics, we included 100% of the results of the variable-interest entity in our consolidated financial statements.

The Company is a party to various legal proceedings incidental to its normal operating activities.

15 unchanged sentences

The balances owed are reflected in accounts payable in the consolidated balance sheets and are reflected in net cash provided by operating activities in our consolidated statements of cash flows when settled.

The following table summarizes the obligation activity and outstanding balance for the six months ended August 30, 2025, that we have confirmed as valid to the administrators of our program:

(In thousands) August 30, 2025

The following table summarizes the obligation activity and outstanding balance for the nine months ended November 29, 2025, that we have confirmed as valid to the administrators of our program:

(In thousands) November 29, 2025

Balance at beginning of period $ 6,846

3 unchanged sentences

Shareholders' Equity

We paid dividends totaling $ 11.0 million ($ 0.52 per share) in the first six months of fiscal 2026, compared to dividends paid of $ 10.8 million ($ 0.50 per share) in the comparable prior year period.

We paid dividends totaling $ 16.6 million ($ 0.78 per share) in the first nine months of fiscal 2026, compared to dividends paid of $ 16.2 million ($ 0.75 per share) in the comparable prior year period.

During fiscal 2004, the Board of Directors authorized a share repurchase program allowing us to repurchase shares of our outstanding common stock, with subsequent increases in authorization.

During the six months ended August 30, 2025, we did not repurchase shares under the program.

During the six months ended August 31, 2024, we repurchased 241,573 shares under the program, for a total cost of $ 15.1 million.

During the nine months ended November 29, 2025, we did not repurchase shares under the program.

During the nine months ended November 30, 2024, we repurchased 241,573 shares under the program, for a total cost of $ 15.1 million.

We have repurchased a total of 12,063,207 shares, at a total cost of $ 438.5 million, since the inception of this program in fiscal 2004.

7 unchanged sentences

In that case, the exercise price shall equal the fair market value on the most recent preceding date when such market is open.

The table below sets forth the number of stock-based compensation awards granted during the six-months ended August 30, 2025, along with the weighted average grant date fair value:

The table below sets forth the number of stock-based compensation awards granted during the nine months ended November 29, 2025, along with the weighted average grant date fair value:

Awards Number of Awards Weighted Average Grant Date Fair Value

6 unchanged sentences

These grants allow for the right to receive a variable number of shares, between 0 % and 200 % of target, dependent on being employed at the end of the performance period and achieving defined performance goals for average adjusted return on invested capital and cumulative adjusted earnings per share.

Total share-based compensation expense included in the results of operations was $ 0.5 million and $ 2.9 million for the three months ended August 30, 2025, and August 31, 2024, respectively and $ 2.8 million and $ 5.6 million for the six months ended August 30, 2025, and August 31, 2024, respectively.

At August 30, 2025, there was $ 14.1 million of total unrecognized compensation cost related to nonvested share and nonvested share unit awards, which is expected to be recognized over a weighted average period of approximately 26 months.

The total fair value of shares vested during the six months ended August 30, 2025, was $ 7.8 million.

Total share-based compensation expense included in the results of operations was $ 3.8 million and $ 2.4 million for the three months ended November 29, 2025, and November 30, 2024, respectively and $ 6.6 million and $ 8.1 million for the nine months ended November 29, 2025, and November 30, 2024, respectively.

On October 31, 2025, the Company announced the separation of its Chief Executive Officer.

In connection with this separation agreement, the Board of Directors approved the accelerated vesting of certain outstanding unvested restricted stock awards and performance share unit awards previously granted.

As a result of this modification, the Company recognized incremental stock-based compensation expense of $ 2.1 million during the third quarter of fiscal 2026, representing the fair value of the awards that would have otherwise vested over the remaining service periods.

This amount is included in SG&A expenses in the Consolidated Results of Operations.

At November 29, 2025, there was $ 9.4 million of total unrecognized compensation cost related to nonvested share and nonvested share unit awards, which is expected to be recognized over a weighted average period of approximately 2.0 years.

The total fair value of shares vested during the nine months ended November 29, 2025, was $ 12.4 million.

We file income tax returns in the U.S.

