DAKTRONICS INC /SD/ 10-K

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Daktronics, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Daktronics, Inc. and subsidiaries (the “Company”) as of May 2, 2026 and April 26, 2025, the related consolidated statements of operations, comprehensive income (loss), stockholders' equity, and cash flows, for each of the three years in the period ended May 2, 2026, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of May 2, 2026 and April 26, 2025, and the results of its operations and its cash flows for each of the three years in the period ended May 2, 2026, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of May 2, 2026, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated June 24, 2026, expressed an unqualified opinion on the Company’s internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates. Revenue Recognition – Uniquely Configured Contracts — Refer to Notes 1 and 2 to the financial statements Critical Audit Matter Description The Company recognizes revenue as its contractual performance obligations are satisfied, which may be at a point in time or over time. Certain of the Company’s contracts are for the delivery, installation, and integration of uniquely configured audio-visual communication systems. Revenue for these uniquely configured systems is recognized over time using the cost-to-cost input method. This input method requires management to make estimates of the costs that will ultimately be incurred at the completion of each contract. Revenue is recognized based on the transaction price and the percentage of cost incurred as of the balance sheet date in relation to the total estimated inputs at completion. We identified revenue associated with uniquely configured contracts as a critical audit matter because of the significant judgments necessary for 40 Table of Contents management to estimate total costs to be incurred to recognize revenue under these contracts. Changes in estimated costs could have a significant impact on the timing and amount of revenue recognized. This required an increased level of auditor judgment due to the complexity of uniquely configured contracts and extent of effort when performing audit procedures to audit management’s estimate of total costs and evaluating the reasonableness of the underlying estimates. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to estimates of total cost used to recognize revenue for uniquely configured contracts included the following, among others: • We tested the design and operating effectiveness of controls over uniquely configured contracts, including management’s controls over the estimates of total costs. • We selected a sample of uniquely configured contracts and performed the following: • Compared costs incurred to date to the costs management estimated to be incurred to date. • Evaluated management’s ability to achieve the estimates of total cost by performing corroborating inquiries with the Company’s project managers and engineers, and compared the estimates to management’s work plans, engineering specifications, and supplier contracts. • Confirmed contractual terms with third parties. • Tested the mathematical accuracy of management’s estimate of total costs. • We evaluated management’s ability to accurately estimate total costs by comparing actual costs to management’s historical estimates for uniquely configured contracts that have been fulfilled. /s/ Deloitte & Touche LLP Minneapolis, Minnesota June 24, 2026 We have served as the Company's auditor since 2017. 41 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except per share data) May 2, 2026 April 26, 2025 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 131,639 $ 127,507 Accounts receivable, net 118,590 92,762 Inventories 110,471 105,839 Contract assets 66,552 41,169 Current maturities of long-term receivables 3,405 2,437 Prepaid expenses and other current assets 11,278 8,520 Income tax receivables 6,047 3,217 Total current assets 447,982 381,451 Property and equipment, net 64,263 73,884 Long-term receivables, less current maturities 1,125 1,030 Goodwill 3,685 3,188 Intangibles, net 3,263 568 Debt issuance costs, net — 1,289 Right of use, investment in affiliates, and other assets 11,828 9,378 Deferred income taxes 22,266 32,104 TOTAL ASSETS $ 554,412 $ 502,892 42 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (continued) (in thousands, except per share data) May 2, 2026 April 26, 2025 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ 1,150 $ 1,500 Accounts payable 68,617 46,669 Contract liabilities 65,310 69,050 Accrued expenses 44,858 41,705 Warranty obligations 12,398 12,706 Income taxes payable 1,375 375 Total current liabilities 193,708 172,005 Long-term warranty obligations 24,362 23,124 Long-term contract liabilities 20,655 18,421 Other long-term obligations 5,289 6,839 Long-term debt, net 9,629 10,487 Deferred income taxes 22 85 Total long-term liabilities 59,957 58,956 STOCKHOLDERS’ EQUITY: Preferred Shares, $ 0.00001 par value, authorized 5,000 shares; no shares issued and outstanding — — Common stock, $ 0.00001 par value, authorized 115,000 shares; 53,650 and 53,030 shares issued as of May 2, 2026 and April 26, 2025, respectively — — Additional paid-in capital 196,837 189,940 Retained earnings 173,286 127,910 Treasury stock, at cost, 5,406 and 3,979 shares as of May 2, 2026 and April 26, 2025, respectively ( 65,324 ) ( 39,759 ) Accumulated other comprehensive loss ( 4,052 ) ( 6,160 ) TOTAL STOCKHOLDERS’ EQUITY 300,747 271,931 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 554,412 $ 502,892 See Notes to Consolidated Financial Statements. 43 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Net sales $ 838,706 $ 756,477 $ 818,083 Cost of sales 609,700 560,990 595,640 Gross profit 229,006 195,487 222,443 Operating expenses: Selling 64,815 60,011 56,954 General and administrative 59,885 63,498 42,632 Product design and development 43,458 38,860 35,742 168,158 162,369 135,328 Operating income 60,848 33,118 87,115 Nonoperating income (expense): Interest income (expense), net 3,630 1,347 ( 3,418 ) Change in fair value of convertible note — ( 22,521 ) ( 16,550 ) Other expense, net ( 6,144 ) ( 17,795 ) ( 13,096 ) Income (loss) before income taxes 58,334 ( 5,851 ) 54,051 Income tax expense 12,958 4,270 19,430 Net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Weighted average shares outstanding: Basic 48,564 47,587 45,901 Diluted 49,382 47,587 46,543 Earnings (loss) per share: Basic $ 0.93 $ ( 0.21 ) $ 0.75 Diluted $ 0.92 $ ( 0.21 ) $ 0.74 See Notes to Consolidated Financial Statements. 44 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (in thousands) Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Other comprehensive income (loss): Cumulative translation adjustments 2,118 363 ( 1,020 ) Unrealized gain on available-for-sale securities, net of tax ( 10 ) 2 24 Total other comprehensive income (loss), net of tax 2,108 365 ( 996 ) Comprehensive income (loss) $ 47,484 $ ( 9,756 ) $ 33,625 See Notes to Consolidated Financial Statements. 45 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (in thousands) Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Loss Total Number Amount Number Amount Balance as of April 29, 2023: 47,396 $ — $ 113,282 $ 103,410 ( 1,907 ) $ ( 10,285 ) $ ( 5,529 ) $ 200,878 Net income — — — 34,621 — — — 34,621 Cumulative translation adjustments — — — — — — ( 1,020 ) ( 1,020 ) Unrealized (loss) on available-for-sale securities, net of tax — — — — — — 24 24 Share-based compensation — — 2,090 — — — — 2,090 Exercise of stock options 219 — 1,302 — — — — 1,302 Shares withheld for taxes on Restricted Stock Unit issuances ( 37 ) — ( 303 ) — — — — ( 303 ) Common stock issued upon vesting of Restricted Stock Units 188 — — — — — — — Employee savings plan activity 355 — 1,200 — — — — 1,200 Balance as of April 27, 2024: 48,121 — 117,571 138,031 ( 1,907 ) ( 10,285 ) ( 6,525 ) 238,792 Net loss — — — ( 10,121 ) — — — ( 10,121 ) Cumulative translation adjustments — — — — — — 363 363 Unrealized gain on available-for-sale securities, net of tax — — — — — — 2 2 Share-based compensation — — 2,944 — — — — 2,944 Conversion of an equity award to a liability award — — ( 680 ) — — — — ( 680 ) Exercise of stock options 646 — 5,153 — — — — 5,153 Shares withheld for taxes on Restricted Stock Unit issuances ( 39 ) — ( 606 ) — — — — ( 606 ) Common stock issued upon vesting of Restricted Stock Units 145 — — — — — — — Employee savings plan activity 148 — 1,192 — — — — 1,192 Settlement of convertible note 4,009 — 64,366 — — — — 64,366 Treasury stock purchase — — — — ( 2,071 ) ( 29,474 ) — ( 29,474 ) Balance as of April 26, 2025: 53,030 — 189,940 127,910 ( 3,978 ) ( 39,759 ) ( 6,160 ) 271,931 Net income — — — 45,376 — — — 45,376 Cumulative translation adjustments — — — — — — 2,118 2,118 Unrealized gain on available-for-sale securities, net of tax — — — — — — ( 10 ) ( 10 ) Share-based compensation — — 4,905 — — — — 4,905 Conversion of an equity award to a liability award — — ( 304 ) — — — — ( 304 ) Exercise of stock options 291 — 1,796 — — — — 1,796 Shares withheld for taxes on Restricted Stock Unit issuances ( 48 ) — ( 882 ) — — — — ( 882 ) Common stock issued upon vesting of Restricted Stock Units 249 — — — — — — — Employee savings plan activity 128 — 1,382 — — — — 1,382 Treasury stock purchase — — — — ( 1,428 ) ( 25,565 ) — ( 25,565 ) Settlement of convertible note — — — — — — — — Balance as of May 2, 2026: 53,650 $ — $ 196,837 $ 173,286 ( 5,406 ) $ ( 65,324 ) $ ( 4,052 ) $ 300,747 See Notes to Consolidated Financial Statements. 46 Table of Contents DAKTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Year Ended May 2, 2026 April 26, 2025 April 27, 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 19,339 19,547 19,291 (Gain) loss on sale of property, equipment and other assets ( 209 ) ( 156 ) 44 Share-based compensation 4,905 2,944 2,090 Equity in loss of affiliates 2,008 3,053 3,764 Allowance for credit losses on affiliate loan 3,205 15,480 — Provision (recovery) for doubtful accounts, net 627 ( 644 ) 373 Deferred income taxes, net 9,938 ( 6,300 ) ( 9,069 ) Non-cash impairment charges — — 6,359 Change in fair value of convertible note — 22,521 16,550 Debt issuance costs write-off — — 3,353 Change in operating assets and liabilities ( 35,972 ) 51,389 ( 14,135 ) Net cash provided by operating activities 49,217 97,713 63,241 CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment ( 14,917 ) ( 19,494 ) ( 16,980 ) Proceeds from sales of property, equipment and other assets 615 277 174 Acquisition, net of cash acquired 44 — — Proceeds from sales or maturities of marketable securities — — 550 Loans to equity investees ( 5,383 ) ( 4,565 ) ( 5,050 ) Net cash used in investing activities ( 19,641 ) ( 23,782 ) ( 21,306 ) CASH FLOWS FROM FINANCING ACTIVITIES: Borrowings on notes payable 1,400 — 41,172 Payments on notes payable ( 2,883 ) ( 2,108 ) ( 19,434 ) Debt issuance costs — — ( 7,205 ) Principal payments on long-term obligations ( 104 ) ( 414 ) ( 410 ) Payments for common shares repurchased ( 25,565 ) ( 29,474 ) — Proceeds from exercise of stock options 1,796 5,153 1,302 Tax payments related to RSU issuances ( 882 ) ( 606 ) ( 303 ) Net cash (used in) provided by financing activities ( 26,238 ) ( 27,449 ) 15,122 EFFECT OF EXCHANGE RATE CHANGES ON CASH 794 ( 653 ) ( 69 ) NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 4,132 45,829 56,988 CASH, CASH EQUIVALENTS AND RESTRICTED CASH: Beginning of period 127,507 81,678 24,690 End of period $ 131,639 $ 127,507 $ 81,678 See Notes to Consolidated Financial Statements. 47 Table of Contents NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (in thousands, except per share data) Note 1. Nature of Business and Summary of Significant Accounting Policies Nature of business : Daktronics, Inc. and its subsidiaries (collectively, the “Company,” “Daktronics,” “we,” “our,” or “us”) is engaged principally in the design, marketing, and manufacture of a wide range of integrated electronic display systems and related products which are sold in a variety of markets throughout the world and the rendering of related maintenance and professional services. Our products are designed primarily to inform and entertain people through the communication of content. Fiscal year : We operate on a 52- or 53-week fiscal year, with our fiscal year ending on the Saturday closest to April 30 of each year. When April 30 falls on a Wednesday, the fiscal year ends on the preceding Saturday. Within each fiscal year, each quarter is comprised of a 13-week period following the beginning of each fiscal year. In each 53-week year, an additional week is added to the first quarter, and each of the last three quarters is comprised of a 13-week period. The fiscal year ended May 2, 2026 contained operating results for 53 weeks. The fiscal years ended April 26, 2025 and April 27, 2024 contained operating results for 52 weeks. Principles of consolidation : The Consolidated Financial Statements included in this Annual Report on Form 10-K for the fiscal year ended May 2, 2026 (this “Form 10-K”) include financial information for Daktronics, Inc. and its subsidiaries. All intercompany accounts and transactions are eliminated in consolidation. We have a variable interest in a business where we have elected to follow the proportionate consolidation method because certain criteria were met under Accounting Standards Codification (“ASC”) 810, Consolidation . We have arrangements involving entities we concluded were variable interest entities (“VIEs”) and accounted for under the proportionate consolidation method. These arrangements had an aggregate amount of contract assets, contract liabilities, and gross profit of $ 211 , $ 39 , and $ 276 , respectively, as of and for the year ended May 2, 2026. As of April 26, 2025, the aggregate amount of contract assets, contract liabilities, and gross profit was $ 0 , $ 41 , and $ 89 , respectively. Investments in affiliates : We consolidate entities in which we have a controlling financial interest by first considering if an entity meets the definition of a VIE for which we are deemed to be the primary beneficiary, or if we have the power to control an entity through a majority of voting interest or through other arrangements. Variable Interest Entities: A VIE is an entity (i) that lacks sufficient equity to finance its activities without additional subordinated financial support from other parties; (ii) whose equity holders lack the characteristics of a controlling financial interest; and/or (iii) that is established with non-substantive voting rights. A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through (a) the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the VIE. This assessment may involve subjectivity in the determination of which activities most significantly affect the VIE’s performance and making estimates about the current and future fair value of the assets held by the VIE and the financial performance of the VIE. In assessing the Company’s interests in a VIE, we also consider interests held by its related parties, including de facto agents. Additionally, we assess whether it is a member of a related party group that collectively meets the “power and benefits” criteria stated above and, if so, whether we are most closely associated with the VIE. In performing the related party analysis, we consider both qualitative and quantitative factors including, but not limited to: the characteristics and size of its investment relative to the related party; our and the related party’s ability to control or significantly influence key decisions of the VIE, including consideration of involvement by de facto agents; the obligation or likelihood for us or the related party to fund operating losses of the VIE; and the similarity and significance of the VIE’s business activities to those of us and the related party. The determination of whether an entity is a VIE and whether we are the primary beneficiary may involve significant judgment and depends upon facts and circumstances specific to an entity at the time of the assessment. Upon the occurrence of certain events such as changes to the entity’s legal formation or equity at risk, we reassess whether changes in facts and circumstances cause a change in the status of an entity as a VIE or a voting interest entity and/or a change in our consolidation assessment. Changes in consolidation status are applied prospectively. An entity may be consolidated as a result of this reassessment, in which case the assets, liabilities, and noncontrolling interest in the entity are recorded at fair value upon initial consolidation. Any existing equity interest held by us in the entity prior to us obtaining control will be remeasured at fair value, which may result in a gain or loss