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Item 1. Financial Statements

2026-09-02 compared with 2026-03-04 · 243 added, 389 removed, 322 unchanged (66% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data) (unaudited)

2026 April 26,

(in thousands, except per share data)

CURRENT ASSETS:

11 unchanged sentences

Intangibles, net 3,190 3,263

Debt issuance costs, net — 1,289

Right of use, investment in affiliates, and other assets

12,906 11,828

Deferred income taxes 22,240 22,266

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS (continued)

(in thousands, except per share data) (unaudited)

2026 April 26,

(in thousands, except per share data)

LIABILITIES AND STOCKHOLDERS' EQUITY

17 unchanged sentences

Common stock, $ 0.00001 par value, authorized 115,000 shares;

53,565 and 53,030 shares issued as of January 31, 2026 and April 26, 2025, respectively

53,715 and 53,650 shares issued as of August 1, 2026 and May 2, 2026, respectively

Additional paid-in capital 198,895 196,837

Retained earnings 192,716 173,286

Treasury stock, at cost, 5,272 and 3,979 shares as of January 31, 2026 and April 26, 2025, respectively

Treasury stock, at cost, 5,631 and 5,406 shares as of August 1, 2026 and May 2, 2026, respectively

( 69,734 ) ( 65,324 )

2 unchanged sentences

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 607,380 $ 554,412

See notes to Condensed Consolidated Financial Statements.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

DAKTRONICS, INC.

2 unchanged sentences

(in thousands, except per share data)

Three Months Ended Nine Months Ended

2026 January 25,

2025 January 31,

2026 January 25,

Three Months Ended

2026 August 2,

Net sales $ 234,565 $ 218,972

6 unchanged sentences

46,663 41,800

Operating income (loss)

Operating income

24,936 23,272

1 unchanged sentence

Interest income (expense), net 1,134 893

Change in fair value of convertible note — ( 14,083 ) — ( 25,369 )

Other income (expense), net

518 ( 613 ) ( 1,683 ) ( 2,612 )

Income (loss) before income taxes

Other expense, net

( 403 ) ( 1,942 )

Income tax expense (benefit)

Income before income taxes

25,667 22,223

Net income (loss)

Income tax expense

$ 19,430 $ 16,470

5 unchanged sentences

Diluted $ 0.40 $ 0.33

See notes to Condensed Consolidated Financial Statements.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

DAKTRONICS, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

Three Months Ended Nine Months Ended

2026 January 25,

2025 January 31,

2026 January 25,

Net income (loss) $ 3,010 $ ( 17,156 ) $ 36,961 $ ( 696 )

Other comprehensive income (loss):

Three Months Ended

2026 August 2,

Net income $ 19,430 $ 16,470

Other comprehensive (loss) income:

Cumulative translation adjustments ( 197 ) 279

Unrealized gain (loss) on available-for-sale securities, net of tax

— ( 9 ) 10 11

Total other comprehensive income (loss), net of tax 1,392 ( 1,329 ) 2,011 ( 867 )

Comprehensive income (loss) $ 4,402 $ ( 18,485 ) $ 38,972 $ ( 1,563 )

See notes to Condensed Consolidated Financial Statements.

Total other comprehensive (loss) income, net of tax ( 197 ) 279

Comprehensive income $ 19,233 $ 16,749

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

DAKTRONICS, INC.

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Number Amount Additional Paid-In Capital Retained Earnings Number Amount Accumulated Other Comprehensive Loss Total

Balance as of April 26, 2025 53,030 $ — $ 189,940 $ 127,910 ( 3,979 ) $ ( 39,759 ) $ ( 6,160 ) $ 271,931

Balance as of May 2, 2026 53,650 $ — $ 196,837 $ 173,286 ( 5,406 ) $ ( 65,324 ) $ ( 4,052 ) $ 300,747

Net income — — — 19,430 — — — 19,430

5 unchanged sentences

Balance as of August 1, 2026 53,715 $ — $ 198,895 $ 192,716 ( 5,631 ) $ ( 69,734 ) $ ( 4,249 ) $ 317,628

Net income — — — 17,481 — — — 17,481

Cumulative translation adjustments — — — — — — 330 330

Unrealized gain on available-for-sale securities, net of tax — — — — — — 10 10

Share-based compensation — — 1,011 — — — — 1,011

Common stock issued upon vesting of Restricted Stock Units 168 — — — — — — —

Exercise of stock options 160 — 1,039 — — — — 1,039

Shares withheld for taxes on Restricted Stock Unit issuances ( 36 ) — ( 607 ) — — — — ( 607 )

Treasury stock purchase — — — — ( 97 ) ( 1,564 ) — ( 1,564 )

Balance as of November 1, 2025 53,400 $ — $ 193,106 $ 161,861 ( 4,724 ) $ ( 51,975 ) $ ( 5,541 ) $ 297,451

Net income — — — 3,010 — — — 3,010

Cumulative translation adjustments — — — — — — 1,392 1,392

Share-based compensation — — 1,687 — — — — 1,687

Exercise of stock options 55 — 329 — — — — 329

Common stock issued upon vesting of Restricted Stock Units 42 — — — — — — —

Employee savings plan activity 68 — 734 — — — — 734

Treasury stock purchase — — — — ( 548 ) ( 10,561 ) — ( 10,561 )

Conversion of an equity award to a liability award — — ( 304 ) — — — — ( 304 )

Balance as of January 31, 2026 53,565 $ — $ 195,552 $ 164,871 ( 5,272 ) $ ( 62,536 ) $ ( 4,149 ) $ 293,738

See notes to Condensed Consolidated Financial Statements.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

DAKTRONICS, INC.