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In September 2025, the Company was notified that the Internal Revenue Service will conduct a U.S.

federal examination for fiscal year 2023.

federal examination for fiscal 2023.

There is very limited audit activity of our income tax returns in U.S.

state jurisdictions or international jurisdictions.

For interim periods, our income tax expense and resulting effective tax rate are based upon an estimated annual effective tax rate adjusted for the effects of items required to be treated as discrete to the period, including changes in tax laws, changes in estimated exposures for uncertain tax positions and other items.

For the three months ended August 30, 2025, income tax expense as a percentage of earnings before income tax was 15.4 %, compared to 25.7 % for the same period last year.

The change in the effective tax rate was primarily due to a decrease in tax expense on discrete items.

For the six months ended August 30, 2025, income tax expense as a percentage of earnings before income tax was 30.9 % compared to 25.1 % for the same period last year.

The increase in the effective tax rate was primarily driven by lower net earnings before income tax.

The total liability for unrecognized tax benefits was $ 6.2 million at August 30, 2025, compared to $ 6.0 million at March 1, 2025.

For interim periods, income tax expense and resulting effective tax rate are based upon an estimated annual effective tax rate adjusted for the effects of items required to be treated as discrete to the period, including changes in tax laws, changes in estimated exposures for uncertain tax positions and other items.

For the three months ended November 29, 2025, income tax expense as a percentage of earnings before income tax was 31.4 %, compared to 24.1 % for the same period last year.

The change in the effective tax rate was primarily due to an increase in tax expense on discrete items.

For the nine months ended November 29, 2025, income tax expense as a percentage of earnings before income tax was 31.1 % compared to 24.8 % for the same period last year.

The increase in the effective tax rate was primarily driven by tax expenses on discrete items.

The total liability for unrecognized tax benefits was $ 5.9 million at November 29, 2025, compared to $ 6.0 million at March 1, 2025.

Penalties and interest related to unrecognized tax benefits are recorded in income tax expense.

1 unchanged sentence

These include extensions and modifications to certain provisions originally enacted under the Tax Cuts and Jobs Act.

Key changes include the immediate expensing of domestic research and development costs, the reinstatement of 100% bonus depreciation, and a new interest expense limitation based on EBITDA.

These provisions did not have a material effect on the Company’s financial statements for the six-month period ended August 30, 2025.

Key changes include the immediate expensing of domestic research and development costs, the reinstatement of 100% bonus depreciation, and a new interest expense limitation based on earnings before interest, taxes, depreciation and amortization (EBITDA).

These provisions did not have a material effect on the Company’s effective tax rate for the nine-month period ended November 29, 2025.

Earnings per Share

The following table presents a reconciliation of the share amounts used in the computation of basic and diluted earnings per share (diluted EPS):

Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Three Months Ended Nine Months Ended

(In thousands) November 29, 2025 November 30, 2024 November 29, 2025 November 30, 2024

Net earnings $ 16,549 $ 20,989 $ 37,511 $ 82,566

1 unchanged sentence

Weighted average effect of nonvested share grants and assumed exercise of stock options 290 135 219 148

182 113 189 192

Diluted earnings per share – weighted average common shares and potential common shares outstanding 21,592 21,917 21,568 21,937

Stock awards excluded from the calculation of earnings per share because the effect was anti-dilutive (award price greater than average market price of the shares) 213 1 213 18

Earnings per share:

$ 0.78 $ 0.96 $ 1.76 $ 3.79

Basic earnings per share $ 1.10 $ 1.40 $ 0.98 $ 2.83

Diluted earnings per share $ 1.10 $ 1.40 $ 0.97 $ 2.80

$ 0.77 $ 0.96 $ 1.74 $ 3.76

Business Segment Data

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The Company’s CEO is the chief operating decision maker (CODM) .

The CODM utilizes net sales and adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.

The CODM utilizes net sales and adjusted EBITDA to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.

Net sales, adjusted cost of sales, adjusted SG&A, adjusted other income (expense), depreciation and amortization and the resulting adjusted EBITDA for each of the Company’s four reportable segments are presented below.

3 unchanged sentences

We report these unallocated corporate costs in Corporate and Other.