recognized upon initial consolidation. However, 48 Table of Contents if the consolidation represents an asset acquisition of a voting interest entity, our existing interest in the acquired assets, if any, is not remeasured to fair value but continues to be carried at historical cost. We may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon deconsolidation depending on the carrying values of the deconsolidated assets and liabilities compared to the fair value of any interests retained. We use the equity method to account for investments in companies if our investment provides us with the ability to exercise significant influence over operating and financial policies of the investee. Our judgment regarding the level of influence over each equity method investee includes considering key factors such as our ownership interest, representation on the board of directors, participation in policy-making decisions, other commercial arrangements, and material intercompany transactions. Investment in affiliate - Miortech We evaluated the nature of our investment in an affiliate of Miortech (dba Etulipa) (“Miortech”), which is focused on developing low power outdoor electrowetting technology. Our ownership in Miortech was 55.9 percent as of May 2, 2026. The aggregate amount of our investments accounted for under the equity method was $ 0 and $ 0 as of May 2, 2026 and April 26, 2025, respectively. We determined Miortech to be a VIE, and, based on management’s analysis, we determined that Daktronics is not the primary beneficiary because the power criterion was not met. Therefore, as Daktronics does not have control, but is able to exercise significant influence, the investment in Miortech is accounted for under the equity method. Our proportional share of the affiliate earnings or losses is included in the “Other expense, net” line item in our Consolidated Statements of Operations. For the fiscal years 2026, 2025, and 2024, our share of the losses of our affiliate in Miortech was $ 993 , $ 891 and $ 1,758 , respectively. We periodically review our investment in Miortech for impairment indicators. We recorded no impairment losses for the fiscal years 2026 and 2025. For the fiscal year 2024, we recorded impairment losses of $ 1,392 to reflect the investments at fair market value (level 3) when we concluded there was an other-than-temporary impairment in our investment in affiliate. Investment in affiliate - XDC On December 22, 2025, the Company acquired certain assets of a display business (the “Display Business”) consisting of intellectual property, equipment assets, technical expertise, contract rights, other personal property, and related assets (collectively, the “Display Business Assets”) from X Display Company Technology Limited (“XDC,” and such acquisition, the “XDC Acquisition”). Historically, the Company held an equity interest in XDC which was accounted for under the equity method. Refer to “Note 4. Business Combination” of the Notes to the Consolidated Financial Statements included in this Form 10-K for further information on the XDC Acquisition. Our proportional share of the affiliate earnings or losses is included in the “Other expense, net” line item in our Consolidated Statements of Operations. For the fiscal years 2026, 2025, and 2024, our share of the losses of our affiliate in XDC was $ 1,015 , $ 2,162 and $ 2,006 , respectively. Losses in fiscal 2026 were recognized through December 22, 2025. Prior to the XDC Acquisition, we periodically reviewed our investment in XDC for impairment indicators. We recorded no impairment losses for the fiscal years 2026 and 2025. For the fiscal year 2024, we recorded impairment losses of $ 4,967 to reflect the investments at fair market value (level 3) when we concluded there was an other-than-temporary impairment in our investment in affiliate. Additionally, we also engaged in related party transactions with XDC, primarily for research and development services. The total of these related party transactions for fiscal years 2026, 2025, and 2024 was $ 325 , $ 771 , and $ 577 , respectively, which is included in the “Product design and development” line item in our Consolidated Statements of Operations, and, as of May 2, 2026 and April 26, 2025, $ 0 and $ 75 , respectively, remained unpaid and is included in the “Accounts payable” line item in our Consolidated Balance Sheets. 49 Table of Contents Summarized financial information for equity method investments consist of the following. Fiscal 2026 consists only of Miortech, while fiscal 2025 and 2024 consist of both Miortech and XDC: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Balance sheet data: Current assets $ 127 $ 3,883 $ 4,035 Non-current assets 192 575 5,077 Current liabilities 190 44,395 33,672 Non-current liabilities 5,211 3,627 2,151 Income statement data: Net loss $ ( 7,969 ) $ ( 16,437 ) $ ( 13,609 ) Loans to Miortech affiliate. We also have advanced loans to Miortech under convertible and promissory notes (collectively, the “Miortech Affiliate Notes”). We advanced $ 1,283 in fiscal 2026 and $ 1,340 in fiscal 2025 under the Miortech Affiliate Notes. We have accrued interest related to the Miortech Affiliate Notes of $ 228 and $ 149 as of May 2, 2026 and April 26, 2025, respectively. The total face value of the outstanding amount of the Miortech Affiliate Notes was $ 5,429 and $ 3,809 as of May 2, 2026 and April 26, 2025, respectively. The balances of Miortech Affiliate Notes are included in the “Right of use, investment in affiliates, and other assets” line item in our Consolidated Balance Sheets. We evaluate the Miortech Affiliate Notes for impairment and credit losses. During the fourth quarter of fiscal 2026, we recorded a provision of $ 3,750 related to the Miortech Affiliate Notes which were deemed to be uncollectible. This is included in the “Other expense, net” line item in our Consolidated Statements of Operations. As of April 26, 2025, no provision for losses were recorded. The balance of our Miortech Affiliate Note totaled $ 0 and $ 3,123 as of May 2, 2026 and April 26, 2025, respectively. Loans to XDC affiliate. We had provided funding to XDC through promissory notes, some of which were convertible (collectively, the “XDC Affiliate Notes”). During fiscal 2026, through December 22, 2025, we advanced $ 4,100 to XDC under the XDC Affiliate Notes, as compared to $ 3,225 during fiscal year 2025. Accrued interest on the XDC Affiliate Notes was $ 449 and $ 689 as of December 22, 2025 and April 26, 2025, respectively. The total face value of the outstanding XDC Affiliate Note was $ 16,034 as of April 26, 2025, which is included in “Right of use, investment in affiliates, and other assets” in our Consolidated Balance Sheets. We periodically assessed the XDC Affiliate Notes for impairment and expected credit losses. During the fourth quarter of fiscal 2025, we recorded a provision of $ 15,480 related to the XDC Affiliate Notes which were deemed to be uncollectible. During fiscal 2026, through December 22, 2025, an additional provision of $ 1,012 was recorded for the XDC Affiliate Notes expected to be uncollectible. These provisions are included in “Other expense, net.” In connection with the XDC Acquisition, we forgave $ 16,492 of the XDC Affiliate Notes. Use of estimates : The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities; the disclosure of contingent assets and liabilities at the date of the financial statements; the reported amounts of revenues and expenses during the reporting period; and our ability to continue as a going concern. Due to the inherent uncertainty involved in making estimates, actual results in future periods may differ from those estimates. Risks and uncertainties include, but are not limited to, uncertainty in the current economic environment as a result of macroeconomic factors such as inflation, tariffs, fluctuations in foreign currency exchange rates relative to the U.S. dollar, changes in interest rates, and ongoing and new geopolitical conflicts. Material estimates that are particularly susceptible to significant change in the near-term relate to the determination of the estimated total costs on uniquely configured contracts and estimated costs to be incurred for product warranties, income taxes, and the valuation of investments in and advances to affiliates. Estimation processes are also used in inventory valuation and for determining the allowance for credit losses, share-based compensation, goodwill impairment, the value of long-term assets, and extended warranty and product maintenance agreements. 50 Table of Contents Changes in estimates are reflected in the periods in which they become known. Cash and cash equivalents : All highly liquid investments with maturities of three months or less at the date of purchase are considered to be cash equivalents and consist primarily of government repurchase agreements, savings accounts, and money market accounts that are carried at cost, which approximates fair value. We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We have not experienced any losses in such accounts. Restricted cash : Restricted cash consists of cash and cash equivalents held in bank deposit accounts to secure certain issuances of foreign bank guarantees. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the totals of the same amounts shown in the Consolidated Statements of Cash Flows. May 2, 2026 April 26, 2025 April 27, 2024 Cash and cash equivalents $ 131,639 $ 127,507 $ 81,299 Restricted cash — — 379 Total cash, cash equivalents, and restricted cash shown in the Consolidated Statements of Cash Flows $ 131,639 $ 127,507 $ 81,678 We have foreign currency cash accounts to operate our global business. These accounts are impacted by changes in foreign currency rates. As of May 2, 2026, of our $ 131,639 in cash and cash equivalents, $ 121,929 was denominated in United States dollars, of which $ 9,830 was held by our foreign subsidiaries, and $ 9,710 was denominated in foreign currencies, of which $ 7,570 was maintained in accounts of our foreign subsidiaries. Inventories: In accordance with ASC 330 , Inventory, our inventories are stated at the lower of cost (first-in, first-out method) and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Cost is measured as the price of the components and allocated expenses for production or betterment of the inventory item that are applied to the purchase cost of the raw materials. When we estimate net realizable value to be lower than cost, any necessary adjustments are charged to cost of sales in that period. In determining net realizable value, we review various factors such as current inventory levels, forecast demand, costs of completion, and technological obsolescence. Allowance for credit losses: We make estimates regarding the collectability of our accounts receivable, long-term receivables, notes receivable, contract assets, and other receivables. In evaluating the adequacy of our allowance for credit losses, we analyze specific balances, customer creditworthiness, changes in customer payment cycles, and current economic trends. If the financial condition of any customer were to deteriorate, resulting in an impairment of its ability to make payments, additional allowances may be required. In addition, in accordance with ASC 326, Financial Instruments - Credit Losses , an allowance is maintained for estimated forward-looking losses resulting from the possible inability of customers to make required payments (current expected losses). The amount of the allowance is determined principally on the basis of past collection experience and known financial factors regarding specific customers. We charge off receivables at such time it is determined collection will not occur against the allowance for credit losses. Revenue recognition: Our accounting policies and estimates are in accordance with ASC 606 , Revenue from Contracts with Customers, and are as follows: Contracts are identified and follow the revenue recognition policies when all of the following occur: we have evidence that all parties to the contract have approved the contract and are committed to perform their respective obligations; we can identify each party’s rights regarding the goods or services to be transferred; we can identify the payment terms for the goods or services to be transferred; the contract has commercial substance; and it is probable we will collect substantially all of the consideration to which we would be entitled in exchange for the goods or services. Pre-contract costs are generally expensed as incurred, unless they are directly associated with an anticipated contract and recoverability from that contract is probable. Pre-contract costs directly associated with anticipated contracts expected to be recoverable include $ 704 and $ 321 as of May 2, 2026 and April 26, 2025, respectively. These are included in the “Inventories” line item in our Consolidated Balance Sheets. 51 Table of Contents At contract inception, we identify performance obligations by reviewing the agreement for material distinct goods and services. Goods and services are distinct when the customer can benefit from them on its own and our promises to transfer these items are identifiable from other promises within the contract. When we are contracted to provide a single promise (an integrated system), we often treat it as a single performance obligation if we are providing goods and services with the same pattern of transfer that are highly integrated or interdependent, that are modified or customized by other goods or services promised, or that provide a combined outcome for which the customer has contracted. When less interdependency or integration is necessary, or when the customer can benefit from distinct items, we separate the contract into multiple performance obligations. We account for extended warranties and other services (“service-type warranties”) that represent a distinct service as a separate performance obligation. Our contracts can contain multiple components of transaction price. We evaluate each contract for these components and include fixed consideration, variable consideration, financing components, and non-cash consideration and exclude consideration payable to a customer and sales taxes in the transaction price. When we are responsible for site installations which include subcontracted work, we maintain the contractual responsibilities and risks and include the consideration for these services in the transaction price. When our contract contains variable consideration, including return rights, discounts, claims, unpriced change orders, and liquidated damages, we estimate the transaction price using the expected value (that is, the sum of the probability-weighted amount) or the most likely amount method, whichever is expected to better predict revenue for that contract situation. We also constrain the revenue to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. We consider the following factors in determining revenue associated with variable consideration: (a) the contract or other evidence providing the legal basis, (b) additional costs caused by unforeseen circumstances, (c) evidence supporting the claim, and (d) historical evidence and patterns of customers. We adjust the contract price for the effects of a significant financing component if we expect, at contract inception, that the period between when we transfer goods and services to a customer will exceed one year from the time the customer pays and represents financing. If the payment structures exceed a year but are structured to account for risks with a contract or correspond to payments on milestones or are scheduled for performance, we do not adjust the contract price for a financing component. See “Note 7 . Accounts Receivable, Net” of the Notes to our Consolidated Financial Statements included in this Form 10-K for amounts recorded in long-term receivables. When separate performance obligations are identified, we allocate the transaction price to the individual performance obligations based on the best method we judge to be a faithful depiction of the value of each performance obligation. Many of our contracts are bundled, and we do not have separate selling prices for each performance obligation; therefore, for these contracts, we primarily use the cost plus a margin approach to allocate the relative transaction price to identified performance obligations, as it is the best representative of our pricing methods. Estimated contract revenues and costs include management’s latest estimate using significant judgments with respect to the complexity of the scope and duration of a particular contract, project to-date performance and conditions, knowledge of any stated or expected project dispute or other claim, government tariffs, and market conditions for input