5 unchanged sentences

Balance as of April 26, 2025 53,030 $ — $ 189,940 $ 127,910 ( 3,979 ) $ ( 39,759 ) $ ( 6,160 ) $ 271,931

Net loss — — — ( 4,946 ) — — — ( 4,946 )

Cumulative translation adjustments — — — — — — 128 128

Share-based compensation — — 520 — — — — 520

Exercise of stock options 331 3,148 — — — — — 3,148

Employee savings plan activity 71 569 — — — — — 569

Balance as of July 27, 2024 48,523 $ 69,242 $ 52,566 $ 133,085 ( 1,907 ) $ ( 10,285 ) $ ( 6,397 ) $ 238,211

Net income — — — 21,406 — — — 21,406

Cumulative translation adjustments — — — — — — 314 314

Unrealized gain on available-for-sale securities, net of tax — — — — — — 20 20

Share-based compensation — — 530 — — — — 530

Exercise of stock options 183 1,040 — — — — — 1,040

Shares withheld for taxes on Restricted Stock Unit issuances ( 37 ) — ( 591 ) — — — ( 591 )

Common stock issued upon vesting of Restricted Stock Units 141 — — — — — — —

Balance as of October 26, 2024 48,810 $ 70,282 $ 52,505 $ 154,491 ( 1,907 ) $ ( 10,285 ) $ ( 6,063 ) $ 260,930

— — — 16,470 — — — 16,470

Cumulative translation adjustments — — — — — — 279 279

Unrealized gain (loss) on available-for-sale securities, net of tax — — — — — — ( 9 ) ( 9 )

Share-based compensation — — 947 — — — — 947

1 unchanged sentence

Employee savings plan activity 60 — 648 — — — — 648

Treasury stock purchase — — — — ( 536 ) ( 9,016 ) — ( 9,016 )

Settlement of convertible note — — 36,797 — — — — 36,797

Balance as of January 25, 2025 49,006 $ 71,774 $ 89,875 $ 137,335 ( 2,443 ) $ ( 19,301 ) $ ( 7,392 ) $ 272,291

See notes to Condensed Consolidated Financial Statements.

Treasury stock purchased

— — — ( 648 ) ( 10,652 ) — ( 10,652 )

Balance as of August 2, 2025 53,108 $ — $ 191,663 $ 144,380 ( 4,627 ) $ ( 50,411 ) $ ( 5,881 ) $ 279,751

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

DAKTRONICS, INC.

2 unchanged sentences

(in thousands)

Nine Months Ended

2026 January 25,

Three Months Ended

2026 August 2,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

$ 19,430 $ 16,470

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 4,682 4,804

Gain on sale of property, equipment and other assets

( 28 ) ( 38 )

Share-based compensation 1,210 947

Equity in loss of affiliates — 805

(Reversal of) allowance for credit losses on affiliate loan

Provision for (recoveries of) doubtful accounts, net 774 ( 481 )

Allowance for credit losses on affiliate loan

Provision for doubtful accounts, net

Deferred income taxes, net 22 32

Change in fair value of convertible note — 25,369

Change in operating assets and liabilities 5,906 1,688

4 unchanged sentences

Loans to equity investees — ( 1,547 )

Acquisition, net of cash acquired

Net cash used in investing activities ( 3,909 ) ( 5,620 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Borrowings on notes payable 1,400 —

Payments on notes payable ( 288 ) ( 500 )

2 unchanged sentences

Proceeds from exercise of stock options 198 128

Tax payments related to RSU issuances ( 607 ) ( 591 )

Net cash used in financing activities

12 unchanged sentences

Contributions of common stock under the employee stock purchase plan 649 648

Settlement of convertible note — 36,797

See notes to Condensed Consolidated Financial Statements.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2 unchanged sentences

Daktronics, Inc.

and its subsidiaries (the “Company”, “Daktronics”, “we”, “our”, or “us”) are recognized industry leaders in the design and manufacturing of electronic scoreboards, programmable display systems, and large-screen video displays serving sporting, commercial, and transportation markets.

and its subsidiaries (collectively, the “Company”, “Daktronics”, “we”, “our”, or “us”) is engaged principally in the design, marketing, and manufacturing 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.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting.

1 unchanged sentence

All such adjustments are of a normal recurring nature.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and the disclosure of contingent liabilities.

The preparation of these financial statements requires us to make estimates and judgments affecting the reported amounts of assets, liabilities, revenues, and expenses and related disclosure of contingent assets and liabilities.

Significant estimates include, but are not limited to, revenue recognition, warranty obligations, the fair value of long-term debt and investments in affiliates, income tax provisions, and stock-based compensation.

Actual results may differ materially from those estimates due to inherent uncertainties.

Due to the inherent uncertainty involved in making estimates, actual results in future periods may differ from those estimates.

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to SEC rules and regulations.

The balance sheet as of April 26, 2025, has been derived from the audited financial statements as of that date but does not include all disclosures required for annual financial statements.

These interim financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in its Annual Report on Form 10-K for the fiscal year ended April 26, 2025 (the “Form 10-K”).

The Company operates on a 52- or 53-week fiscal year ending on the Saturday closest to April 30.

The balance sheet as of May 2, 2026, has been derived from the audited financial statements as of that date but does not include all disclosures required for annual financial statements.

Daktronics operates 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.

Each fiscal quarter consists of 13 weeks, except in a 53-week fiscal year, where the first quarter includes 14 weeks.

The nine months ended January 31, 2026, and January 25, 2025, included 40 and 39 weeks of operations, respectively.

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 three months ended August 1, 2026, and August 2, 2025, contained operating results for 13 and 14 weeks, respectively.

There have been no material changes to the Company’s significant accounting policies and estimates as disclosed in the Form 10-K.

1 unchanged sentence

Cash and cash equivalents are presented in the Condensed Consolidated Balance Sheets with the corresponding totals reported in the Condensed Consolidated Statements of Cash Flows.

The Company had no restricted cash or restricted cash equivalents as of January 31, 2026 or January 25, 2025.

We maintain foreign currency cash accounts to support our global operations.

These balances are subject to fluctuations in foreign exchange rates, which may impact our consolidated financial position and results of operations.

As of January 31, 2026, our total cash and cash equivalents were $ 144,424 , of which $ 130,644 were denominated in U.S.

Included in the U.S.

dollar-denominated balances were $ 9,164 held by our foreign subsidiaries.