Three Months Ended August 30, 2025

Three Months Ended November 29, 2025

(In thousands) Architectural Metals Architectural Services Architectural Glass Performance Surfaces Total

8 unchanged sentences

— — ( 12 ) — ( 12 )

Depreciation and amortization 3,752 911 3,323 3,789 11,775

Adjusted depreciation and amortization 3,662 809 3,379 3,913 11,763

Adjusted EBITDA $ 16,750 $ 10,198 $ 11,534 $ 11,921 $ 50,403

Three Months Ended August 31, 2024

Three Months Ended November 30, 2024

(In thousands) Architectural Metals Architectural Services Architectural Glass Performance Surfaces Total

8 unchanged sentences

— — ( 6 ) — ( 6 )

Depreciation and amortization 4,172 955 3,080 790 8,997

Adjusted depreciation and amortization 3,932 981 3,069 2,461 10,443

Adjusted EBITDA $ 17,484 $ 9,995 $ 13,180 $ 8,634 $ 49,293

Six Months Ended August 30, 2025

Nine Months Ended November 29, 2025

(In thousands) Architectural Metals Architectural Services Architectural Glass Performance Surfaces Total

8 unchanged sentences

— — ( 77 ) — ( 77 )

Depreciation and amortization 7,566 1,983 6,593 7,338 23,480

Adjusted depreciation and amortization 11,229 2,789 9,970 11,251 35,239

Adjusted EBITDA $ 46,946 $ 21,279 $ 36,598 $ 31,100 $ 135,923

Six Months Ended August 31, 2024

Nine Months Ended November 30, 2024

(In thousands) Architectural Metals Architectural Services Architectural Glass Performance Surfaces Total

8 unchanged sentences

— — 116 — 116

Depreciation and amortization 8,679 1,905 6,089 1,586 18,259

Adjusted depreciation and amortization 12,609 2,887 9,158 4,046 28,700

Adjusted EBITDA $ 63,551 $ 23,911 $ 57,551 $ 18,858 $ 163,871

Adjusted cost of sales excludes $ 0.3 million and $ 3.0 million of adjustments related to acquisition and restructuring expense, respectively, for the three months ended August 30, 2025, and excludes $ 0.4 million and $ 9.9 million of adjustments related to acquisition and restructuring expense, respectively, for the six months ended August 30, 2025.

Adjusted cost of sales excludes $ 0.9 million and $ 1.4 million of adjustments related restructuring expense for the three and six months ended August 31, 2024, respectively.

Adjusted cost of sales excludes $ 0.1 million and $ 3.4 million related to acquisition and restructuring expense, respectively, for the three months ended November 29, 2025, and excludes $ 0.5 million and $ 13.3 million related to acquisition and restructuring expense, respectively, for the nine months ended November 29, 2025.

Adjusted cost of sales excludes $ 0.1 million of income and $ 1.3 million of expense related to restructuring for the three and nine months ended November 30, 2024, respectively.

For the three and nine months ended November 30, 2024, adjusted cost of sales excludes $ 0.4 million related to acquisition expense.

These adjustments are described in greater detail in the reconciliation below.

(2) Adjusted SG&A expense excludes $ 0.9 million and $ 0.1 million of adjustments related to acquisition and restructuring expense, respectively, for the three months ended August 30, 2025, and excludes $ 1.1 million and $ 5.9 million of adjustments related to acquisition and restructuring expense, respectively, for the six months ended August 30, 2025.

Adjusted SG&A expense excludes $ 0.3 million and $ 0.7 million of adjustments related restructuring expense for the three and six months ended August 31, 2024, respectively These adjustments are described in greater detail in the reconciliation below.

Adjusted other income, net excludes $ 4.6 million of NMTC gain recognized for the three and six months ended August 30, 2025.

(2) Adjusted SG&A expense excludes $ 0.2 million and $ 1.0 million related to acquisition and restructuring expense, respectively, for the three months ended November 29, 2025, and excludes $ 1.2 million and $ 6.9 million related to acquisition and restructuring expense, respectively, for the nine months ended November 29, 2025.

Adjusted SG&A expense excludes $ 0.3 million and $ 1.0 million related to restructuring expense for the three and nine months ended November 30, 2024, respectively.