costs. Unanticipated costs that exceed our original estimates may not be recoverable under fixed price contracts. Changes in costs may occur as a result of several factors including, but not limited to, the cost, shortages or non-availability of materials or labor; increases in tariffs on imports of inputs, unanticipated technical problems; required project modifications not initiated by the customer; suppliers’ or subcontractors’ failure to perform or delay in performing their obligations; logistics disruptions or delays; and capacity constraints. Contingencies for unknown or uncertain cost estimates may be utilized based on the complexity of scope and duration of a project and are relieved when conditions resolve. We evaluate changes in estimates on a contract-by-contract basis, and estimates are made when the revisions are probable and reasonably estimable. Provisions of estimated losses on uncompleted contracts are made in the period when such losses are capable of being estimated. The cumulative catch-up method is used to account for revisions in estimates. Revenue is recognized when we satisfy a performance obligation. We receive payments from customers based on a billing schedule as established in our contracts. Billing schedules include down payments and progress billings over time; set milestone payments that are specific to the project are scheduled for performance-based payments or are set time-based payment(s). Variability in contract assets and contract liabilities relates to the timing of billings and revenue recognition, which can vary significantly depending on contractual payment terms, build and installation schedules, and the related timing differences in transfer of control. Balances are also impacted by the seasonality in our business. Significant judgments and estimates are used in applying our revenue policies. In order to assure appropriate and consistent revenue recognition, we regularly evaluate available project related information and update estimates accordingly. We maintain internal policies and procedures to provide guidance for those involved in recording revenue. We monitor for 52 Table of Contents changes in our business sales practices and customer interactions to capture the appropriate types of performance obligations and adjust for any change in control terms and conditions. Our material performance obligation types include: Unique configuration contracts : Audio-visual communication systems uniquely configured (custom) or integrated for a customer’s particular location and system configuration may include all or a combination of the following: engineering services, project management services, video display(s), control solution(s), installation and integration services, scoring and messaging equipment, training, other on-site services, spare parts, software licenses, and assurance-type warranties. We may have multiple performance obligations in these types of contracts; however, a majority are treated as a combined single performance obligation. In our judgment, this accounting treatment is most appropriate because the substantial part of our promise to customers is to provide significant integration services and incorporate individual goods and services into a combined output or system. Occasionally, the system is customized or significantly modified to the customer’s desired configuration and location, and the interrelated goods and services provide utility to the customer as a package. Revenue for uniquely configured (custom) or integrated systems is recognized over time using the cost-to-cost input method by comparing cumulative costs incurred to the total estimated costs and applying that percentage of completion to the transaction price to recognize revenue. Over time revenue recognition is appropriate because we have no alternative use for the uniquely configured system and have an enforceable right to payment for work performed, including a reasonable profit margin. The cost-to-cost input method measures costs incurred to date compared to estimated total costs for each contract. This method is the most faithful depiction of our performance because it measures the value of the contract transferred to the customer. Costs to perform the contract include direct and indirect costs for contract design, production, integration, installation, and assurance-type warranty reserve. Direct costs include materials and components; manufacturing, project management and engineering labor; and subcontracting expenses. Indirect costs include allocated charges for such items as facilities and equipment depreciation and general overhead. Provisions of estimated losses on uncompleted contracts are made in the period when such losses are capable of being estimated. Contract modifications to existing contracts with customers are evaluated in accordance with the five-step revenue model. We treat contract modifications as a separate contract and new performance obligations when the additional goods or services are distinct and do not add to the unique configuration or are outside the integrated system and when the consideration reflects standalone selling prices. If the additional goods or services offered under the modification enhance the uniquely configured or integrated systems, revenue is allocated to the existing contract’s performance obligation. Modifications may cause changes in the timing of revenue recognition depending on the allocation to various performance obligations. The time between contract order and project completion is typically less than 12 months but may extend longer depending on the amount of custom work and customer’s delivery needs. Limited configuration (standard systems) and after-sale parts contracts : Limited configuration (standard systems) or after-sale parts contracts with limited or no configuration or limited integration are recognized as distinct individual performance obligations when material. When not distinct, we combine into one performance obligation the goods and/or services until the bundle of goods or services is distinct. For standard display purchases made in large quantities, we account for each piece of equipment separately as a distinct performance obligation from which a customer derives benefit. Immaterial goods or services in the context of the contract are included with the display system performance obligation. Standard systems and equipment with limited configurations or integrations may include all or a combination (when immaterial) of the following performance obligations: engineering services, project management services, video display(s), control solution(s), installation and integration services, scoring, messaging and audio equipment, training, spare parts, software licenses, assurance-type warranties, and after-sale parts. Revenue is recognized at a point in time when control passes, or over time as services are performed or control passes. When fulfilling limited configuration performance obligations, we are typically able to redirect the video displays or scoring, messaging, or audio equipment to another customer without incurring significant economic losses. Therefore, we have an alternative use for the performance obligation and recognize revenue upon our 53 Table of Contents substantial completion and at the point in time we estimate control has transferred to the customer. When limited configured single performance obligations are more service-type (that is, installation and integration services), we recognize revenue over time using the cost-to-cost input method by comparing cumulative costs incurred to the total estimated costs and applying that percentage of completion to the transaction price to recognize revenue. We believe the cost-to-cost input method is the most faithful depiction of the customer obtaining control and benefits from the work performed. Services and other : Services sold on a stand-alone basis or after the initial system sale include performance obligations such as event support, control room design, on-site training, equipment service, service-type warranties, technical support, software sold as a service, and other immaterial revenue streams. These are generally contracted with a customer per service event or service type on a stand-alone basis. Services, service type warranties, and other are recognized as net sales when the services are performed, and control is transferred to the customer at a point in time when title or control passes or over time as services are performed and for time-based “stand ready to perform” type obligations. We use professional judgment to determine control transfer. If we have the right to consideration from a customer that directly corresponds with the value of our performance (where we bill a fixed amount for each hour of service provided), we recognize revenue related to the work completed. Software: Revenues from software license fees on sales, other than uniquely configured type contracts, are recognized when delivery of the product has occurred. Subscription-based licenses include the right for a customer to use our licenses and receive related support for a specified term, and revenue is recognized pro-rata over the term of the agreement. Shipping and handling costs: Shipping and handling costs collected from our customers in connection with our sales are recorded as a component of net sales. We record shipping and handling costs as a component of cost of sales at the time the product is shipped. Warranty: We offer a standard parts coverage warranty for periods varying from one to five years for most of our products. We also offer additional types of warranties to include on-site labor, routine maintenance, and event support. The terms of warranties on some installations can vary from one to 10 years. The specific terms and conditions of these warranties vary primarily depending on the type of product sold. We estimate the costs which may be incurred under the contractual warranty obligations (assurance type warranty) and record a liability in the amount of such estimated costs at the time the revenue is recognized. Factors affecting our estimate of the cost of our warranty obligations include government tariffs, historical experience, and expectations of future conditions. We continually assess the adequacy of our recorded warranty accruals and, to the extent we experience any changes in warranty claim activity or costs associated with servicing those claims, our accrued warranty obligation is adjusted accordingly. For service-type warranty contracts, we allocate revenue to this performance obligation, recognize the revenue over time, and recognize costs as incurred. Property and equipment : In accordance with ASC 360, Property, Plant, and Equipment, property and equipment are stated at cost and depreciated principally on the straight-line method over the following estimated useful lives: Years Buildings and improvements 5 - 40 Machinery and equipment 5 - 7 Office furniture and equipment 3 - 5 Computer software and hardware 3 - 5 Equipment held for rental 2 - 7 Demonstration equipment 3 - 5 Transportation equipment 5 - 7 Leasehold improvements are depreciated over the lesser of the useful life of the asset or the term of the lease. Impairment of Long-Lived Assets : In accordance with ASC 360, Property, Plant, and Equipment , we assess long-lived tangible assets and definite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. 54 Table of Contents When evaluating long-lived assets for potential impairment, we first compare the carrying value of the asset to the asset’s estimated future cash flows (undiscounted and without interest charges). If the estimated future cash flows are less than the carrying value of the asset, we calculate an impairment loss. The impairment loss calculation compares the carrying value of the asset to the asset’s estimated fair value. We recognize an impairment loss if the amount of the asset’s carrying value exceeds the asset’s estimated fair value. If we recognize an impairment loss, the adjusted carrying amount of the asset becomes its new cost basis. For a depreciable long-lived asset, the new cost basis will be depreciated (amortized) over the remaining useful life of that asset. Our impairment loss calculations contain uncertainties because they require management to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting useful lives of the assets and selecting the discount rate that reflects the risk inherent in future cash flows. Goodwill and Other Intangible Assets : We account for goodwill and other intangible assets with indefinite lives in accordance with ASC 350 , Intangibles - Goodwill and Other. Under these provisions, goodwill is not amortized but is tested for impairment on at least an annual basis. Impairment testing is required more often than annually if an event or circumstance indicates an impairment or a decline in value may have occurred. A qualitative assessment may be used to first determine whether it is “more likely than not” that the fair value of a reporting unit is less its carrying value. Based on this assessment, if it is determined that it is more likely than not that impairment has occurred, a quantitative analysis will be performed. The quantitative assessment uses an income approach to estimate the fair value of each reporting unit. The income approach is based on the projected cash flows, which are discounted to their present value using discount rates which consider the timing and risk of the forecasted cash flows. Fair value is estimated using internally developed forecasts and assumptions and takes into account management plans, business trends, and market and economic conditions. If the quantitative assessment of goodwill impairment fails, an impairment loss equal to the amount that a reporting unit’s carrying value exceeds its fair value will be recognized. Foreign currency translation : We follow the provisions of ASC 830, Foreign Currency Matters. Our foreign subsidiaries use the local currency of their respective countries as their functional currency. The assets and liabilities of foreign operations are translated at the exchange rates in effect at the balance sheet date. The operating results of foreign operations are translated at weighted average exchange rates. The related translation gains or losses are reported as a separate component of stockholders’ equity in accumulated other comprehensive loss. Income taxes : We account for income taxes in accordance with ASC 740 , Income Taxes . We record a tax provision for anticipated tax consequences of the reported results of operations. Deferred tax assets and liabilities are measured using currently enacted tax rates and statutory tax rates applicable to the years in which we expect these temporary differences will affect taxable income. These assets and liabilities are analyzed regularly, and we assess the likelihood that deferred tax assets will be recoverable from future taxable income. When necessary, a valuation allowance is established if it is more likely than not the deferred tax asset will not be realized. We report the net deferred tax asset and liability as a long-term asset or liability. Net deferred assets or liabilities are calculated by combining them based on their jurisdiction. In addition, because we operate in multiple income tax jurisdictions both within the United States and internationally, the calculation of tax liabilities involves judgment in estimating the impact of uncertainties in the application of complex tax laws. Resolution of these uncertainties in a manner inconsistent with our expectations could have a material impact on our financial condition and operating results. See “Note 13. Income Taxes” of the Notes to our Consolidated Financial Statements included in this Form 10-K for further information. Self-Insurance : Generally, we self-insure a portion of health insurance, product liability claims, and workers’ compensation. Under these plans, liabilities are recognized for claims incurred, including those incurred but not reported. We use historical expense trend information, claim information, or third-party administrators and actuaries who use historical claims experience and various state statutes to assist in the determination of the accrued liability balance. For workers’ compensation and health insurance claims, we maintain an excess liability insurance policy with outside insurance carriers to minimize the risks related to catastrophic claims in excess of $ 250 per occurrence for health insurance and personal injury matters. Any material change in the aforementioned factors could have an adverse impact on operating results. Balances are included in the “Accrued expenses” line item in our Consolidated Balance Sheets included in this Form 10-K. Comprehensive income (loss) : We follow the provisions of ASC 220 , Reporting Comprehensive Income , which establishes standards for reporting and displaying comprehensive income (loss) and its components, and we disclose these components 55 Table of Contents in the Consolidated Statements of Comprehensive Income. Comprehensive income (loss) reflects the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. For us, comprehensive income (loss) represents net (loss) income adjusted for cumulative foreign currency translation adjustments and unrealized gains and losses on available-for-sale securities. The foreign currency translation adjustment included in the comprehensive income (loss) calculation has not been tax affected, as the investments in foreign affiliates are deemed to be permanent. Product design and development : We follow the provisions of ASC 730, Research and Development , which states all expenses related to product design and development are charged to operations as incurred. Our product design and development activities include the enhancement of existing products and technologies and the development of new products and technologies. Par value : In April 2025, the Company filed a certificate of incorporation with the State of Delaware to incorporate under the laws of that state (the “Certification of Incorporation”). The Company assigned a par value of $ 0.00001 to each share of the Company’s common stock (“Common Stock”) and preferred stock (“Preferred Stock”), as provided in the Certificate of Incorporation. Prior to incorporation in the State of Delaware, the Company’s shares of common and preferred shares had no par value. In connection with this incorporation and change in par value, the Company has recast prior periods to reflect issued and outstanding shares of common and preferred stock as they would have been presented under the new certificate of incorporation. Earnings per share (“EPS”) : We follow the provisions of ASC 260 , Earnings Per Share, where basic EPS is computed by dividing income attributable to holders of Common Stock by the weighted average number of shares of Common Stock outstanding for the period. Diluted EPS reflects the potential dilution which may occur if securities or other obligations to issue Common Stock were exercised or converted into shares of Common Stock or resulted in the issuance of shares of Common Stock which share in our earnings. The following is a reconciliation of the net income (loss) and shares of Common Stock amounts used in the calculation of basic and diluted EPS for the fiscal years ended May 2, 2026, April 26, 2025, and April 27, 2024: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Earnings per share - basic Net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Weighted average shares outstanding 48,564 47,587 45,901 Basic earnings (loss) per share $ 0.93 $ ( 0.21 ) $ 0.75 Earnings per share - diluted Net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Diluted net income (loss) $ 45,376 $ ( 10,121 ) $ 34,621 Weighted average common shares outstanding 48,564 47,587 45,901 Dilution associated with stock compensation plans 818 — 642 Weighted average common shares outstanding, assuming dilution 49,382 47,587 46,543 Diluted earnings (loss) per share $ 0.92 $ ( 0.21 ) $ 0.74 Options outstanding to purchase 49 and 675 shares of common stock with a weighted average exercise price of $ 10.57 and $ 10.29 for the fiscal years ended April 26, 2025 and April 27, 2024, respectively, were not included in the computation of diluted EPS because the effects would be anti-dilutive. During the fiscal year ended April 27, 2024, shares of common stock issuable upon conversion of the secured convertible note in the original amount of $ 25,000 due on May 11, 2027 (the “Convertible Note”) were not included in the 56 Table of Contents computation of diluted EPS, as the effect would be anti-dilutive. For the fiscal year ended April 27, 2024, 3,915 potential common shares related to the Convertible Note were excluded from the calculation of diluted EPS. Share-based compensation : We account for share-based compensation in accordance with ASC 718 , Compensation-Stock Compensation. Under the fair value recognition provisions of ASC 718, we measure share-based compensation cost at the grant date based on the fair value of the award and recognize the compensation expense over the requisite service period, which is the vesting period. See “Note 11. Stockholders’ Equity and Share-Based Compensation” of the Notes to our Consolidated Financial Statements included in this Form 10-K for additional information on, and the assumptions we use to calculate, the fair value of share-based employee compensation. Recent Accounting Pronouncements Accounting Standards Adopted In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires the disclosure of specified additional information in the income tax rate reconciliation and to provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 also requires the disaggregation of the disclosures of income taxes paid by federal, state, and foreign taxes, with further disaggregation required for significant individual jurisdictions. The Company adopted ASU 2023-09 for the fiscal year ending May 2, 2026, retrospectively, and it did not have a material effect on our financial statements. See “Note 13. Income Taxes” of the Notes to our Consolidated Financial Statements included in this Form 10-K for additional discussion. Accounting Standards Not Yet Adopted In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”), requiring disclosure in the notes to the financial statements for specified information about certain costs and expenses. ASU 2024-03 is effective for annual periods beginning after December 15, 2026 and for interim periods beginning after December 15, 2027; however, early adoption is permitted and can be applied either prospectively or retrospectively. We are currently evaluating the impact of ASU 2024-03 on our expense disaggregation disclosures. In July 2025, the FASB issued ASU 2025-05, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets ("ASU 2025-05"). ASU 2025-05 provides a practical expedient that all entities can use when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers . Under this practical expedient, an entity is allowed to assume that the current conditions it has applied in determining credit loss allowances for current accounts receivable and current contract assets remain unchanged for the remaining life of those assets. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025, and interim reporting periods in those years. Entities that elect the practical expedient and, if applicable, make the accounting policy election are required to apply the amendments prospectively. The Company is required to adopt this guidance in fiscal year 2027 on a prospective basis. We are currently evaluating the impact of ASU 2025-05 on our accounting policies and disclosures. In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) (“ ASU 2025-06”), which modernizes the accounting for internal-use software costs to reflect current development practices. The update eliminates the previous three-stage model (preliminary, application development, and post-implementation) and instead introduces a principles-based approach. Under the new guidance, capitalization begins when (1) management authorizes and commits to funding the project, and (2) it is probable the project will be completed and the software will be used for its intended purpose. ASU 2025-06 is effective for annual periods beginning after December 15, 2027, with early adoption permitted and transition options including prospective, retrospective, or modified retrospective application. We are currently evaluating the impact of ASU 2025-06 on our accounting policies and disclosures. In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ ASU 2025-11”). The update provides clarifications intended to improve the consistency and usability of interim disclosure requirements, including a comprehensive listing of required interim disclosures and a new disclosure principle for reporting material events occurring after the most recent annual period. The amendments do not change the underlying objectives of interim reporting but are designed to enhance clarity in application. ASU 2025-11 is effective for annual periods beginning after December 15, 2027, including interim periods within that annual period. We are currently evaluating the impact of ASU 2025-11 on our accounting policies and disclosures. 57 Table of Contents Note 2 . Revenue Recognition Disaggregation of revenue In accordance with ASC 606-10-50, we disaggregate revenue from contracts with customers by the type of performance obligation and the timing of revenue recognition. We determine that disaggregating revenue in these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors and to enable users of financial statements to understand the relationship to each reportable segment. The following table presents our disaggregation of revenue by segments: Fiscal Year 2026 Commercial Live Events High School Park and Recreation Transportation International Total Type of performance obligation Unique configuration $ 25,443 $ 255,600 $ 38,229 $ 37,279 $ 22,935 $ 379,486 Limited configuration 132,803 34,418 133,417 30,898 44,450 375,986 Service and other 22,526 31,035 11,604 8,523 9,546 83,234 $ 180,772 $ 321,053 $ 183,250 $ 76,700 $ 76,931 $ 838,706 Timing of revenue recognition Goods/services transferred at a point in time $ 143,543 $ 45,945 $ 132,102 $ 36,449 $ 47,729 $ 405,768 Goods/services transferred over time 37,229 275,108 51,148 40,251 29,202 432,938 $ 180,772 $ 321,053 $ 183,250 $ 76,700 $ 76,931 $ 838,706 Fiscal Year 2025 Commercial Live Events High School Park and Recreation Transportation International Total Type of performance obligation Unique configuration $ 27,405 $ 226,780 $ 35,235 $ 49,280 $ 17,715 $ 356,415 Limited configuration 105,358 34,464 119,397 24,847 36,013 320,079 Service and other 23,440 30,240 11,289 6,934 8,080 79,983 $ 156,203 $ 291,484 $ 165,921 $ 81,061 $ 61,808 $ 756,477 Timing of revenue recognition Goods/services transferred at a point in time $ 116,605 $ 46,102 $ 120,138 $ 29,453 $ 39,903 $ 352,201 Goods/services transferred over time 39,598 245,382 45,783 51,608 21,905 404,276 $ 156,203 $ 291,484 $ 165,921 $ 81,061 $ 61,808 $ 756,477 58 Table of Contents Fiscal Year 2024 Commercial Live Events High School Park and Recreation Transportation International Total Type of performance obligation Unique configuration $ 32,914 $ 269,184 $ 38,819 $ 52,142 $ 29,562 $ 422,621 Limited configuration 109,458 41,805 124,113 27,913 24,164 327,453 Service and other 19,254 27,519 7,417 5,335 8,484 68,009 $ 161,626 $ 338,508 $ 170,349 $ 85,390 $ 62,210 $ 818,083 Timing of revenue recognition Goods/services transferred at a point in time $ 115,836 $ 48,899 $ 121,175 $ 30,866 $ 27,049 $ 343,825 Goods/services transferred over time 45,790 289,609 49,174 54,524 35,161 474,258 $ 161,626 $ 338,508 $ 170,349 $ 85,390 $ 62,210 $ 818,083 See “Note 3 . Segment Reporting” of the Notes to our Consolidated Financial Statements included in this Form 10-K for a disaggregation of revenue by geography. Contract balances Contract assets represent revenue recognized in excess of amounts billed and include unbilled receivables. Unbilled receivables, which represent an unconditional right to payment subject only to the passage of time, are reclassified to accounts receivable when they are billed according to the contract terms. Contract liabilities represent amounts billed to the clients in excess of revenue recognized to date. The following table reflects the changes in our contract assets and liabilities: May 2, 2026 April 26, 2025 Dollar Change Percent Change Contract assets $ 66,552 $ 41,169 $ 25,383 61.7 % Contract liabilities - current 65,310 69,050 ( 3,740 ) ( 5.4 ) Contract liabilities - non-current 20,655 18,421 2,234 12.1 The changes in our contract assets and contract liabilities from April 26, 2025 to May 2, 2026 were due to the timing of billing schedules and revenue recognition, which can vary significantly depending on the contractual payment terms and the seasonality of the sports markets. We had no significant impairments of contract assets for fiscal 2026, 2025, and 2024. For service-type warranty contracts, we allocate revenue to this performance obligation, recognize the revenue over time, and recognize costs as incurred. Earned and unearned revenues for these contracts are included in the “Contract assets” and 59 Table of Contents “Contract liabilities” line items of our Consolidated Balance Sheets. Changes in unearned service-type warranty contracts, net were as follows: May 2, 2026 April 26, 2025 Balance at beginning of year $ 35,129 $ 32,159 New contracts sold 52,140 55,480 Less: reductions for revenue recognized ( 49,546 ) ( 52,885 ) Foreign currency translation and other 127 375 Balance at end of year $ 37,850 $ 35,129 The loss provision on contracts in process identified as loss contracts as of May 2, 2026 and April 26, 2025 were immaterial. Loss provisions are recorded in the “Accrued expenses” line item in our Consolidated Balance Sheets. During fiscal 2026, we recognized revenue of $ 64,356 related to our contract liabilities as of April 26, 2025. Remaining performance obligations and revenue recognized from past performance obligations As of May 2, 2026, the aggregate amount of the transaction price allocated to the remaining performance obligations was $ 424,756 . Remaining performance obligations related to product and service agreements as of May 2, 2026 were $ 356,182 and $ 68,574 , respectively. We expect approximately $ 368,272 of our remaining performance obligations to be recognized over the next 12 months, with the remainder recognized thereafter. Although remaining performance obligations reflect business that is considered to be legally binding, cancellations, deferrals, or scope adjustments may occur. Any known project cancellations, revisions to project scope and cost, foreign currency exchange fluctuations, and project deferrals are reflected or excluded in the remaining performance obligation balance, as appropriate. The amount of revenue recognized associated with performance obligations satisfied in prior years during the years ended May 2, 2026 and April 26, 2025 was immaterial. Note 3 . Segment Reporting We organize and manage our business by the following five segments which meet the definition of reportable segments under ASC 280-10 , Segment Reporting : Commercial, Live Events, High School Park and Recreation, Transportation, and International. These segments are based on the customer type or geography and are the same as our operating segments/business units. Our chief operating decision-maker (“CODM”), who is our president and chief executive officer, regularly reviews the consolidated financial results in their entirety and the operating segment financial results to the GAAP measure of gross profit. The CODM uses gross profit and considers budget-to-actual variances on a quarterly basis when making decisions about the allocation of operating and capital resources to each segment. The CODM also uses segment gross profit for evaluating pricing strategy to assess the performance of each segment by comparing the results of each segment with one another. Assets and capital expenditures are reviewed by the CODM at the consolidated level, rather than segment level, as the information is not used in evaluating segment performance or allocating resources. The CODM has ultimate responsibility for enterprise decisions and making resource allocation decisions for our Company and our segments. Management of each operating segment has the responsibility for operating decisions, allocating resources, and assessing performance within their segment. • Our Commercial business unit primarily consists of sales of our integrated video display systems, digital billboards, Galaxy ® and Fuelight ™ product lines, and dynamic messaging systems to resellers (primarily sign companies), out-of-home (“OOH”) companies, national retailers, quick-serve restaurants, casinos, shopping centers, cruise ships, commercial building owners, and petroleum retailers. • Our Live Events business unit primarily consists of sales of integrated scoring and video display systems to college and professional sports facilities and convention centers and sales of our mobile display technology to video rental organizations and other live events type venues. 60 Table of Contents • Our High School Park and Recreation business unit primarily consists of sales of scoring systems, Galaxy ® displays, and video display systems to primary and secondary education facilities and resellers (primarily sign companies). • Our Transportation business unit primarily consists of sales of intelligent transportation systems dynamic messaging signs for road management, mass transit, and aviation applications and other electronic signage for advertising and way-finding needs, which includes our Vanguard ® and Galaxy ® product lines and other intelligent transportation systems dynamic message signs, to governmental transportation departments, transportation industry contractors, airlines, and other transportation-related customers. • Our International business unit consists of sales of all product lines outside the United States and Canada. In our International business unit, we focus on product lines related to integrated scoring and video display systems for sports and commercial applications, OOH advertising products, architectural lighting, and transportation related products for sale outside of the United States and Canada to the related type of company, including sports and commercial business facilities, OOH companies, and governmental transportation agencies. Our segments follow the same accounting policies as those described in “Note 1. Nature of Business and Summary of Significant Accounting Policies.” Some expenses or services are not directly allocable to a sale or segment, or the resources and related expenses are shared across business segment areas. These expenses are allocated using estimates and allocation methodologies based on financial measures and professional judgment. Shared or unabsorbed manufacturing costs are allocated to the business unit benefiting most from that manufacturing location’s production capabilities. Shared or unabsorbed costs of domestic field sales and services infrastructure, including most field administrative staff, are allocated to the Commercial, Live Events, High School Park and Recreation, and Transportation business units based on cost of sales. Shared manufacturing, buildings and utilities, and procurement costs are allocated based on payroll dollars, square footage, and various other financial measures in the segment analysis. Assets are not allocated to the segments. Depreciation and amortization are allocated to each segment based on various financial measures; however, some depreciation and amortization are corporate in nature and remain unallocated. We do not maintain information on sales by product; therefore, disclosure of such information is not practical. 61 Table of Contents The following table sets forth certain financial information for each of our five reporting segments for the periods indicated: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Net sales: Commercial $ 180,772 $ 156,203 $ 161,626 Live Events 321,053 291,484 338,508 High School Park and Recreation 183,250 165,921 170,349 Transportation 76,700 81,061 85,390 International 76,931 61,808 62,210 Total consolidated net sales 838,706 756,477 818,083 Cost of Sales: Commercial 129,345 117,486 127,393 Live Events 245,428 228,790 242,524 High School Park and Recreation 122,673 108,126 112,985 Transportation 52,825 52,023 59,369 International 59,429 54,565 53,369 Gross profit: Commercial 51,427 38,717 34,233 Live Events 75,625 62,694 95,984 High School Park and Recreation 60,577 57,795 57,364 Transportation 23,875 29,038 26,021 International 17,502 7,243 8,841 Total consolidated gross profit 229,006 195,487 222,443 Less: Selling 64,815 60,011 56,954 General and administrative 59,885 63,498 42,632 Product design and development 43,458 38,860 35,742 Interest (income) expense, net ( 3,630 ) ( 1,347 ) 3,418 Change in fair value of convertible note — 22,521 16,550 Other expense, net 6,144 17,795 13,096 Income (loss) before income taxes $ 58,334 $ ( 5,851 ) $ 54,051 Depreciation and amortization: Commercial $ 4,342 $ 4,272 $ 4,497 Live Events 4,931 5,668 6,256 High School Park and Recreation 2,709 2,179 1,968 Transportation 824 807 715 International 1,832 2,144 2,255 Total depreciation and amortization for reportable segments 14,638 15,070 15,691 Unallocated corporate depreciation 4,701 4,477 3,600 Total depreciation and amortization $ 19,339 $ 19,547 $ 19,291 62 Table of Contents No single country comprises a material amount of our net sales or property and equipment, net of accumulated depreciation, other than the United States. The following table presents information about net sales, which are based on where the end user is located, and property and equipment, net of accumulated depreciation, in the United States and elsewhere: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Net sales: United States $ 742,294 $ 676,192 $ 744,419 Outside United States 96,412 80,285 73,664 $ 838,706 $ 756,477 $ 818,083 Property and equipment, net of accumulated depreciation: United States $ 54,851 $ 66,701 $ 64,332 Outside United States 9,412 7,183 7,420 $ 64,263 $ 73,884 $ 71,752 We have numerous customers worldwide for sales of our products and services, and no customer accounted for 10 percent or more of net sales; therefore, we are not economically dependent on a limited number of customers for the sale of our products and services. We have numerous raw material and component suppliers, and no supplier accounts for 10 percent or more of our cost of sales; however, we have a complex global supply chain subject to geopolitical and transportation risks and a number of single-source suppliers that could limit our supply or cause delays in obtaining raw materials and components needed in manufacturing. Note 4. Business Combination On December 22, 2025, the Company acquired the Display Business from XDC, which consisted of intellectual property, equipment assets, technical expertise, contract rights, other personal property, and related assets. The Display Business Assets acquired by the Company pursuant to the XDC Acquisition comprise substantially all of the Display Business’s assets. Certain employees of XDC were also hired by the Company in connection with the acquisition. As consideration for the hiring of such employees and the acquisition of the Display Business Assets, the Company assumed specific liabilities of XDC and settled a portion of principal and accrued interest owed to the Company by XDC under certain promissory notes. The total consideration for the XDC Acquisition was $ 4,141 . We accounted for the XDC Acquisition as a business combination using the acquisition method of accounting and performed an allocation of the purchase price to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The XDC Acquisition is not significant to our Consolidated Financial Statements included in this Form 10-K, and, as such, we have not included disclosures of the allocation of the purchase price. Additionally, we have not included any pro forma disclosures as the results of its operations are not significant to our consolidated financial results. The results of the Display Business operations have been included in our Consolidated Financial Statements included in this Form 10-K since the date of acquisition. 63 Table of Contents Note 5 . Goodwill and Intangible Assets Goodwill The changes in the carrying amount of goodwill related to each reportable segment for the fiscal year ended May 2, 2026 were as follows: Live Events Commercial Transportation Total Balance as of April 26, 2025: $ — $ 3,159 $ 29 $ 3,188 Foreign currency translation — 36 11 47 XDC Acquisition $ 153 $ 148 $ 149 $ 450 Balance as of May 2, 2026: $ 153 $ 3,343 $ 189 $ 3,685 We perform an analysis of goodwill on an annual basis, and it is tested for impairment more frequently if events or changes in circumstances indicate that an asset might be impaired. Our annual analysis is performed during our third quarter of each fiscal year based on the goodwill amount as of the first business day of our third fiscal quarter. We performed our annual impairment test on November 2 , 2025 and c onclude d no goodwill impairment existed for fiscal year 2026 . The annual impairment test for fiscal year 2025 concluded no goodwill impairment existed. As part of the XDC Acquisition, we recorded $ 450 of goodwill which is related to the value of the assembled workforce acquired and is not deductible for tax purposes. The amount of accumulated impairments to goodwill as of May 2, 2026 and April 26, 2025 was $ 4,576 . Intangible Assets The following table summarizes intangible assets, net, as of May 2, 2026 and April 26, 2025: May 2, 2026 Weighted Average Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Registered trademarks 13.8 $ 1,782 $ 421 $ 1,361 Developed technology 15.0 1,915 43 1,872 Customer relationships 10.3 2,563 2,533 30 Total 12.7 $ 6,260 $ 2,997 $ 3,263 April 26, 2025 Weighted Average Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Registered trademarks 20.0 $ 662 $ 342 $ 320 Customer relationships 10.3 2,521 2,273 248 Total 12.2 $ 3,183 $ 2,615 $ 568 In the fiscal years 2026, 2025, and 2024, amortization expense was $ 253 , $ 278 , and $ 287 , respectively. Amortization expenses are included primarily in product design and development and selling expense in the Consolidated Statements of Operations. Intangible assets are written off when fully amortized. 64 Table of Contents As of May 2, 2026, amortization expenses for future periods were estimated to be as follows: Fiscal years ending Amount 2027 $ 277 2028 277 2029 277 2030 277 2031 276 Thereafter 1,879 Total expected amortization expense $ 3,263 Note 6 . Selected Financial Statement Data Inventories consisted of the following: May 2, 2026 April 26, 2025 Raw materials $ 51,511 $ 46,340 Work-in-process 12,885 10,223 Finished goods 46,075 49,276 $ 110,471 $ 105,839 Property and equipment, net consisted of the following: May 2, 2026 April 26, 2025 Land $ 3,166 $ 3,024 Buildings 74,036 73,373 Machinery and equipment 142,107 139,079 Office furniture and equipment 4,270 4,027 Computer software and hardware 42,855 48,087 Construction in Process 2,801 1,619 Demonstration equipment 7,717 7,355 Transportation equipment 8,831 8,455 285,783 285,019 Less accumulated depreciation 221,520 211,135 $ 64,263 $ 73,884 Our depreciation expense was $ 17,477 , $ 17,654 , and $ 17,453 for the fiscal years 2026, 2025, and 2024, respectively. 65 Table of Contents Accrued expenses consisted of the following: May 2, 2026 April 26, 2025 Compensation $ 24,832 $ 23,217 Taxes, other than income taxes 3,194 3,259 Accrued employee benefits 3,683 4,105 Operating lease liabilities 3,238 2,044 Short-term accrued expenses 9,911 9,080 $ 44,858 $ 41,705 Interest income (expense), net consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Interest expense: Interest expense $ ( 1,463 ) $ ( 2,873 ) $ ( 3,397 ) Debt issuance amortization expense ( 965 ) ( 1,614 ) ( 1,551 ) Total interest expense ( 2,428 ) ( 4,487 ) ( 4,948 ) Interest income: Interest income 6,058 5,834 1,530 Interest income (expense), net $ 3,630 $ 1,347 $ ( 3,418 ) Other expense, net consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Foreign currency transaction (losses) gains $ ( 1,134 ) $ 658 $ 284 Equity in losses of affiliates ( 2,008 ) ( 3,053 ) ( 3,764 ) Allowance for credit losses on affiliate loans ( 3,750 ) ( 15,480 ) — XDC Acquisition 501 — — Impairment of equity method investees — — ( 6,359 ) Debt issuance costs write off — — ( 3,353 ) Other 247 80 96 $ ( 6,144 ) $ ( 17,795 ) $ ( 13,096 ) Note 7 . Accounts Receivable, Net We invoice customers based on a billing schedule as established in our contracts. We sometimes have the ability to file a contractor’s lien against the product installed as collateral and to file claims against surety bonds to protect our interest in receivables. Foreign sales are at times secured by irrevocable letters of credit or bank guarantees. Accounts receivable are reported net of an allowance for credit losses of $ 1,732 and $ 1,927 as of May 2, 2026 and April 26, 2025, respectively. Included in accounts receivable as of May 2, 2026 and April 26, 2025 was $ 2,049 and $ 3,727 , respectively, of retainage on construction-type contracts, all of which is expected to be collected within one year. In some contracts with customers, we agree to installment payments exceeding 12 months. The present value of these contracts is recorded as a receivable as the revenue is recognized in accordance with GAAP, and profit is recognized to the 66 Table of Contents extent the present value is in excess of cost. We generally retain a security interest in the equipment or in the cash flow generated by the equipment until the contract is paid. The present value of long-term contracts, including the current maturities, was $ 4,365 and $ 3,287 as of May 2, 2026 and April 26, 2025, respectively. Contract receivables bearing annual interest rates of 8.0 to 9.0 percent are due in varying annual installments through October 2027. The face value of long-term receivables, including the current maturities, was $ 4,495 and $ 3,698 as of May 2, 2026 and April 26, 2025, respectively. Note 8 . Financing Agreements Long-term debt consists of the following: May 2, 2026 April 26, 2025 Mortgage 10,925 12,375 Long-term debt, gross 10,925 12,375 Debt issuance costs, net ( 146 ) ( 388 ) Current portion ( 1,150 ) ( 1,500 ) Long-term debt, net $ 9,629 $ 10,487 Credit Agreements On November 26, 2025, the Company entered into a new $ 71,500 senior secured credit facility (the “New Credit Facility”) pursuant to a Credit Agreement (the “New Credit Agreement”), between and among the Company, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), the Lenders, and the other Loan Parties. The following capitalized terms have specific meanings as defined in the New Credit Agreement: Lenders; Loan Parties; Adjusted Term SOFR Rate; Adjusted Daily Simple SOFR; CB Floating Rate; Total Leverage Ratio; and Fixed Charge Coverage Ratio. In connection with entering into the New Credit Agreement, the Company terminated its prior senior credit facility dated May 11, 2023 (as amended, the “Prior Credit Agreement”), which consisted of an asset‑based revolving credit facility and a delayed draw term loan. All outstanding obligations under the Prior Credit Agreement were repaid in full, and all related liens, including the mortgage on the Company’s Brookings, South Dakota real property, were released. No material early termination penalties were incurred in connection with the termination of the Prior Credit Agreement. Certain customary obligations, including indemnification and confidentiality provisions, survive the termination of the Prior Credit Agreement. The New Credit Facility created pursuant to the New Credit Agreement is comprised of: • a $ 60,000 revolving credit facility (the “Revolver”), maturing on November 26, 2028 (the “Maturity Date”); and • an $ 11,500 term loan (the “New Term Loan”), amortizing in equal quarterly installments of $ 288 , with the remaining principal due on the Maturity Date. The Revolver and the New Term Loan are guaranteed by the Loan Parties and are secured by perfected, first‑priority liens on substantially all personal property and assets of the Company and the other Loan Parties, including intellectual property, pursuant to a new pledge and security agreement and related collateral documents (collectively, the “New Security Agreement”). The New Security Agreement replaced the prior pledge and security agreement entered into in connection with the Prior Credit Agreement. Borrowings under the New Credit Facility bear interest, at one of the following rates to be selected by the Company, in its discretion: (i) the Adjusted Term SOFR Rate plus a 0.10 % margin; (ii) the Adjusted Daily Simple SOFR plus a 0.10 % margin; or (iii) the CB Floating Rate with a 0.00 % margin. Amounts repaid under the New Term Loan may not be reborrowed. Undrawn commitments under the Revolver accrue a commitment fee of 0.20 % per year. Letters of credit issued under the Revolver accrue customary fees and generally must expire no later than five business days prior to the Maturity Date. The financial covenants under the New Credit Agreement require the Company to maintain (i) a maximum quarterly Total Leverage Ratio of 3.00 to 1.00 and (ii) a minimum Fixed Charge Coverage Ratio of 1.25 to 1.00. There is a limited ability 67 Table of Contents to exclude certain unfinanced capital expenditures from these calculations when specified liquidity thresholds are met. These covenants apply to borrowings under both the Revolver and the New Term Loan. The New Credit Agreement includes customary representations, covenants, and events of default, including limitations on incurring additional debt, liens, investments, asset sales, restricted payments, dividends, share repurchases, and affiliate transactions. Proceeds from the New Credit Facility may be used to refinance existing indebtedness and for working capital and other general corporate purposes. As of May 2, 2026, the Company was in compliance with all covenants under the New Credit Agreement and other agreements related to the New Credit Facility. There were no advances under the New Term Loan portion of our line of credit, and the balance of letters of credit issued and outstanding under the Revolver was approximately $ 1,905 . As of May 2, 2026, $ 58,095 of the New Credit Facility remains in place and available for borrowing. Convertible Note As of May 2, 2026 and April 26, 2025, there was no outstanding balance under the Convertible Note. During fiscal 2025, the Company fully settled the Convertible Note through a series of forced conversions in accordance with its terms. These conversions resulted in the issuance of shares of Common Stock to Alta Fox Opportunities and the extinguishment of the debt on the dates of settlement. Accordingly, there is no remaining principal or accrued interest associated with the Convertible Note, and no further obligations under its terms. Debt Issuance Costs Debt issuance costs incurred in connection with our financing agreements are capitalized and amortized on a straight‑line basis over the term of the related debt agreement. In the event of early principal repayments or the termination of a debt agreement, any remaining unamortized debt issuance costs associated with such agreement are expensed. In connection with the termination of the Prior Credit Agreement, the Company expensed $ 566 of unamortized debt issuance costs, which were recorded as interest expense. Amortization of debt issuance costs totaled $ 965 and $ 1,614 for t he fiscal years ended May 2, 2026 and April 26, 2025, respectively . The amortization for the fiscal year ended May 2, 2026 includes amortization related to both the Prior Credit Agreement prior to its termination and the New Credit Facility subsequent to its execution. As of May 2, 2026 , the remaining unamortized debt issuance costs of $ 146 were being amortized over the remaining term of the New Credit Facility. Future Maturities Aggregate contractual maturities of debt in future fiscal years are as follows: Fiscal years ending Amount 2027 $ 1,150 2028 1,150 2029 8,625 2030 — 2030 and beyond — Total debt $ 10,925 Note 9 . Share Repurchase Program On June 17, 2016, our Board of Directors (the “Board” or “Board of Directors”) authorized a share repurchase program (the “Repurchase Program”) under which the Company may repurchase up to $ 40,000 of outstanding Common Stock. On March 4, 2025, the Board approved a $ 10,000 increase in the limit under the Repurchase Program. On June 23, 2025, the 68 Table of Contents Board approved an additional $ 10,000 increase in the limit under the Repurchase Program. On December 9, 2025, the Board approved an additional $ 20,000 increase for a maximum authorized value of $ 80,000 as of May 2, 2026. Repurchases under the Repurchase Program may be made from time to time in open market transactions or privately negotiated transactions, subject to business and market conditions, applicable legal requirements, and other relevant factors. The Repurchase Program does not obligate the Company to repurchase any specific number of shares, may be suspended or terminated at any time at the discretion of the Board and has no fixed expiration date. For additional information, see “Note 19. Subsequent Events” of the Notes to our Consolidated Financial Statements included in this Form 10-K. During fiscal 2026, the Company repurchased 1,428 shares of Common Stock at a total cost of $ 25,409 and incurred $ 156 of stock repurchase excise tax. During fiscal 2025, the Company repurchased 2,071 shares of Common Stock at a total cost of $ 29,474 . During fiscal 2024, the Company had no repurchases of shares of our outstanding shares of common stock, no par value. As of May 2, 2026, $ 14,471 of the $ 80,000 authorized amount remained available for repurchase under the Repurchase Program. Note 10 . Leases We lease facilities and various equipment to manufacture products and provide employee collaboration space and tools. These are all classified as operating leases and have initial lease terms ranging from 1 year to 5 years. These operating leases do not contain material residual value guarantees or material restrictive covenants. Our lease for our facility in Sioux Falls, South Dakota contains a purchase option. We have no material financing leases. We determine if an arrangement is a lease at the inception of the lease. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Right-of-use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As we are generally not able to determine the rate implicit in our leases, we use the incremental borrowing rate based on the information available at the commencement date in determining the present value of future lease payments. The operating lease right-of-use asset includes any prepaid lease payments and initial direct costs and excludes any lease incentives and impairments. Some of our leases include options to extend the term, which is only included in the right-of-use assets and lease liability calculation when it is reasonably certain that we will exercise that option. We have lease agreements with lease and non-lease components, and we have elected to account for all asset classes as a single lease component. Our operating leases also typically require payment of real estate taxes, insurance, and common area maintenance. These components comprise the majority of our variable lease cost and are excluded from the present value of our lease obligations. In instances where they are fixed, they are included due to our election to combine lease and non-lease components. Our total variable lease costs are immaterial. Operating lease cost is recognized on a straight-line basis over the lease term, and short-term lease cost is recognized when paid. During fiscal 2026, the amount of the operating lease cost included in cost of sales and operating expenses in the Consolidated Statements of Operations was $ 2,816 and $ 657 , respectively, as compared to $ 2,530 and $ 674 , respectively, in fiscal year 2025, and $ 2,344 and $ 980 , respectively, in fiscal year 2024. Operating lease cost includes short-term leases, which are immaterial. As of May 2, 2026, the weighted average remaining lease term and discount rate related to operating leases was 3.0 years and 6.4 percent as compared to 2.4 years and 6.1 percent as of April 26, 2025. Supplemental unaudited cash flow information related to operating leases were as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 2,975 $ 2,461 $ 2,581 69 Table of Contents Future minimum operating lease payments as of, and subsequent to, May 2, 2026 under ASC 842 are as follows: Operating Leases Fiscal years ending 2027 $ 3,659 2028 2,042 2029 1,124 2030 850 2031 411 Thereafter — Total lease payments 8,086 Less imputed interest ( 733 ) Total lease liabilities $ 7,353 The current and long-term portions of the lease liabilities are included in the “Accrued expenses” and “Other long-term obligations” line items in our Consolidated Balance Sheets, respectively. Note 11 . Stockholders’ Equity and Share-Based Compensation Authorized share types : Our 120,000 authorized shares of stock consist of 115,000 shares of Common Stock and 5,000 shares of Preferred Stock. Stock incentive plans : During fiscal 2026, our shareholders approved the Daktronics, Inc. 2025 Stock Incentive Plan (“2025 Plan”), under which shares available for issuance include remaining authorized shares from the 2020 Stock Incentive Plan (“2020 Plan”). No new awards will be granted under the 2020 Plan. The 2025 Plan provides for the issuance of stock-based awards, including, but not limited to, stock options, restricted stock, restricted stock units (“RSUs”), performance stock, performance stock units (“PSUs”), and deferred stock to employees, directors, and consultants. Stock options issued to employees under the 2020 Plan and 2025 Plan generally have a 10-year life, an exercise price equal to the closing market value on the grant date, and a five-year annual vesting period. The restricted stock granted to independent directors vests in one year , provided that the directors remain on the Board of Directors. Restricted stock units are granted to employees and generally vest over a defined service period or, in the case of PSUs, based on performance criteria, which may vary by award. Performance stock awards are granted to employees and vest, if at all, based on the achievement of specified performance criteria. PSUs and RSUs are granted to employees as units that are settled in shares of Common Stock upon vesting based on the achievement of specified performance criteria. Pursuant to the terms of the applicable award agreements and the 2020 Plan or 2025 Plan, all currently outstanding stock-based awards under the 2020 Plan and 2025 Plan will be settled in shares of Common Stock on a one-to-one basis if and when such awards vest, and the ownership of such stock-based awards cannot be transferred during the applicable vesting period. As of May 2, 2026, the aggregate number of shares of Common Stock available for future grants under the 2025 Plan was 3,418 shares. Shares of Common Stock subject to each stock award granted under the 2025 Plan are counted as one share of Common Stock for each share of Common Stock subject to the award. Restricted stock and restricted stock units : We issue restricted stock to our non-employee directors and RSUs to employees. Restricted stock issued to non-employee directors are participating securities and receive dividends prior to vesting. Unvested restricted stock will terminate and be forfeited upon termination of employment or service. The fair value of our unvested restricted stock and RSU awards is measured based on the market value of our Common Stock on the grant date for the applicable award. The related compensation expense as calculated under ASC 718, net of estimated forfeitures, is recognized over the applicable vesting period. Unrecognized compensation expense related to the restricted stock and RSU awards was approximately $ 5,707 as of May 2, 2026, which is expected to be recognized over a weighted-average period of 3.31 years. The total fair value of restricted stock vested was $ 2,404 , $ 1,209 , and $ 1,536 in fiscal years 2026, 2025, and 2024, respectively. Performance stock and performance stock units: We grant performance stock and PSUs to senior members of our management team subject to the achievement of specified performance targets and continuous service through the 70 Table of Contents applicable vesting dates. Our PSUs granted in fiscal 2026 were immaterial . In fiscal 2025 and 2024, we had no PSU grants. The performance conditions for the current PSUs are set to be achieved annually during a three-year period. The service condition must be met on each vesting date. In March 2025, the Company granted a one-time equity award to its former interim Chief Executive Officer (“CEO”) and acting Chief Financial Officer (“CFO”). Pursuant to the terms of the applicable award agreements, 100 percent of the awarded RSUs will vest upon the appointment of a permanent CEO or CFO, as applicable, provided that the executive remains continuously employed by the Company or a subsidiary until immediately prior to such appointment. The vesting condition for the Company’s former interim CEO was satisfied during fiscal 2026 upon the appointment of his successor. As of May 2, 2026, the vesting condition for the acting CFO has not yet been satisfied. During fiscal 2026, the Company recognized additional stock‑based compensation expense related to the accelerated vesting of certain equity awards in connection with the separation of an executive officer. The acceleration of vesting resulted in the recognition of approximately $ 620 of compensation expense during the period, which is included in “General and administrative” expense in our Consolidated Statements of Operations. During fiscal 2026, the Company reclassified certain PSUs from equity‑classified awards to liability‑classified awards because the awards permit settlement in cash at the holder’s election. As of May 2, 2026, $ 304 was reclassified from additional paid‑in capital to accrued compensation liabilities, and $ 180 was recognized as stock-based compensation expense to reflect the awards’ fair value at the reclassification date. The liability is included in “Accrued expenses” in our Consolidated Statements of Operations. Liability‑classified awards are remeasured at fair value each reporting period until settlement. A summary of non-vested restricted stock and RSUs for fiscal years 2026, 2025, and 2024 is as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Number of Nonvested Shares Weighted Average Grant Date Fair Value Per Share Number of Nonvested Shares Weighted Average Grant Date Fair Value Per Share Number of Nonvested Shares Weighted Average Grant Date Fair Value Per Share Outstanding at beginning of year 600 $ 9.62 486 $ 5.95 617 $ 4.11 Granted 251 19.92 318 13.19 159 9.85 Vested ( 253 ) 8.88 ( 189 ) 6.45 ( 280 ) 3.92 Forfeited ( 24 ) 14.21 ( 15 ) 6.71 ( 10 ) 4.77 Outstanding at end of year 574 $ 13.96 600 $ 9.62 486 $ 5.95 71 Table of Contents Stock Options : We issue incentive stock options to our employees. A summary of stock option activity under our 2020 Plan and 2025 Plan during the fiscal year ended May 2, 2026 is as follows: Stock Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding as of April 26, 2025 901 $ 5.78 5.41 $ 6,107 Granted — — — — Cancelled or forfeited ( 4 ) 8.51 — — Exercised ( 290 ) 6.19 — 4,247 Outstanding as of May 2, 2026 607 $ 5.57 4.85 $ 8,573 Shares vested and expected to vest 603 $ 5.56 4.83 $ 8,518 Exercisable as of May 2, 2026 419 $ 5.81 4.16 $ 5,827 The aggregate intrinsic value of stock options represents the difference between the exercise price of stock options and the fair market value of the underlying Common Stock for all in-the-money options. We define in-the-money options as of May 2, 2026 as options having exercise prices lower than the $ 19.70 per share market price of our Common Stock on that date. There were 419 shares exercisable that were in-the-money options as of May 2, 2026. The total intrinsic value of options exercised during fiscal years 2026, 2025, and 2024 was $ 4,247 , $ 3,594 , and $ 708 , respectively. The total fair value of stock options vested was $ 375 , $ 410 , and $ 453 for fiscal years 2026, 2025, and 2024, respectively. We estimate the fair value of stock options granted using the Black-Scholes option valuation model. We recognize the fair value of the stock options on a straight-line basis as compensation expense. All options are recognized over the requisite service periods of the awards, which are generally the vesting periods. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. ASC 718 requires us to estimate forfeitures at the time of grant and to revise those estimates in subsequent periods if actual forfeitures differ from those estimates. We use historical data to estimate pre-vesting option forfeitures and record share-based compensation expense only for those awards expected to vest. The following factors are the significant assumptions used in the computation of the fair value of options: Expected life . The expected life of options granted represents the period of time they are expected to be outstanding. We estimate the expected life of options granted based on historical exercise patterns, which we believe are representative of future behavior. We have examined our historical pattern of option exercises in an effort to determine if there were any discernible patterns of activity based on certain demographic characteristics. Demographic characteristics tested included age, salary level, job level, and geographic location. We have determined there were no meaningful differences in option exercise activity based on the demographic characteristics tested. Expected volatility . We estimate the volatility of our common stock at the date of grant based on historical volatility consistent with ASC 718 and SEC Staff Accounting Bulletin No. 107, Share-Based Payments . Risk-free interest rate. The rate is based on the United States Treasury zero-coupon yield curve on the grant date for a term similar to the expected life of the options. Dividend yield. We use an expected dividend yield consistent with our historical dividend yield pattern. 72 Table of Contents The following table provides the weighted-average fair value of options granted and the related assumptions used in the Black-Scholes model. No stock options were granted during fiscal 2026; therefore, no Black‑Scholes assumptions were applicable. Year Ended April 26, 2025 April 27, 2024 Fair value of options granted $ 5.98 $ 4.92 Risk-free interest rate 3.58 % 4.37 % Expected volatility 49.14 % 46.28 % Expected life of option (in years) 6.83 6.90 Employee stock purchase plan : We have an employee stock purchase plan (“ESPP”), which enables employees after six months of continuous employment to elect, in advance and semi-annually, to contribute up to 15 percent of their compensation, subject to certain limitations, toward the purchase of our Common Stock at a purchase price equal to 85 percent of the lower of the fair market value of the Common Stock on the first or last day of the participation period. The ESPP requires participants to hold any shares purchased under the ESPP for a minimum period of one year after the date of purchase. Compensation expense recognized on shares issued under our ESPP is based on the value of a traded option to purchase shares of our Common Stock at a 15 percent discount to the stock price. The total number of shares reserved under the ESPP is 5,500 . The number of shares of Common Stock issued under the ESPP totaled 128 , 148 , and 355 shares in fiscal 2026, 2025, and 2024, respectively. The number of shares of Common Stock reserved for future employee purchases under the ESPP totaled 943 shares as of May 2, 2026. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code of 1986, as amended. Total share-based compensation expense : As of May 2, 2026, there was $ 6,001 of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under all equity compensation plans. Total unrecognized compensation cost will be adjusted for future changes in estimated forfeitures. We expect to recognize the cost over a weighted-average period of 3.31 years. The following table presents a summary of the share-based compensation expense by equity type as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Stock options $ 550 $ 910 $ 420 Restricted stock and stock units 4,029 1,591 1,177 Employee stock purchase plans 515 443 493 $ 5,094 $ 2,944 $ 2,090 A summary of the share-based compensation expense by classification in the Consolidated Statements of Operations for stock options, restricted stock, RSUs, and shares of Common Stock issued under the ESPP for fiscal years 2026, 2025, and 2024 is as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Cost of sales $ 968 $ 613 $ 452 Selling 778 460 437 General and administrative 2,920 1,577 745 Product design and development 428 294 456 $ 5,094 $ 2,944 $ 2,090 73 Table of Contents We received $ 1,796 in cash from option exercises under all share-based payment arrangements for the fiscal year ended May 2, 2026. The tax expense related to non-qualified options and RSUs under all share-based payment arrangements totale d $ 215 , $ 5 , and $ 22 for fiscal years 2026, 2025, and 2024, respectively. Note 12 . Retirement Benefits We sponsor a 401(k) savings plan providing benefits for substantially all United States-based employees of Daktronics and its subsidiaries, subject to certain Internal Revenue Service (“IRS”) limits. We made matching cash contributions equal to 50 percent of each participating employee’s qualifying contribution up to six percent of such employee’s compensation. Employees are eligible to participate in the 401(k) savings plan the first day of the calendar month following completion of 30 days of continuous service if they have attained the age of 21 . We contributed $ 3,729 , $ 3,522 , and $ 3,201 for matches to the plan for fiscal years 2026, 2025, and 2024, respectively. Note 13 . Income Taxes The following tables reflect the significant components of our income tax provision. The pretax income (loss) attributable to domestic and foreign operations was as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Domestic $ 47,731 $ ( 13,407 ) $ 46,763 Foreign 10,603 7,556 7,288 Income (loss) before income taxes $ 58,334 $ ( 5,851 ) $ 54,051 Income tax expense consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Current: Federal $ ( 246 ) $ 6,819 $ 21,174 State 823 1,786 5,512 Foreign 2,572 1,965 1,813 Deferred: Federal 8,709 ( 5,308 ) ( 8,101 ) State 1,392 ( 946 ) ( 1,045 ) Foreign ( 292 ) ( 46 ) 77 $ 12,958 $ 4,270 $ 19,430 In fiscal 2026, the Company retrospectively adopted ASU 2023-09, Improvements to Income Tax Disclosures. The reconciliation of items accounting for the difference between income taxes computed at the United States federal statutory rate and the Company's effective rate for the fiscal years 2026, 2025, and 2024 is summarized as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Amount Percent Amount Percent Amount Percent Income (loss) before income taxes $ 58,334 $ ( 5,851 ) $ 54,051 Federal income tax expense at statutory rate 12,250 21.0 % ( 1,229 ) 21.0 % 11,351 21.0 % State and local income tax, net of federal income tax effect (a) 1,750 3.0 % 664 ( 11.3 ) % 3,529 6.5 % 74 Table of Contents Foreign tax effects Canada Statutory tax rate difference between Canada and United States ( 96 ) ( 0.2 ) % ( 176 ) 3.0 % ( 123 ) ( 0.2 ) % Ontario provincial income taxes 166 0.3 % 298 ( 5.1 ) % 207 0.4 % Other provincial income taxes 10 — % 42 ( 0.7 ) % 36 0.1 % Other ( 7 ) — % 19 ( 0.3 ) % 2 — % China Statutory tax rate difference between China and United States 263 0.5 % 130 ( 2.2 ) % 140 0.3 % Other 52 0.1 % 42 ( 0.7 ) % 19 — % Ireland Statutory tax rate difference between Ireland and United States ( 111 ) ( 0.2 ) % ( 59 ) 1.0 % ( 31 ) ( 0.1 ) % Changes in valuation allowance ( 370 ) ( 0.6 ) % ( 85 ) 1.5 % ( 36 ) ( 0.1 ) % Other 56 0.1 % 56 ( 1.0 ) % 48 0.1 % Other Foreign Jurisdictions 90 0.2 % 66 ( 1.1 ) % 97 0.2 % Effect of cross-border tax laws GILTI (net of credit) 21 — % 72 ( 1.2 ) % 63 0.1 % Foreign-derived intangible income (FDII) 55 0.1 % ( 87 ) 1.5 % ( 327 ) ( 0.6 ) % Other 3 — % — — % — — % Tax credits Research & Development Tax Credit ( 717 ) ( 1.2 ) % ( 1,003 ) 17.1 % ( 1,203 ) ( 2.2 ) % Other ( 67 ) ( 0.1 ) % ( 9 ) 0.2 % — — % Changes in valuation allowance ( 288 ) ( 0.5 ) % 641 ( 11.0 ) % 2,117 3.9 % Nontaxable or nondeductible items Meals & entertainment 325 0.5 % 305 ( 5.2 ) % 270 0.5 % Stock options ( 681 ) ( 1.2 ) % ( 853 ) 14.6 % ( 178 ) ( 0.3 ) % Change in fair value of convertible debt — — % 4,729 ( 80.9 ) % 3,476 6.4 % IRC Section 162(m) limitation 143 0.2 % 142 ( 2.4 ) % — — % Debt issuance costs amortization — — % 425 ( 7.4 ) % — — % Other 105 0.1 % 44 ( 0.8 ) % 23 — % Change in uncertain tax positions, net Change in FIN 48 Reserve 33 0.1 % 90 ( 1.5 ) % ( 35 ) ( 0.1 ) % Other Reconciling Adjustments ( 27 ) — % 6 ( 0.1 ) % ( 15 ) — % Effective Tax Rate 12,958 22.2 % 4,270 ( 73.0 ) % 19,430 35.9 % (a) For the year ended May 2, 2026, state taxes in California, Florida, Maryland, Minnesota, New York, Pennsylvania and Wisconsin made up the majority (greater than 50 percent) of the tax effect in this category. For the year ended April 26, 2025, state taxes in California, Minnesota, and Texas made up the majority (greater than 50 percent) of the tax effect in this 75 Table of Contents category. For the year ended April 27, 2024, state taxes in California, Massachusetts, Minnesota, New Jersey, New York, Pennsylvania and Wisconsin made up the majority (greater than 50 percent) of the tax effect in this category. Our effective tax rate for fiscal 2026 was 22.2 percent. The effective income tax rate for fiscal 2026 was primarily impacted due to the research and development credit, reversals of valuation allowances on Ireland net operating losses, and other permanent tax adjustments. Our effective tax rate for fiscal 2025 was negative 73.0 percent. The effective income tax rate for fiscal 2025 was primarily impacted due to the fair value adjustment to the Convertible Note that is not deductible for tax purposes. Additional other items impacting the rate were valuation allowances on equity investments, state taxes, and a write down of deferred taxes related to debt issuance costs on the conversion of the Convertible Note. Our effective tax rate for fiscal 2024 was 35.9 percent. During fiscal 2024, our effective income tax rate was primarily impacted due to the fair value adjustment to the Convertible Note that is not deductible for tax purposes. Additional other items impacting the rate were valuation allowances on equity investments, state taxes, as well as prior year provision to return adjustments reduced in part by tax benefits from permanent tax credits. Cash paid for income taxes, net of refunds, received for fiscal years 2026, 2025, and 2024 was as follows: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 U.S. Federal Taxes $ 1,800 $ 12,500 $ 19,500 U.S. State Taxes California 306 410 768 Other U.S. States 1,178 2,714 3,719 Foreign Taxes Canada 474 418 326 Ontario, Canada 371 313 250 China 559 820 1,194 Other Foreign 436 631 695 Total cash paid for income taxes, net of refunds $ 5,124 $ 17,806 $ 26,452 The components of the net deferred tax assets were as follows: 76 Table of Contents May 2, 2026 April 26, 2025 Deferred tax assets: Accrued warranty obligations $ 9,057 $ 8,819 Vacation accrual 2,546 2,443 Deferred maintenance revenue 1,173 998 Allowance for excess and obsolete inventory 3,366 3,590 General reserve 281 628 Equity compensation 498 282 Allowance for credit losses accounts 379 4,242 Inventory capitalization 1,861 3,115 Accrued compensation and benefits 950 942 Capital loss carry forwards 3,700 — Unrealized loss on foreign currency exchange 82 — Net operating loss carry forwards 754 862 Outside basis difference in equity method investments 2,998 7,030 Section 174 Capitalization 8,123 12,840 Research and development tax credit carry forwards 81 76 Lease accounting - lease liability 1,079 1,250 Other 640 646 Total deferred tax assets 37,568 47,763 Valuation allowance ( 7,214 ) ( 7,887 ) Net deferred tax assets 30,354 39,876 Deferred tax liabilities: Property and equipment ( 5,184 ) ( 5,904 ) Deferred software implementation costs ( 1,061 ) — Lease accounting - right of use asset ( 1,058 ) ( 1,250 ) Prepaid expenses ( 641 ) ( 557 ) Unrealized gain on foreign currency exchange — ( 146 ) Other ( 166 ) — Total deferred tax liabilities ( 8,110 ) ( 7,857 ) Net deferred tax asset $ 22,244 $ 32,019 The classification of the net deferred tax assets in the accompanying Consolidated Balance Sheets is: May 2, 2026 April 26, 2025 Non-current assets $ 22,266 $ 32,104 Non-current liabilities ( 22 ) ( 85 ) $ 22,244 $ 32,019 As of May 2, 2026, we had total valuation allowances against deferred tax assets of $ 7,214 , as compared to $ 7,887 as of April 26, 2025, representing an decrease of $ 673 during fiscal 2026. The decrease in valuation allowance is attributed to reversals of valuation allowances primarily related to Ireland net operating losses as described below. The majority of the valuation allowances are attributable to outside basis differences in equity method investments of $ 2,998 as well as capital losses of $ 3,700 which were generated during fiscal 2026 for the disposal of an equity method investment which essentially 77 Table of Contents was a recharacterization of the deferred tax asset and corresponding valuation allowance already in place. A small portion of the total valuation allowances are related to foreign net operating loss carryforwards as described below. We consider all positive and negative evidence available in determining the potential of realizing deferred tax assets, including past operating results and the forecast of future earnings, category of income, future taxable income, and prudent and feasible tax planning strategies. If sufficient evidence of our ability to generate applicable taxable income in the jurisdictions in which we currently maintain a valuation allowance causes us to determine that our deferred tax assets are more likely than not realizable, we would release our valuation allowance, which would result in an income tax benefit being recorded in our Consolidated Statements of Operations. As of May 2, 2026, we had foreign net operating loss (“NOL”) carryforwards of approximately $ 3,957 primarily related to our operations in Belgium and Ireland, which have indefinite lives. A deferred tax asset has been recorded for all NOL carryforwards totaling approximately $ 752 . However, due to uncertainty in future taxable income in Belgium, a valuation allowance has been recorded for $ 516 for the full amount of the Belgium NOL’s. The valuation allowance on Ireland NOL’s was reversed during fiscal 2026 due to a return to profitability and future taxable income expected. As of May 2, 2026, we have not accrued taxes related to the outside basis difference in our non-U.S. subsidiaries, as we currently intend to indefinitely reinvest those earnings. The determination of the deferred tax liability is not practical. The summary of changes in the amounts related to unrecognized uncertain tax benefits are: May 2, 2026 April 26, 2025 Balance at beginning of year $ 446 $ 356 Gross increases related to prior period tax positions 30 24 Gross decreases related to prior period tax positions ( 19 ) ( 22 ) Gross increases related to current period tax positions 91 122 Lapse of statute of limitations ( 69 ) ( 34 ) Balance at end of year $ 479 $ 446 All of our unrecognized tax benefits would have an impact on the effective tax rate if recognized. We recognized the release of $ 69 in unrecognized tax benefits related to the lapse of a statute of limitations in fiscal 2026. Interest and penalties incurred associated with uncertain tax positions are included in the “Income tax expense” line item in our Consolidated Statements of Operations. Accrued interest and penalties are included in the related tax liability line item in our Consolidated Balance Sheets of $ 63 and $ 41 as of May 2, 2026 and April 26, 2025, respectively. Additional tax information: We are subject to United States federal income tax as well as income taxes of multiple state and foreign jurisdictions. Fiscal years 2023, 2024, and 2025 remain open to U.S. federal tax examinations, and fiscal years 2022, 2023, 2024 and 2025 remain open for U.S. state income tax examinations. Certain subsidiaries are also subject to income tax in several non-U.S. jurisdictions which have open tax years varying by jurisdiction beginning in fiscal 2015. In the event of any future tax assessments, we have elected to record the income taxes and any related interest and penalties as income tax expense in our Consolidated Statements of Operations. We regularly assess the likelihood of an adverse outcome resulting from examinations to determine the adequacy of our tax reserves. As of May 2, 2026, we believe that it is more likely than not that the tax positions taken will be sustained upon the resolution of audits resulting in no material impact on our consolidated financial position and the results of operations and cashflows. However, the final determination with respect to any tax audits, including any related litigation costs, settlements, penalties and/or interest assessments, could be materially different from our accruals and could have a material effect on our financial position, results of operations, and/or cash flows in the periods for which that determination is made. In October 2021, the Organization for Economic Co-operation and Development (“OECD”)/G20 finalized the significant components of a two-pillar global tax reform plan, which has now been agreed to by the majority of OECD members. Pillar Two requires multinational enterprises with annual global revenue exceeding €750 million to pay a global minimum tax of 15 percent. We anticipate being subject to the compliance requirements beginning in our fiscal year 2027. We continue to evaluate the potential impact on future periods of the Pillar Two framework and the implementation of the 78 Table of Contents Pillar Two rules in the jurisdictions in which we operate. We do not anticipate that Pillar Two compliance will have a material impact on our financial statements. In July 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant tax related provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions. The OBBBA has multiple effective dates with the earliest provisions taking effect in fiscal 2026 and others beginning in fiscal 2027 and beyond. ASC 740, “ Income Taxes ”, requires the effects of changes in tax rates and laws affecting current taxes to be reflected in the estimated annual effective tax rate going forward, and adjustments to existing deferred taxes to be recognized on deferred tax balances to be recognized in the period in which the legislation is enacted. We note that as of May 2, 2026, there were no material impacts to our effective tax rate; however, the OBBBA allows for the timing of certain deductions to be recognized in deferred taxes in the financial statements. These include deductions for the bonus depreciation and Section 174 capitalization of domestic research and development costs. We will continue to evaluate the future tax and other provisions of the OBBBA and the potential effects on our financial position, results of operations, and cash flows. Note 14 . Cash Flow Information The changes in operating assets and liabilities consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 (Increase) decrease: Accounts receivable $ ( 26,029 ) $ 25,161 $ ( 7,733 ) Long-term receivables ( 917 ) ( 2,603 ) 620 Inventories ( 3,420 ) 32,536 10,859 Contract assets ( 25,051 ) 14,721 ( 9,262 ) Prepaid expenses and other current assets ( 2,667 ) 36 1,086 Income taxes receivables ( 2,814 ) ( 2,761 ) ( 124 ) Right of use, investment in affiliates, and other assets ( 3,773 ) ( 1,213 ) 214 Increase (decrease): Accounts payable 28,681 ( 14,119 ) ( 7,123 ) Contract liabilities ( 1,668 ) 5,596 ( 22,695 ) Accrued expenses 2,690 239 10,891 Warranty obligations ( 308 ) ( 3,835 ) 4,312 Long-term warranty obligations 1,237 1,735 1,075 Income taxes payable 997 ( 4,485 ) 2,067 Other payables ( 2,930 ) 381 1,678 $ ( 35,972 ) $ 51,389 $ ( 14,135 ) Supplemental disclosures of cash flow information consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Cash payments for: Interest $ 847 $ 3,066 $ 2,858 Income taxes, net of refunds 5,124 17,806 26,452 79 Table of Contents Non-cash impairment charges consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Non-cash impairment charges: Equity investees impairment $ — $ — $ 6,359 Total non-cash impairment charges $ — $ — $ 6,359 Supplemental schedule of non-cash investing and financing activities consisted of the following: Year Ended May 2, 2026 April 26, 2025 April 27, 2024 Purchases of property and equipment included in accounts payable $ 630 $ 2,320 $ 1,628 Contributions of common stock under the ESPP 1,382 1,192 1,200 Settlement of convertible note — 64,366 — Note 15 . Fair Value Measurement ASC 820, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. It also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy within ASC 820 distinguishes between the following three levels of inputs which may be utilized when measuring fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than quoted prices included within level 1 for the assets or liabilities, either directly or indirectly (for example, quoted market prices for similar assets and liabilities in active markets or quoted market prices for identical assets or liabilities in markets not considered to be active, inputs other than quoted prices that are observable for the asset or liability, or market-corroborated input). Level 3 - Unobservable inputs supported by little or no market activity based on our own assumptions used to measure assets and liabilities. The fair values for fixed-rate long-term receivables are estimated using a discounted cash flow analysis based on interest rates currently being offered for contracts with similar terms to customers with similar credit quality. The carrying amounts reported in our Consolidated Balance Sheets for long-term receivables approximate fair value and have been categorized as a level 2 fair value measurement. Fair values for fixed-rate long-term marketing obligations are estimated using a discounted cash flow calculation applying interest rates currently being offered for debt with similar terms and underlying collateral. The total carrying value of long-term marketing obligations as reported in our Consolidated Balance Sheets within other long-term obligations approximates fair value and has been categorized as a level 2 fair value measurement. The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis as of May 2, 2026 and April 26, 2025 according to the valuation techniques we used to determine their fair values. There have been no transfers of assets or liabilities among the fair value hierarchies presented. 80 Table of Contents Fair Value Measurements Level 1 Level 2 Level 3 Total Balance as of May 2, 2026: Cash and cash equivalents $ 131,639 $ — $ — $ 131,639 $ 131,639 $ — $ — $ 131,639 Balance as of April 26, 2025: Cash and cash equivalents $ 127,507 $ — $ — $ 127,507 $ 127,507 $ — $ — $ 127,507 The following methods and assumptions were used to estimate the fair value of each class of financial instrument. Cash and cash equivalents : Consists of cash on hand in bank deposits and highly liquid investments, primarily money market accounts. The fair value was measured using quoted market prices in active markets. The carrying amount approximates fair value. Non-recurring measurements: The fair value measurement standard also applies to certain non-financial assets and liabilities measured at fair value on a nonrecurring basis. Certain long-lived assets such as goodwill, intangible assets, the Affiliate Notes, and property and equipment are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. See “Note 1. Nature of Business and Summary of Significant Accounting Policies” for further details regarding our investment in affiliates. Other measurements using fair value : Some of our financial instruments, such as accounts receivable, long-term receivables, prepaid expense and other assets, contract assets and liabilities, accounts payable, warranty obligations, and other long-term obligations are reflected in the Consolidated Balance Sheets at carrying value, which approximates fair value due to their short-term nature . Note 16 . Derivative Financial Instruments We periodically utilize derivative financial instruments to manage the economic impact of fluctuations in currency exchange rates on those transactions denominated in currencies other than our functional currency, which is the United States dollar. When we utilize such instruments, we enter into currency forward contracts to manage these economic risks. We account for all derivatives in the Consolidated Balance Sheets within accounts receivable or accounts payable measured at fair value, and changes in fair values are recognized in earnings unless specific hedge accounting criteria are met for cash flow or net investment hedges. As of May 2, 2026 and April 26, 2025, we had not designated any of our derivative instruments as accounting hedges, and thus we recorded the changes in fair value in the “Other expense, net” line item in the Consolidated Statements of Operations. There were no foreign currency agreements outstanding as of May 2, 2026 and April 26, 2025. Note 17 . Commitments and Contingencies Litigation: We are a party to legal proceedings and claims which arise during the ordinary course of business. We review our legal proceedings and claims, regulatory reviews and inspections, and other legal matters on an ongoing basis and follow appropriate accounting guidance when making accrual and disclosure decisions. We establish accruals for those contingencies when the incurrence of a loss is probable and can be reasonably estimated, and we disclose the amount accrued and the amount of a reasonably possible loss in excess of the amount accrued if such disclosure is necessary for our financial statements to not be misleading. We do not record an accrual when the likelihood of loss being incurred is probable, but the amount cannot be reasonably estimated, or when the loss is believed to be only reasonably possible or remote, although disclosures will be made for material matters as required by ASC 450-20, Contingencies - Loss Contingencies . Our assessment of whether a loss is reasonably possible or probable is based on management’s assessment and consultation with legal counsel regarding the ultimate outcome of the matter following all appeals. 81 Table of Contents For other unresolved legal proceedings or claims, we do not believe there is a reasonable probability that any material loss would be incurred. Accordingly, no material accrual or disclosure of potential loss range have been made related to these matters. We do not expect the ultimate liability of these unresolved legal proceedings or claims to have a material effect on our financial position, liquidity, or capital resources. Warranties: See “Note 1. Nature of Business and Summary of Significant Accounting Policies” for more information regarding warranties. Changes in our warranty obligation for the fiscal years ended May 2, 2026 and April 26, 2025 consisted of the following: May 2, 2026 April 26, 2025 Beginning accrued warranty obligations $ 35,830 $ 37,928 Warranties issued during the period 14,783 13,733 Settlements made during the period ( 8,930 ) ( 13,795 ) Changes in accrued warranty obligations for pre-existing warranties during the period, including expirations ( 4,923 ) ( 2,036 ) Ending accrued warranty obligations $ 36,760 $ 35,830 Performance guarantees: We have entered into standby letters of credit, bank guarantees, and surety bonds with financial institutions to support our contractual obligations, primarily related to construction-type contracts. These instruments serve as guarantees of our future performance, including the operation and installation of equipment and the completion of contractual deliverables. As of May 2, 2026, we had $ 48,987 of bonded work outstanding and $ 1,905 in letters of credit outstanding. Performance guarantees are issued to certain customers to guarantee the operation and installation of the equipment and our ability to complete a contract. These performance guarantees have various terms but are generally one year. We enter into written agreements with our customers, and those agreements often contain indemnification provisions that require us to make the customer whole if certain acts or omissions by us cause the customer financial loss. We make efforts to negotiate reasonable caps and limitations on the recovery of such damages. As of May 2, 2026, we were not aware of any indemnification claim from a customer. Purchase commitments: From time to time, we commit to purchase inventory, advertising, cloud-based information systems, information technology maintenance and support services, and various other products and services over periods that extend beyond one year. As of May 2, 2026, we were obligated under the following unconditional purchase commitments: Fiscal years ending Amount 2027 $ 15,234 2028 10,492 2029 85 2030 85 2031 — Thereafter 225 $ 26,121 Note 18 . Related Party Transactions Daktronics Related Person Transaction Policy: The Board of Directors has adopted the Daktronics Related Person Transaction Policy (the “Policy”), a written policy and procedures with respect to related party transactions, that the Audit Committee of the Board (the "Audit Committee") oversees. Under the Policy, a “Related Person Transaction” is generally defined as a transaction, arrangement, or relationship (or any series of similar transactions, arrangements, or relationships) in which the Company was, is, or will be a participant; the amount involved exceeds $ 120 ; and any “Related Person” had, has, or will have a direct or indirect material interest. The Policy generally defines a "Related Person" as: a director, 82 Table of Contents director nominee, or executive officer of the Company at any time during the last fiscal year; a beneficial owner of more than five percent of any class of our voting securities; or any immediate family member of any of the foregoing persons. Our Chief Financial Officer is responsible for overseeing the monitoring and identification of Related Person Transactions and the appropriate reporting of any potential Related Person Transactions to the Audit Committee. The Audit Committee reviews and, if appropriate, approves Related Person Transactions, including certain transactions which are deemed to be pre-approved under the Policy. On an annual basis, the Audit Committee reviews any previously approved Related Person Transactions that are ongoing. Our Vice President of Commercial and High School Park and Recreation, is the brother-in-law of the Company’s Chief Data and Analytics Officer and executive officer, and is therefore considered a related person under the Policy. Transactions with Alta Fox Opportunities: Effective May 11, 2023, the Company entered into a Securities Purchase Agreement with Alta Fox Opportunities Fund, LP (“Alta Fox Opportunities”) under which the Company sold and issued to Alta Fox Opportunities the Convertible Note in exchange for the payment by Alta Fox Opportunities to the Company of $ 25,000 (the "Securities Purchase Agreement"). All amounts due under the Convertible Note were settled in fiscal 2025, and the Company has no further obligations under the Convertible Note. For additional information on the Convertible Note, see “Note 8. Financing Agreements” of the Notes to our Consolidated Financial Statements included in this Form 10-K. Alta Fox Opportunities reported in Amendment No. 2 to the Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on May 15, 2023 (“Amendment No. 2”) that, as of May 11, 2023, Alta Fox Opportunities, together with the following affiliates and associates, beneficially owned 4,768 shares of Common Stock, representing 9.99 percent of Common Stock outstanding: Alta Fox GenPar, LP, as the general partner of Alta Fox Opportunities; Alta Fox Equity, LLC, as the general partner of Alta Fox GenPar, LP; Alta Fox Capital Management, LLC, as the investment manager of Alta Fox Opportunities; and P. Connor Haley, as the sole owner, member, and manager of each of Alta Fox Capital Management, LLC and Alta Fox Equity LLC (collectively with Alta Fox Opportunities, “Alta Fox”). Accordingly, based on Amendment No. 2, as of May 11, 2023, Alta Fox was a “Related Person” of the Company under the Policy and the applicable provisions of the Securities Act of 1933, as amended (the "Securities Act"), and the rules promulgated thereunder. According to Amendment No. 5 to the Schedule 13D filed by Alta Fox Opportunities on December 10, 2025 with the SEC, Alta Fox reported that it beneficially owned 3,733 shares of Common Stock on December 10, 2025, representing 7.70 percent of the outstanding shares of Common Stock. The Securities Purchase Agreement, the Convertible Note, the Pledge and Security Agreement dated as of May 11, 2023 by and between the Company and Alta Fox Opportunities and the Registration Rights Agreement by and between the Company and Alta Fox Opportunities dated as of May 11, 2023 were approved in advance of their execution by the Strategy and Financing Review Committee of the Board of Directors, the members of which were all members of the Audit Committee. Transactions with Reece A. Kurtenbach: Effective April 10, 2025, our former President and CEO, Reece A. Kurtenbach, was appointed as Interim Chief Executive Officer of XDC, an entity in which the Company previously owned interest in and accounted for under the equity method of accounting. Mr. Kurtenbach served as a member of the Board of Directors of Daktronics, Inc. through January 31, 2026, at which time he resigned from the Board. As previously disclosed in reports filed by the Company with the SEC, Reece A. Kurtenbach also served as a director and executive officer during the fiscal year ended April 26, 2025 and is the brother of Matthew J. Kurtenbach, an executive officer of the Company, and Carla S. Gatzke, a former executive officer of the Company. As a result of Reece A. Kurtenbach’s appointment as Interim Chief Executive Officer of XDC and the foregoing relationships between Mr. Kurtenbach and the Company and its executive officers, he was considered a Related Person under the Policy and a related party under ASC 850 - Related Party Disclosures prior to the closing of the XDC Acquisition on December 22, 2025. Transactions with Milwaukee Bucks Inc.: In fiscal 2025, the Company entered into a change order to an existing agreement with Milwaukee Bucks Inc. The total value of the change order was $ 214 . On April 29, 2025, the Company entered into a contract with Milwaukee Bucks Inc. The total value of the contract was $ 683 . The terms of both of the above-referenced arrangements between the Company and Milwaukee Bucks Inc. were arm’s-length transactions made in the ordinary course of the Company’s business. Peter Feigin, a member of the Board, was the President of Milwaukee Bucks Inc. at the time of these transactions. 83 Table of Contents See “Note 1. Nature of Business and Summary of Significant Accounting Policies” of the Notes to our Consolidated Financial Statements included in this Form 10-K for further details of related party transactions with our investments in the Affiliate Notes issued by our affiliates. Note 19. Subsequent Events Share Repurchases. On June 22, 2026, our Board of Directors authorized an additional $ 25,897 under the Repurchase Program, resulting in a total amount of $ 40,000 available under the Repurchase Program as of the date of the authorization. For additional information, see “Note 9. Share Repurchase Program” of the Notes to our Consolidated Financial Statements included in this Form 10-K. Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.