The remaining $ 13,780 were denominated in foreign currencies, with $ 11,704 maintained in accounts held by our foreign subsidiaries.

We have foreign currency cash accounts to operate our global business.

These accounts are impacted by changes in foreign currency rates.

As of August 1, 2026, of our $ 154,585 in cash and cash equivalents, $ 144,294 was denominated in United States dollars, of which $ 10,675 was held by our foreign subsidiaries, and $ 10,291 was denominated in foreign currencies, of which $ 8,501 was maintained in accounts of our foreign subsidiaries.

Recent Accounting Pronouncements

Accounting Standards Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

ASU 2023-07 requires enhanced disclosures about significant segment expenses.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024, with

early adoption permitted.

ASU 2023-07 requires the retrospective adoption method.

The Company adopted ASU 2023-07 for annual periods beginning in the fiscal year ended April 26, 2025, noting there were no changes to our reportable segments.

The Company has adopted ASU 2023-07 for interim periods beginning in the fiscal year ending May 2, 2026.

In July 2025, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“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 Accounting Standards Codification (“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.

The Company adopted the guidance prospectively in this fiscal year beginning May 3, 2026.

The adoption of this standard did not have a material impact on our unaudited condensed consolidated financial statements and related disclosures.

Accounting Standards Not Yet 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 its income tax rate reconciliation and to provide additional information for reconciling items that meet a quantitative threshold.

ASU 2023-09 will also require 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 is required to adopt this guidance for its annual reporting in fiscal year 2026 on a prospective basis.

Early adoption and retroactive application are permitted.

We are currently evaluating the impact of ASU 2023-09 on our income tax disclosures.

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 of specified information about certain costs and expenses.

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;

1 unchanged sentence

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 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 expense disaggregation 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.

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Investments in Affiliates

We account for investments in other entities using the equity method when our ownership interest provides us with the ability to exercise significant influence over the operating and financial policies of the investee.

Our assessment of significant influence considers factors such as ownership percentage, board representation, participation in policy-making decisions, commercial arrangements, and material intercompany transactions.

We evaluated our investment in an affiliate of Miortech Holding B.V.

(dba Etulipa) (“Miortech”), which is focused on low-power outdoor electrowetting technology.

As of January 31, 2026, our ownership interest in Miortech was 55.9 percent.

Despite our majority ownership, we determined Miortech is a variable interest entity (“VIE”) and, based on management’s analysis, Daktronics is not the primary beneficiary as the power criterion was not met.

Accordingly, we do not consolidate this entity but account for our investment in such entity under the equity method.

As of January 31, 2026 and April 26, 2025, the carrying value of our equity method investment in Miortech was zero.

Our proportional share of the affiliate loss with respect to Miortech is recorded in “Other expense, net” in our Condensed Consolidated Statements of Operations.

For the three and nine months ended January 31, 2026, our share of such affiliate losses were $ 223 and $ 752 , respectively, compared to $ 212 and $ 693 , respectively, for the three and nine months ended January 25, 2025.

Additionally, we have provided funding to Miortech through a promissory note (the “Miortech Affiliate Note”).

During the nine months ended January 31, 2026, we advanced $ 930 to Miortech under the Miortech Affiliate Note, as compared to $ 1,340 during fiscal year 2025.

Accrued interest on the Miortech Affiliate Note was $ 177 and $ 149 as of January 31, 2026 and April 26, 2025, respectively.

The total face value of the outstanding Miortech Affiliate Note was $ 5,250 and $ 3,809 as of January 31, 2026 and April 26, 2025, respectively.

These balances are included in “Right of use, investment in affiliates, and other assets” in our Condensed Consolidated Balance Sheets.

We periodically assessed the Miortech Affiliate Note for impairment and expected credit losses, and concluded that no impairment existed for the periods ended January 31, 2026 and April 26, 2025.

The balance of our Miortech Affiliate Note totaled $ 3,813 and $ 3,123 as of January 31, 2026 and April 26, 2025, respectively.

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.

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 August 1, 2026.

The aggregate amount of our investments accounted for under the equity method was zero as of both August 1, 2026 and May 2, 2026.

We had no Miortech-related activity during the three months ended August 1, 2026.

Miortech filed for bankruptcy with the Dutch courts in May 2026, and the ultimate outcome of the bankruptcy proceedings remains uncertain.

Our proportional share of the affiliate earnings or losses is included in the “Other expense, net” line item in our Condensed Consolidated Statements of Operations.

For the three months ended August 1, 2026 and August 2, 2025, our share of the losses of our affiliate in Miortech was zero and $ 224 , respectively.

We also have advanced loans to Miortech under convertible and promissory notes (collectively, the “Miortech Affiliate Notes”).

We had no advances during the three months ended August 1, 2026 and had advanced $ 1,283 in fiscal 2026 under the Miortech Affiliate Notes.

We had no accrued interest related to the Miortech Affiliate Notes as of August 1, 2026 and had accrued interest of $ 228 as of May 2, 2026.

The total face value of the outstanding amount of the Miortech Affiliate

Notes was $ 5,429 as of both August 1, 2026 and May 2, 2026.

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.

The balance of our Miortech Affiliate Note totaled zero as of both August 1, 2026 and May 2, 2026.

On December 22, 2025, the Company acquired 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 6.

Business Combinations” of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for further information on this acquisition.

As of April 26, 2025, the carrying value of our equity method investment in XDC was zero.

Our proportional share of the affiliate loss in XDC is recorded in “Other expense, net” in our Condensed Consolidated Statements of Operations.

For the three and nine months ended January 31, 2026, our share of affiliate losses recognized through December 22, 2025 with respect to XDC were $ 303 and $ 1,015 , respectively, compared to $ 550 and $ 1,901 , respectively, for the three and nine months ended January 25, 2025.

Prior to the XDC Acquisition, the Company held an equity interest in XDC that was accounted for under the equity method and engaged in various related party transactions with XDC.

As a result of the XDC Acquisition, XDC is no longer accounted for as an equity method investee and the Company no longer has related party transactions with XDC.

Accordingly, there were no equity method earnings or losses, affiliate note activity, or related party transactions with XDC during the three months ended August 1, 2026.

The disclosures below are presented solely for comparability to the prior-year period, which was before the XDC Acquisition.

Our proportional share of the affiliate earnings or losses is included in the “Other expense, net” in our Condensed Consolidated Statements of Operations.

For the three months ended August 2, 2025, our share of affiliate losses recognized was $ 581 .

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 $ 499 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.

These balances are included in “Right of use, investment in affiliates, and other assets” in our Condensed 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 an XDC Affiliate Note deemed uncollectible.

During fiscal 2026, through December 22, 2025, an additional provision of $ 1,012 was recorded for another XDC Affiliate Note expected to be uncollectible.

These provisions are included in “Other expense, net.” Prior to the XDC Acquisition, we forgave $ 16,492 of the XDC Affiliate Notes.

Additionally, we also engage in related party transactions with XDC, primarily for research and development services.

For the nine months ended January 31, 2026 and January 25, 2025, we recorded expenses of $ 325 and $ 593 , respectively, in “Product design and development.” Amounts recognized during the nine months ended January 31, 2026 relate to services provided prior to the XDC Acquisition on December 22, 2025.

Unpaid amounts related to these services were $ 49 and $ 109 as of January 31, 2026 and January 25, 2025, respectively, and are included in “Accounts payable.”

During fiscal year 2026, we advanced $ 4,100 to XDC under the XDC Affiliate Notes.

Accrued interest on the XDC Affiliate Notes was $ 449 as of May 2, 2026.

Additionally, prior to the XDC Acquisition, we engaged in related party transactions with XDC, primarily for research and development services.

For the three months ended August 2, 2025, we recorded expenses of $ 32 in “Product design and development.” Unpaid amounts related to these services were $ 109 as of August 2, 2025 and are included in “Accounts payable.”

Earnings Per Share

We compute earnings per share (“EPS”) in accordance with the provisions of Accounting Standards Codification Topic 260, Earnings Per Share.

Basic EPS is calculated by dividing net income attributable to holders of our common stock, par

value $ 0.00001 per share (“Common Stock”), by the weighted average number of common shares outstanding during the reporting period.

Basic EPS is calculated by dividing net income attributable to holders of our common stock, par value $ 0.00001 per share (“Common Stock”), by the weighted average number of common shares outstanding during the reporting period.

Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised, converted, or otherwise resulted in the issuance of common shares that participate in our earnings.

The following table presents a reconciliation of net income and the number of shares of Common Stock used in the calculation of basic and diluted EPS for the three and nine months ended January 31, 2026, and January 25, 2025:

Three Months Ended Nine Months Ended

2026 January 25,

2025 January 31,

2026 January 25,

The following is a reconciliation of the net income and shares of Common Stock amounts used in the calculation of basic and diluted EPS for the three months ended August 1, 2026, and August 2, 2025:

Three Months Ended

2026 August 2,

Earnings per share - basic

Net income (loss)

$ 19,430 $ 16,470

2 unchanged sentences

Earnings per share - diluted

Net income (loss) $ 3,010 $ ( 17,156 ) $ 36,961 $ ( 696 )

Net income $ 19,430 $ 16,470

Diluted net income $ 19,430 $ 16,470

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Diluted earnings per share $ 0.40 $ 0.33

During the three months ended January 31, 2026, 61 shares of potential Common Stock related to stock-based compensation plans were excluded from the computation of diluted EPS because their inclusion would have been anti-dilutive.

For the three months ended January 25, 2025, 934 shares of potential common stock, no par value, related to stock-based compensation plans were excluded from the computation of diluted EPS because their inclusion would have been anti-dilutive.

The excluded shares include options to purchase 29 shares of common stock, no par value, with a weighted average exercise price of $ 11.87 .

During the nine months ended January 31, 2026, 51 shares of potential Common Stock related to stock-based compensation plans were excluded from the computation of diluted EPS because their inclusion would have been anti-dilutive.

For the nine months ended January 25, 2025, 992 shares of potential common stock, no par value, related to stock-based compensation plans were excluded from the computation of diluted EPS because their inclusion would have been anti-dilutive.

The excluded shares include options to purchase 51 shares of common stock, no par value, with a weighted average exercise price of $ 10.43 .

During the three months ended January 25, 2025, 3,079 potential shares of common stock, no par value, issuable upon conversion of a senior secured convertible promissory note in the original principal amount of $ 25,000 dated as of May 11, 2023, issued by the Company to Alta Fox Opportunities Fund, LP (the "Convertible Note") were included in the computation of diluted EPS.

For the nine months ended January 25, 2025, 3,697 potential common shares issuable upon conversion of the Convertible Note were not included in the computation of diluted EPS, as their inclusion would have been anti-dilutive.

For the three months ended August 2, 2025, 29 shares of potential common stock related to stock-based compensation plans were excluded from the computation of diluted EPS because their inclusion would have been anti-dilutive.

The excluded shares included options outstanding to purchase 24 shares of common stock with a weighted average exercise price of $ 11.87 .

Revenue Recognition

Disaggregation of revenue

In accordance with ASC 606-10-50, Revenue from Contracts with Customers, we disaggregate revenue based on the nature of the performance obligations and the timing of revenue recognition.

This approach is intended to meet the disclosure objective of depicting how the nature, amount, timing, and uncertainty of revenue and cash flows are influenced by

economic factors.

It also enables users of the financial statements to understand the relationship between revenue streams and each of our reportable segments.

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 determined 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 disaggregated revenue by segment:

Three Months Ended January 31, 2026

Commercial Live Events High School

Park and Recreation

Transportation International Total

Type of performance obligation

Unique configuration $ 4,631 $ 60,254 $ 7,140 $ 7,132 $ 4,333 $ 83,490

Limited configuration 33,089 6,677 21,704 6,094 9,983 77,547

Service and other 5,786 7,980 2,805 2,047 2,216 20,834

$ 43,506 $ 74,911 $ 31,649 $ 15,273 $ 16,532 $ 181,871

Timing of revenue recognition

Goods/services transferred at a point in time $ 35,918 $ 9,918 $ 21,470 $ 7,535 $ 10,928 $ 85,769

Goods/services transferred over time 7,588 64,993 10,179 7,738 5,604 96,102

$ 43,506 $ 74,911 $ 31,649 $ 15,273 $ 16,532 $ 181,871

Nine Months Ended January 31, 2026

Commercial Live Events High School

Park and Recreation

Transportation International Total

Type of performance obligation

Unique configuration $ 19,513 $ 186,012 $ 26,668 $ 24,769 $ 20,660 $ 277,622

Limited configuration 103,527 26,233 101,229 21,552 36,016 288,557

Service and other 17,385 23,947 9,066 6,801 6,718 63,917

$ 140,425 $ 236,192 $ 136,963 $ 53,122 $ 63,394 $ 630,096

Timing of revenue recognition

Goods/services transferred at a point in time $ 111,923 $ 35,625 $ 101,122 $ 26,062 $ 38,456 $ 313,188

Goods/services transferred over time 28,502 200,567 35,841 27,060 24,938 316,908

$ 140,425 $ 236,192 $ 136,963 $ 53,122 $ 63,394 $ 630,096

Three Months Ended January 25, 2025

Three Months Ended August 1, 2026

Commercial Live Events High School

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$ 43,703 $ 86,398 $ 54,711 $ 21,378 $ 28,375 $ 234,565

Nine Months Ended January 25, 2025

Three Months Ended August 2, 2025

Commercial Live Events High School

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Contract balances

Contract assets represent revenue recognized for performance obligations satisfied but not yet billed and include unbilled receivables.

Unbilled receivables reflect an unconditional right to payment that is subject only to the passage of time and are reclassified to accounts receivable once billed in accordance with contractual terms.

Contract liabilities represent amounts billed to customers in excess of revenue recognized to date and are recognized as revenue when the related performance obligations are satisfied.

The following table summarizes the changes in our contract assets and contract liabilities for the periods presented:

2026 April 26,

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 clients in excess of revenue recognized to date.

The following table reflects the changes in our contract assets and liabilities:

Change Percent

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Contract liabilities - noncurrent 20,301 20,655 ( 354 ) ( 1.7 )

The changes in our contract assets and contract liabilities from April 26, 2025 to January 31, 2026 were primarily driven by the timing of billing schedules and revenue recognition.

These fluctuations are influenced by the contractual payment terms and the seasonal nature of the sports markets.

No significant impairments of contract assets were identified during the three months ended January 31, 2026.

For service-type warranty contracts, revenue is allocated to the related performance obligation and recognized over time, while associated costs are recognized as incurred.

Earned and unearned revenues related to these contracts are reported within the “Contract assets” and “Contract liabilities” line items in our Condensed Consolidated Balance Sheets.

The following table summarizes the changes in unearned service-type warranty contracts, net, for the nine months ended January 31, 2026:

Balance as of April 26, 2025 $ 35,129

The changes in our contract assets and contract liabilities from May 2, 2026 to August 1, 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 the three months ended August 1, 2026.

For service-type warranty contracts, we allocate revenue to the 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 “Contract liabilities” line items of our Consolidated Balance Sheets.

Changes in unearned service-type warranty contracts, net were as follows:

Balance as of May 2, 2026 $ 37,850

New contracts sold 12,094

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Foreign currency translation and other 579

Balance as of January 31, 2026 $ 38,032

Contracts in progress identified as loss contracts as of January 31, 2026 and April 26, 2025 were immaterial.

Provisions for such losses are recorded in the “Accrued expenses” line item in our Condensed Consolidated Balance Sheets.

During the nine months ended January 31, 2026, we recognized $ 61,213 of revenue that was previously recorded as contract liabilities as of April 26, 2025.

Remaining performance obligations

As of January 31, 2026, the aggregate amount of the transaction price allocated to the remaining performance obligations was $ 412,511 .

This consists of $ 342,338 related to product agreements and $ 70,173 related to service agreements.

We expect approximately $ 355,718 of these obligations to be recognized as revenue within the next 12 months, with the remainder recognized thereafter.

While remaining performance obligations represent legally binding business commitments, they are subject to change due to cancellations, deferrals, or scope adjustments.

Known changes—including project cancellations, scope revisions, foreign currency exchange fluctuations, and deferrals—are reflected or excluded from the reported balance, as appropriate.

Revenue recognized during the nine months ended January 31, 2026 and January 25, 2025 related to performance obligations satisfied in prior periods was immaterial.

Balance as of August 1, 2026 $ 39,224

The loss provision on contracts in process identified as loss contracts as of August 1, 2026 and May 2, 2026 were immaterial.

Loss provisions are recorded in the “Accrued expenses” line item in our Condensed Consolidated Balance Sheets.

During the three months ended August 1, 2026, we recognized $ 45,347 related to our contract liabilities as of May 2, 2026.

Remaining performance obligations and revenue recognized from past performance obligations

As of August 1, 2026, the aggregate amount of the transaction price allocated to the remaining performance obligations was $ 380,403 .

Remaining performance obligations related to product and service agreements as of August 1, 2026 were $ 311,280 and $ 69,123 , respectively.

We expect approximately $ 328,354 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 periods during the three months ended August 1, 2026 and August 2, 2025 was immaterial.

Segment Reporting

The following table presents selected financial information for each of our five reportable segments for the periods indicated:

Three Months Ended Nine Months Ended

2026 January 25,

2025 January 31,

2026 January 25,

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.

The following table sets forth certain financial information for each of our five reporting segments for the periods indicated:

Three Months Ended

2026 August 2,

Commercial $ 43,703 $ 46,167

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Interest (income) expense, net ( 1,134 ) ( 893 )

Change in fair value of convertible note — 14,083 — 25,369

Other (income) expense, net

( 518 ) 613 1,683 2,612

Income (loss) before income taxes

Other expense, net

Income before income taxes

$ 25,667 $ 22,223

The following table presents depreciation and amortization by reportable segment, which are included within operating expenses in the table above:

Three Months Ended

2026 August 2,

Depreciation and amortization:

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Total depreciation and amortization $ 4,682 $ 4,804

No single geographic region, other than the United States, represents a material portion of our net sales or our property and equipment, net of accumulated depreciation.

The following table provides a summary of net sales and property and equipment, net of accumulated depreciation, for the United States and all other geographic areas:

Three Months Ended Nine Months Ended

2026 January 25,

2025 January 31,

2026 January 25,

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:

Three Months Ended

2026 August 2,

United States $ 202,422 $ 196,588

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$ 234,565 $ 218,972

2026 April 26,

Property and equipment, net of accumulated depreciation:

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$ 64,292 $ 64,263

We serve a diverse customer base across global markets for our products and services.

No individual customer accounted for 10 percent or more of our net sales during the reporting period.

Accordingly, we are not economically dependent on a limited number of customers for the sale of our products and services.

We also source raw materials and components from a broad network of suppliers.

No single supplier represented 10 percent or more of our cost of sales.

However, our global supply chain is complex and subject to geopolitical and transportation risks.

Additionally, we rely on certain single-source suppliers, which may constrain availability or result in delays in obtaining critical materials and components required for manufacturing.

Business Combinations

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 acquisition is not significant to our condensed consolidated financial statements 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 XDC’s Display Business operations have been included in our condensed consolidated financial statements since the date of acquisition.

The following table summarizes changes in the carrying amount of goodwill for each reportable segment with a goodwill balance for the nine months ended January 31, 2026:

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.

The changes in the carrying amount of goodwill related to each reportable segment for the three months ended August 1, 2026 were as follows:

Live Events Commercial Transportation Total

Balance as of April 26, 2025 $ — $ 3,159 $ 29 $ 3,188

Balance as of May 2, 2026 $ 153 $ 3,343 $ 189 $ 3,685

Foreign currency translation — ( 62 ) ( 18 ) ( 80 )

XDC Acquisition 153 148 149 450

Balance as of January 31, 2026 $ 153 $ 3,363 $ 194 $ 3,710

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 the carrying value may not be recoverable.

Our annual impairment assessment is performed during the third quarter of each fiscal year, based on the goodwill balance as of the first business day of that quarter.

As of January 31, 2026, our most recent annual goodwill impairment test concluded that no 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.

As of January 31, 2026 and April 26, 2025, the total accumulated goodwill impairments were $ 4,576 .

Balance as of August 1, 2026 $ 153 $ 3,281 $ 171 $ 3,605

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 the third quarter of each fiscal year based on the goodwill amount as of the first business day of our third fiscal quarter.

As of August 1, 2026, no indicators of goodwill impairment has been identified since our most recently completed annual impairment test.

The amount of accumulated impairments to goodwill as of August 1, 2026 and May 2, 2026 was $ 4,576 .

Financing Agreements

The following table summarizes the components of our long-term debt as of the dates indicated:

2026 April 26,

Mortgage $ 11,213 $ 12,375

Long-term debt consists of the following:

Term Debt $ 10,637 $ 10,925

Long-term debt, gross 10,637 10,925

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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:

On November 26, 2025, the Company entered into a $ 71,500 senior secured credit facility (the “Credit Facility”) pursuant to a Credit Agreement (the “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 Credit Agreement:

Loan Parties;

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and Fixed Charge Coverage Ratio.

The New Credit Facility created pursuant to the New Credit Agreement is comprised of:

The Credit Facility created pursuant to the Credit Agreement is comprised of:

• a $ 60,000 revolving credit facility (the “Revolver”), maturing on November 26, 2028 (the “Maturity Date”);

• 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 (as defined herein).

Borrowings under the New Credit Facility bear interest, at one of the following rates to be selected by the Company, in its discretion:

• an $ 11,500 term loan (the “Term Loan”), amortizing in equal quarterly installments of $ 288 , with the remaining principal due on the Maturity Date.

The Revolver and the 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 pledge and security agreement and related collateral documents (collectively, the “Security Agreement”).

Borrowings under the 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;

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or (iii) the CB Floating Rate with a 0.00 % margin.

Amounts repaid under the New Term Loan may not be reborrowed.

Amounts repaid under the 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.

The financial covenants under the 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 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, 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 January 31, 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 $ 1,911 .

As of January 31, 2026, $ 58,089 of the New Credit Facility remains in place and available for borrowing.

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.

These covenants apply to borrowings under both the Revolver and the Term Loan.

The 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 Credit Facility may be used to refinance existing indebtedness and for working capital and other general corporate purposes.

As of August 1, 2026, the Company was in compliance with all covenants under the Credit Agreement and other agreements related to the Credit Facility.

There were no advances under the Revolver portion of our line of credit, and the balance of letters of credit issued and outstanding under the Revolver was approximately $ 1,858 .

As of August 1, 2026, $ 58,142 of the Credit Facility remains in place and available for borrowing.

On September 1, 2026, the Company entered into an amendment to the Credit Agreement (“Amendment No.

For additional information, see “Note 13.

Subsequent Events” of the Notes to our Consolidated Financial Statements included in this Form 10-Q.

In connection with entering into the 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.

1 unchanged sentence

Certain customary obligations, including indemnification and confidentiality provisions, survive the termination of the Prior Credit Agreement.

Convertible Note

As of January 31, 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.

Additional details regarding the Convertible Note activity during fiscal 2025 are included in “Note 17.

Related Party Transactions” of the Form 10-K.

Debt Issuance Costs

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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 $ 1,516 and $ 1,211 for t he nine months ended January 31, 2026 and January 25, 2025, respectively .

The amortization for the nine months ended January 31, 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 January 31, 2026 , the remaining unamortized debt issuance costs of $ 161 were being amortized over the remaining term of the New Credit Facility.

Amortization of debt issuance costs totaled $ 14 and $ 403 for t he three months ended August 1, 2026 and August 2, 2025, respectively .

The amortization for the three months ended August 1, 2026 includes amortization related to the Credit Facility, whereas the amortization for the three months ended August 2, 2025 includes amortization related to the Prior Credit Agreement .

As of August 1, 2026 , the remaining unamortized debt issuance costs of $ 132 were being amortized over the remaining term of the Credit Facility.

Future Maturities

The following table presents the aggregate contractual maturities of our long-term debt by fiscal year:

Aggregate contractual maturities of debt in future fiscal years are as follows:

Fiscal years Amount

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Commitments and Contingencies

We are involved in legal proceedings and claims that arise in the ordinary course of business.

We continuously evaluate these matters, including regulatory reviews and inspections, and apply appropriate accounting guidance when determining accruals and disclosures.

Contingency accruals are recorded when a loss is considered probable and the amount can be reasonably estimated.

If a reasonably possible loss exceeds the amount accrued and disclosure is necessary to avoid misleading financial statements, we disclose the estimated range of loss.

No accrual is recorded when a loss is probable but not reasonably estimable, or when a loss is considered reasonably possible or remote;

however, material matters are disclosed as required under ASC 450-20, Contingencies – Loss Contingencies .

Our assessment of whether a loss is reasonably possible or probable is based on management’s evaluation and consultation with legal counsel regarding the ultimate outcome of each matter, including the impact of any appeals.

For other unresolved legal proceedings or claims, we do not believe there is a reasonable probability that a material loss will be incurred.

Accordingly, no material accruals or disclosures of potential loss ranges have been made.

Although the outcome of these matters is uncertain, we do not expect the ultimate resolution of these matters to have a material adverse impact on our business, financial position, results of operations, liquidity, or capital resources.

The following table summarizes changes in our warranty obligations for the nine months ended January 31, 2026.

Balance as of April 26, 2025 $ 35,830

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 each matter following all appeals.

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 has 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.

Changes in our warranty obligation for the three months ended August 1, 2026 consisted of the following:

Beginning accrued warranty obligations $ 36,760

Warranties issued during the period 3,352

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Changes in accrued warranty obligations for pre-existing warranties during the period, including expirations 197

Balance as of January 31, 2026 $ 37,398

Ending accrued warranty obligations $ 37,822

Performance guarantees:

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These instruments serve as guarantees of our future performance, including the operation and installation of equipment and the completion of contractual deliverables.

As of January 31, 2026, we had $ 65,964 of bonded work outstanding and $ 1,911 in letters of credit outstanding.

These performance guarantees generally have terms of one year , although specific durations may vary by contract.

We enter into written agreements with customers that may include indemnification provisions requiring us to compensate the customer for financial losses resulting from certain acts or omissions.

We seek to negotiate reasonable limitations and caps on such indemnification obligations.

As of January 31, 2026, we were not aware of any material indemnification claims.

As of August 1, 2026, we had $ 36,745 of bonded work outstanding and $ 1,858 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 August 1, 2026, we were not aware of any indemnification claim from a customer.

The provision for income taxes during interim reporting periods is calculated by applying an estimate of the annual effective tax rate to “ordinary” income or loss for the reporting period, adjusted for discrete items.

Due to various factors, including our estimate of annual income, our effective tax rate is subject to fluctuation.

Our effective tax rates for the three and nine months ended January 31, 2026 were 14.3 percent and 22.3 percent, respectively.

The tax rates were primarily driven by permanent tax adjustments and the reversal of valuation allowance in proportion to the increase in pre-tax income during the period.

The effective tax rates for the three and nine months ended January 25, 2025 of 3.7 percent and 109.2 percent, respectively, were driven by the impacts of the Convertible Note fair value adjustments.

We operate both domestically and internationally and, as of January 31, 2026, the undistributed earnings of our foreign subsidiaries were considered to be reinvested indefinitely.

Additionally, as of January 31, 2026, we had $ 470 of unrecognized tax benefits which would reduce our effective tax rate if recognized.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

Our effective tax rate for the three months ended August 1, 2026 was 24.3 percent.

The tax rate was primarily attributable to nontaxable and nondeductible items, State and Local income taxes, and tax credits in proportion to estimated pre-tax earnings for fiscal 2027.

The effective tax rate for the three months ended August 2, 2025 of 25.9 percent was driven by nontaxable and nondeductible items and valuation allowances in proportion to estimated pre-tax earnings for fiscal 2026.

As of August 1, 2026, we had $ 579 of unrecognized tax benefits which would reduce our effective tax rate if recognized.

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 January 31, 2026, there were no material impacts to the Company’s financial statements.

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 August 1, 2026, there were no material impacts to the Company’s financial statements.

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.

In October 2021, the Organization for Economic Co-Operation and Development (“OECD”) introduced a 15% global minimum tax under the Pillar Two GloBE model rules for multinational enterprises with annual global revenue exceeding €750 million.

In January 2026, the OECD announced a “side-by-side” system under which U.S.-parented groups would be able to elect to be exempt from certain Pillar Two provisions.

Additional guidance on the “side-by-side” system and implementation of such system remain subject to further discussions and clarifications from the OECD and local implementation by each OECD member country.

We will be subject to Pillar Two compliance and reporting in fiscal 2027, but Pillar Two has not had a material impact on our provision for income taxes;

however, we will continue to monitor as additional guidance is released by the OECD, OECD member countries based on their enacted law changes, and other standard-setting bodies.

Fair Value Measurement

The following table presents our financial assets and liabilities measured at fair value on a recurring basis as of January 31, 2026 and April 26, 2025, classified by level within the fair value hierarchy based on the valuation techniques utilized to determine fair value.

There were no transfers between levels of the fair value hierarchy during the periods presented.

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 August 1, 2026 and May 2, 2026 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.

Fair Value Measurements

Level 1 Level 2 Level 3 Total

Balance as of January 31, 2026

Balance as of August 1, 2026

Cash and cash equivalents $ 154,585 $ — $ — $ 154,585

$ 154,585 $ — $ — $ 154,585

Balance as of April 26, 2025

Balance as of May 2, 2026

Cash and cash equivalents $ 131,639 $ — $ — $ 131,639

1 unchanged sentence

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 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 January 31, 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.

During the nine months ended January 31, 2026, the Company repurchased 1,293 shares of Common Stock at a total cost of $ 22,777 .

As of January 31, 2026, $ 17,104 of the $ 80,000 authorized amount remained available for repurchase under the Repurchase Program.

For information on restrictions on the Company’s ability to repurchase shares under the New Credit Agreement, please refer to “Note 8.

On June 17, 2016, our Board of Directors of the Company (the “Board” or “Board of Directors”) authorized a share repurchase program (the “FY17 Repurchase Program”) under which the Company may repurchase up to $ 40,000 of the Company’s outstanding shares of Common Stock.

The Board approved increases to the limit under the FY17 Repurchase Program of $ 10,000 on March 4, 2025, $ 10,000 on June 23, 2025, $ 20,000 on December 9, 2025, and $ 25,897 on June 22, 2026.

Following these increases, the maximum authorized value under the FY17 Repurchase Program was $ 105,897 as of August 1, 2026.

Repurchases under the FY17 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 FY17 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.

During the three months ended August 1, 2026, the Company repurchased 225 shares of Common Stock at a total cost of $ 4,410 .

As of August 1, 2026, $ 35,957 of the $ 105,897 authorized amount remained available for repurchase under the FY17 Repurchase Program.

For information on restrictions on the Company’s ability to repurchase shares under the Credit Agreement, please refer to “Note 7.

Financing Agreements” of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and “Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds” of Part II of this Quarterly Report on Form 10-Q.

Stock-Based Compensation

During the three months ended January 31, 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 Condensed Consolidated Statements of Operations.

During the three months ended January 31, 2026, the Company reclassified certain performance‑based restricted stock units from equity‑classified awards to liability‑classified awards because the awards permit settlement in cash at the holder’s election.

As of January 31, 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 Condensed Consolidated Statements of Operations.

Liability‑classified awards are remeasured at fair value each reporting period until settlement.

No other material modifications to the Company’s stock‑based compensation arrangements occurred during the period.

For additional information, see “Note 13.

Subsequent Events” of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.

Related Party Transactions

Daktronics Related Person Transaction Policy:

The Board of Directors has adopted the Daktronics Related Person Transaction Policy, a written policy and procedures with respect to related party transactions (the “Policy”), which 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, 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.

The Board of Directors has adopted the Daktronics Related Person Transaction Policy, a written policy and procedures with respect to related party transactions (the “RPT Policy”), which the Audit Committee of the Board (the "Audit Committee") oversees.

Under the RPT 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:

(i) the Company was, is, or will be a participant;

(ii) the amount involved exceeds $ 120 ;

and (iii) any “Related Person” had, has, or will have a direct or indirect material interest.

The RPT Policy generally defines a "Related Person" as:

(a) a director, director nominee, or executive officer of the Company at any time during the last fiscal year;

(b) a beneficial owner of more than five percent of any class of our voting securities;

or (d) an entity that employs any of the foregoing persons or in which any of the foregoing persons is a general partner or principal or owns a five percent or greater ownership interest.

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.

The Audit Committee reviews and, if appropriate, approves Related Person Transactions, including certain transactions which are deemed to be pre-approved under the RPT Policy.

On an annual basis, the Audit Committee reviews any previously approved Related Person Transactions that are ongoing.

Transactions with Alta Fox Opportunities:

As reported in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section entitled “Liquidity and Capital Resources” of the Form 10-K, effective May 11, 2023, the Company entered into a Securities Purchase Agreement with 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 Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.

Alta Fox Opportunities reported in Amendment No.

2 to the Schedule 13D filed with the 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;

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 and other publicly available information provided by Alta Fox Opportunities in its reports filed with the SEC 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 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.

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.

Kurtenbach served as a member of the Board of Directors of Daktronics, Inc.

through January 31, 2026, at which time he resigned.

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.

The terms of the above-referenced arrangement 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, is the President of Milwaukee Bucks Inc.

Investments in Affiliates" for further details of related party transactions with our investments in a ffiliates.

Peter Feigin, a member of the Board, was the President of Milwaukee Bucks Inc.

at the time of the transaction.

Subsequent Events

Share Repurchase Program

On September 1, 2026, the Board voted to terminate the FY17 Repurchase Program and to implement a new program authorizing repurchases of outstanding shares of Common Stock (the “FY27 Repurchase Program”), in each case effective immediately.

The total amount authorized for repurchases under the FY27 Repurchase Program is $ 34,500 .

Share repurchases under the FY27 Repurchase Program may occur from time to time in open market purchases, private transactions, or other transactions.

The timing, volume, and nature of share repurchases will be at the sole discretion of the Company’s management and will be dependent on market conditions, applicable securities laws and other legal requirements, business considerations, and other factors.

The FY27 Repurchase Program does not require the Company to repurchase a certain amount of shares and does not have a fixed expiration date and may be suspended, discontinued, or terminated at any time.

Under the FY27 Repurchase Program, the Company may conduct share repurchases in accordance with all applicable securities laws and regulations, including Rule 10b5-1 and Rule 10b-18 under the Exchange Act.

No assurance can be given that any particular number of shares of Common Stock will be repurchased.

First Amendment to Credit Agreement

On September 1, 2026, the Company entered into Amendment No.

Amendment No.

1 allows the Company to transfer certain non-material patents acquired in connection with the XDC Acquisition for consideration below the threshold otherwise required under the Credit Agreement.

Amendment No.

1 did not otherwise materially modify the terms of the Credit Agreement.

For additional information on the Credit Agreement, see “Note 7.

Financing Agreements” of the Notes to our Consolidated Financial Statements included in this Form 10-Q.

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

What changed 10-Q

Item 1. Financial Statements