For the three and nine months ended November 30, 2024, adjusted SG&A excludes $ 0.9 million related to acquisition expense.

These adjustments are described in greater detail in the reconciliation below.

Adjusted other income, net excludes $ 2.1 million and $ 6.7 million of NMTC gain recognized for the three and nine months ended November 29, 2025, respectively.

The following table presents the reconciliation of adjusted EBITDA to net earnings, the nearest measurement under U.S.

Three Months Ended Six Months Ended

(In thousands) August 30, 2025 August 31, 2024 August 30, 2025 August 31, 2024

Three Months Ended Nine Months Ended

(In thousands) November 29,

2025 November 30,

2024 November 29,

2025 November 30,

Segment Adjusted EBITDA $ 50,403 $ 49,293 $ 135,923 $ 163,871

12 unchanged sentences

(2) Segment restructuring charges related to Project Fortify.

Other income, net includes $ 4.6 million of NMTC gain recognized for the three and six months ended August 30, 2025.

Other income, net includes $ 2.1 million and $ 6.7 million of NMTC gain recognized for the three and nine months ended November 29, 2025, respectively.

On November 4, 2024, we completed the acquisition of UW Solutions for $ 240.9 million in cash.

5 unchanged sentences

During fiscal 2025, we incurred total pre-tax acquisition-related expenses of $ 10.3 million associated with the acquisition.

During the three-month period ended August 30, 2025, we incurred integration costs associated with the acquisition of $ 1.3 million, of which $ 0.3 million and $ 1.0 million are included in cost of sales and SG&A, respectively, within our consolidated results of operations.

During the six-month period ended August 30, 2025, we incurred integration costs associated with the acquisition of $ 1.6 million, of which $ 0.4 million and $ 1.2 million are included in cost of sales and SG&A, respectively, within our consolidated results of operations.

During the three-month period ended November 29, 2025, we incurred integration costs associated with the acquisition of $ 0.3 million, of which $ 0.1 million and $ 0.2 million are included in cost of sales and SG&A, respectively, within our Consolidated Results of Operations.

During the nine-month period ended November 29, 2025, we incurred integration costs associated with the acquisition of $ 2.0 million, of which $ 0.5 million and $ 1.5 million are included in cost of sales and SG&A, respectively, within our Consolidated Results of Operations.

We accounted for the acquisition as a purchase of a business and recorded the excess of the purchase price over the estimated fair value of the assets acquired and liabilities assumed as goodwill of $ 107.8 million.

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Net assets recorded $ 240,873

The impact of the acquisition of UW Solutions on our consolidated results of operations for the three-month period ended on August 30, 2025, was $ 24.9 million of net sales and $ 0.8 million of net loss, and for the six-month period ended on August 30, 2025, was $ 46.9 million of net sales and $ 2.2 million of net loss.

The impact of the acquisition of UW Solutions on our Consolidated Results of Operations for the three-month period ended on November 29, 2025, was $ 27.9 million of net sales and $ 0.3 million of net income, and for the nine-month period ended on November 29, 2025, was $ 74.8 million of net sales and $ 1.8 million of net loss.

The following supplemental unaudited pro forma information presents our financial results as if the acquisition of UW Solutions had occurred on March 3, 2024.

1 unchanged sentence

(in thousands, except earnings per share data)

(Unaudited) Three Months Ended Six Months Ended

August 31, 2024 August 31, 2024

(Unaudited) Three Months Ended Nine Months Ended

November 30, 2024 November 30, 2024

Net sales $ 359,904 $ 1,077,941

3 unchanged sentences

Diluted $ 0.93 $ 3.29

Nonrecurring charges of $ 4.4 million of transaction costs, $ 2.1 million of integration costs, $ 2.3 million of amortization of acquired backlog, and $ 1.5 million of inventory step-up expense incurred in the third and fourth quarters of fiscal 2025 are reflected as if those charges were incurred in the first and second quarters of the fiscal 2025 supplemental pro forma earnings.

Nonrecurring charges of $ 0.2 million of integration costs incurred in the first quarter of fiscal 2026 are reflected as if those charges were incurred in the first and second quarter of fiscal 2025 supplemental pro forma earnings.

The three-month period ended November 30, 2024, includes $ 0.6 million of non-recurring integration costs in the three-month proforma period.

Nonrecurring charges of $ 4.4 million of transaction costs, $ 2.3 million of integration costs, $ 2.3 million of amortization of acquired backlog, and $ 1.5 million of inventory step-up expense are included in the nine-month period ended November 30, 2024, and are included in the nine-month proforma period ended November 30, 2024.

These amounts have been calculated after applying our accounting policies and adjusting the results of UW Solutions to reflect the effect of definite-lived intangible assets recognized as part of the business combination on amortization expense as if the acquisition had occurred on March 3, 2024.

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We expect the actions associated with Phase 2 to be substantially completed by the end of the fourth quarter of fiscal 2026 and expect them to deliver annualized pre-tax cost savings of approximately $ 25 million to $ 26 million.

During the second quarter of fiscal 2026, we incurred $ 3.1 million of pre-tax costs associated with Phase 2, of which $ 3.0 million is included in cost of sales and $ 0.1 million is included within SG&A.

During the first six months of fiscal 2026, we incurred $ 18.5 million of pre-tax costs associated with Phase 2, of which, $ 9.9 million is included in cost of sales and $ 8.6 million is included within SG&A.

For the six months ended August 30, 2025, SG&A charges include a $ 5.0 million non-cash intangible asset impairment charge in the Architectural Services segment and a $ 2.6 million non-cash asset write-off and other charges in Corporate and Other.

The table below reflects the pretax impact of Project Fortify for the quarters ended August 30, 2025, and August 31, 2024, respectively.

During the third quarter of fiscal 2026, we incurred $ 5.1 million of pre-tax costs associated with Phase 2, of which $ 3.5 million is included in cost of sales and $ 1.6 million is included within SG&A.

During the first nine months of fiscal 2026, we incurred $ 23.6 million of pre-tax costs associated with Phase 2, of which, $ 13.4 million is included in cost of sales and $ 10.2 million is included within SG&A.

For the nine months ended November 29, 2025, SG&A charges include a $ 5.0 million non-cash intangible asset impairment charge in the Architectural Services segment and a $ 2.6 million non-cash asset write-off and other charges in Corporate and Other.

The table below reflects the pretax impact of Project Fortify for the quarters ended November 29, 2025, and November 30, 2024, respectively.

(In thousands) Architectural Metals

Architectural Services Corporate and Other

August 30, 2025

November 29, 2025

Termination benefits $ 1,887 $ 181 $ 637 $ 2,705

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Total restructuring charges $ 2,537 $ 1,864 $ 679 $ 5,080

August 31, 2024

November 30, 2024

Termination benefits $ 387 $ ( 764 ) $ 787 $ 410

Contract termination costs 108 — — 108

Other restructuring charges 455 47 — 502

Total restructuring charges $ 842 $ ( 717 ) $ 787 $ 912

The table below reflects the pretax impact of Project Fortify for the six months ended August 30, 2025, and August 31, 2024, respectively.

The table below reflects the pretax impact of Project Fortify for the nine months ended November 29, 2025, and November 30, 2024, respectively.

(In thousands) Architectural Metals

Architectural Services Corporate and Other

August 30, 2025

November 29, 2025

Termination benefits $ 2,693 $ 6,653 $ 637 $ 9,983

2 unchanged sentences

Total restructuring charges $ 4,364 $ 15,870 $ 3,320 $ 23,554

August 31, 2024

November 30, 2024

Termination benefits $ 960 $ ( 592 ) $ 917 $ 1,285

8 unchanged sentences

Payments ( 1,939 ) ( 3,270 ) ( 599 ) ( 5,808 )

Balance at August 30, 2025 $ 1,888 $ 3,828 $ 192 $ 5,908

Balance at November 29, 2025 $ 2,802 $ 3,360 $ 3,232 $ 9,394

The charges presented in the roll forward of our restructuring accruals do not include items charged directly to expense as incurred, as those items are not reflected in accrued payroll and related benefits and other current liabilities in the consolidated balance sheets.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements