What changed in this filing

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Item 1. Financial Statements

2025-08-07 compared with 2025-02-06 · 458 added, 395 removed, 494 unchanged (63% of the section changed)

1 unchanged sentence

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(Unaudited in thousands, except per share data)

Three Months Ended Nine Months Ended

2024 December 30,

2023 December 28,

2024 December 30,

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands, Except Per Share Data)

Net revenues $ 321,394 $ 336,172

7 unchanged sentences

Operating income 53,872 39,756

Interest and other expense, net ( 9,112 ) ( 1,949 ) ( 9,148 ) ( 6,489 )

Interest and other (expense) income, net ( 8,703 ) 6,957

Income before provision for income taxes 45,169 46,713

1 unchanged sentence

Net income $ 34,031 $ 38,373

Net income per share - basic $ 0.75 $ 0.62 $ 2.16 $ 1.92

Net income per share - diluted $ 0.74 $ 0.61 $ 2.14 $ 1.89

Net income per common share:

Basic $ 0.71 $ 0.75

Diluted $ 0.70 $ 0.74

Weighted average shares outstanding

1 unchanged sentence

Diluted 48,353 51,564

The accompanying notes are an integral part of these condensed consolidated financial statements.

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Net income $ 34,031 $ 38,373

Other comprehensive income (loss):

Foreign currency translation adjustment, net of tax 19,307 ( 7,343 )

Unrealized (loss) gain on cash flow hedges, net of tax ( 520 ) 699

Reclassifications into earnings of cash flow hedge losses (gains), net of tax 55 ( 391 )

Other comprehensive income (loss) 18,842 ( 7,035 )

Comprehensive income $ 52,873 $ 31,338

1 unchanged sentence

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited in thousands, except share data)

2024 March 30,

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

June 28, 2025 March 29, 2025

(Dollars in Thousands, Except Share Data)

Current assets:

Cash and cash equivalents $ 292,898 $ 306,763

Accounts receivable, less allowance for credit losses of $ 5,986 at December 28, 2024 and $ 5,695 at March 30, 2024

Accounts receivable, less allowance for credit losses of $ 6,316 at June 28, 2025 and $ 6,300 at March 29, 2025

200,752 202,657

3 unchanged sentences

Property, plant and equipment, net 286,865 284,052

Intangible assets, less accumulated amortization of $ 311,596 at December 28, 2024 and $ 455,213 at March 30, 2024

Intangible assets, less accumulated amortization of $ 330,652 at June 28, 2025 and $ 316,313 at March 29, 2025

450,634 455,743

16 unchanged sentences

Authorized — 150,000,000 shares;

Issued and outstanding — 50,235,051 shares at December 28, 2024 and 50,787,859 shares at March 30, 2024

Issued and outstanding — 48,158,723 shares at June 28, 2025 and 48,215,899 shares at March 29, 2025

Additional paid-in capital 562,014 523,264

5 unchanged sentences

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited in thousands)

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

Common Stock Additional

Paid-in Capital Retained Earnings Accumulated

Comprehensive (Loss)/Income Total

Comprehensive Loss Total

Stockholders’ Equity

Shares Par Value

(Dollars in Thousands, Except Share Data)

Balance, March 29, 2025 48,215,899 $ 482 $ 523,264 $ 352,174 $ ( 55,084 ) $ 820,836

1 unchanged sentence

Exercise of stock options 9,141 — 698 ( 236 ) — 462

Issuance of restricted stock, net of cancellations 280 3 ( 3 ) — — —

Tax withholding on employee equity awards ( 35 ) — ( 1,315 ) ( 8,444 ) — ( 9,759 )

Purchase of capped call related to convertible notes — — ( 88,200 ) — — ( 88,200 )

Share-based compensation expense — — 7,628 — — 7,628

Net income — — — 38,373 — 38,373

Other comprehensive loss — — — — ( 7,035 ) ( 7,035 )

Balance, June 29, 2024 51,153 $ 512 $ 560,881 $ 386,642 $ ( 42,667 ) $ 905,368

Exercise of stock options 5 — 515 ( 264 ) — 251

Shares repurchased, including excise tax ( 799 ) ( 8 ) ( 23,839 ) ( 51,394 ) — ( 75,241 )

Shares repurchased ( 363,886 ) ( 4 ) 26,051 ( 26,047 ) — —

Issuance of restricted stock, net of cancellations 250,532 3 ( 3 ) — — —

3 unchanged sentences

Other comprehensive income — — — — 18,842 18,842

Balance, September 28, 2024 50,381 $ 504 $ 544,375 $ 368,536 $ ( 34,564 ) $ 878,851

Employee stock purchase plan 49 — 3,035 — — 3,035

Exercise of stock options 12 — 1,266 ( 761 ) — 505

Shares repurchased, including excise tax ( 209 ) ( 2 ) 12,761 ( 12,867 ) — ( 108 )

Issuance of restricted stock, net of cancellations 3 — — — — —

Tax withholding on employee equity awards ( 1 ) — ( 22 ) ( 172 ) — ( 194 )

Share-based compensation expense — — 8,214 — — 8,214

Net income — — — 37,494 — 37,494

Other comprehensive loss — — — — ( 20,937 ) ( 20,937 )

Balance, December 28, 2024 50,235 $ 502 $ 569,629 $ 392,230 $ ( 55,501 ) $ 906,860

Balance, June 28, 2025 48,158,723 $ 482 $ 562,014 $ 356,046 $ ( 36,242 ) $ 882,300

Common Stock Additional

Paid-in Capital Retained Earnings Accumulated

Comprehensive (Loss)/Income Total

Comprehensive Loss Total

Stockholders’ Equity

Shares Par Value

Balance, April 1, 2023 50,449 $ 504 $ 594,706 $ 253,168 $ ( 30,381 ) $ 817,997

(Dollars in Thousands, Except Share Data)

Balance, March 30, 2024 50,787,859 $ 508 $ 634,627 $ 360,456 $ ( 35,632 ) $ 959,959

Employee stock purchase plan 46,860 — 3,441 — — 3,441

2 unchanged sentences

Tax withholding on employee equity awards ( 35,393 ) — ( 1,315 ) ( 8,444 ) — ( 9,759 )

Share-based compensation expense — — 6,989 — — 6,989

Net income — — — 41,042 — 41,042

Other comprehensive income — — — — 863 863

Balance, July 1, 2023 50,706 $ 507 $ 609,610 $ 284,017 $ ( 29,518 ) $ 864,616

Exercise of stock options 12 — 655 37 — 692

Issuance of restricted stock, net of cancellations 22 — — — — —

Tax withholding on employee equity awards — — ( 11 ) ( 64 ) — ( 75 )

Purchase of capped call related to convertible notes — — ( 88,200 ) — — ( 88,200 )

Share-based compensation expense 7,628 — — 7,628

1 unchanged sentence

Other comprehensive loss — — — — ( 7,035 ) ( 7,035 )

Balance, September 30, 2023 50,740 $ 507 $ 616,960 $ 308,898 $ ( 32,705 ) $ 893,660

Employee stock purchase plan 39 — 2,732 — — 2,732

Exercise of stock options 4 1 189 ( 4 ) — 186

Issuance of restricted stock, net of cancellations 3 — — — — —

Tax withholding on employee equity awards ( 1 ) — ( 4 ) ( 36 ) — ( 40 )

Share-based compensation expense — — 7,217 — — 7,217

Net income — — — 31,241 — 31,241

Other comprehensive income — — — — 8,323 8,323

Balance, December 30, 2023 50,785 $ 508 $ 627,094 $ 340,099 $ ( 24,382 ) $ 943,319

Balance, June 29, 2024 51,152,886 $ 512 $ 560,881 $ 386,642 $ ( 42,667 ) $ 905,368

The accompanying notes are an integral part of these condensed consolidated financial statements.

HAEMONETICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited in thousands)

Nine Months Ended

2024 December 30,

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Cash Flows from Operating Activities:

Net income $ 34,031 $ 38,373

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

Non-cash items:

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

Depreciation and amortization 28,758 29,136

1 unchanged sentence

Share-based compensation expense 9,312 7,628

Impairment of intangible assets 2,391 10,419

Gain on repurchase of convertible senior notes, net — ( 12,600 )

Inventory reserve adjustment 1,289 6,904

Gains on sales of property, plant and equipment ( 243 ) ( 14,291 )

Deferred tax benefit ( 8,593 ) ( 5,138 )

Deferred income taxes ( 3,231 ) ( 3,853 )

Other non-cash operating activities 1,814 1,926

5 unchanged sentences

Change in accounts payable and accrued expenses ( 47,896 ) ( 44,105 )

Net cash provided by operating activities 65,168 117,670

Net cash provided by (used in) operating activities 17,395 ( 27,421 )

Cash Flows from Investing Activities:

1 unchanged sentence

Non-cash transfers from inventory to property, plant and equipment for Haemonetics equipment ( 11,460 ) ( 4,211 )

Acquisition, net of cash acquired ( 150,906 ) ( 243,852 )

Acquisitions — ( 149,151 )

Proceeds from sale of property, plant and equipment 297 20,362

Other investing activities ( 13,547 ) ( 10,129 )

Other investments ( 18,083 ) ( 541 )

Net cash used in investing activities ( 33,000 ) ( 139,197 )

5 unchanged sentences

Term loan redemption — ( 262,500 )

Proceeds from revolving facility — 110,000

Payments on revolving facility — ( 50,000 )

1 unchanged sentence

Debt issuance costs — ( 23,135 )

Share repurchases ( 75,000 ) —

Proceeds from employee stock purchase plan 3,476 3,441

2 unchanged sentences

Other financing activities ( 36 ) ( 62 )

Net cash provided by financing activities 260,268 101,659

Net cash (used in) provided by financing activities ( 2,442 ) 333,692

Effect of exchange rates on cash and cash equivalents 4,182 ( 1,445 )

13 unchanged sentences

All intercompany transactions have been eliminated.

Operating results for the nine months ended December 28, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year ending March 29, 2025 or any other interim period.

Operating results for the three months ended June 28, 2025 are not necessarily indicative of the results that may be expected for the full fiscal year ending March 28, 2026 or any other interim period.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and footnotes included in the Annual Report on Form 10-K for the fiscal year ended March 29, 2025.

The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the financial statements to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

Subse quent events have been evaluated as required.

There were no material recognized or unrecognized subsequent events as of or for the nine months ended December 28, 2024, except for those discussed in Note 3, Acquisitions, Divestitures and Strategic Investments .

Subse quent events have been evaluated as required and none have been identified.

RECENT ACCOUNTING PRONOUNCEMENTS

Standards to be Implemented

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) Update No.

2023-07, Segment Reporting (Topic 280).

The new guidance requires public entities to provide expanded disclosures over significant segment expenses and additional disclosures related to the chief operating decision maker.

ASC Update No.

2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The new guidance is applicable to Haemonetics beginning with the fiscal 2025 Annual Report on Form 10 -K.

The Company is currently evaluating the impact to its interim and annual report disclosures.

In December 2023, the FASB issued ASC Update No.

Recently Issued Accounting Pronouncements Not Yet Adopted

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) Update No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

ASC Update No.

2023-09 requires public entities to provide detailed income tax disclosures, including rate reconciliations and disaggregated income tax payment information, on an annual basis.

The updated guidance is effective for fiscal years beginning after December 15, 2024 and early adoption is permitted.

ASC Upda te No.

2023-09 is applicable to Haemonetics beginning with the fiscal 2026 Annual Report on Form 10-K and the Company is currently evaluating the impact to its annual report disclosures.

2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

ASC Update No.

2023-09 is effective for the Company’s first fiscal year beginning after December 15, 2024 and early adoption is permitted.

ASC Update No.

2023-09 is applicable to Haemonetics beginning with the fiscal 2026 Annual Report on Form 10-K.

The guidance will be applied on a prospective basis with the option to apply the standard retrospectively.

The Company does not expect the adoption of ASC Update No.

2023-09 to have a material impact on its financial position or results of operations.

In November 2024, the FASB issued ASC Update No.

2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40).

2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures.

ASC Update No.

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On March 5, 2024, the Company entered into a definitive agreement to acquire Advanced Cooling Therapy, Inc., d/b/a Attune Medical (“Attune Medical”), the manufacturer of the ensoETM ® proactive esophageal cooling device, pursuant to which, among other things, the Company agreed to acquire all of the issued and outstanding common shares of Attune Medical.

On April 1, 2024, the Company completed its acquisition of Attune Medical for total consideration of $ 187.7 million, which included an upfront cash payment of $ 162.0 million, or $ 150.5 million net of cash acquired, the fair value of contingent consideration of $ 25.3 million, and $ 0.4 million of working capital adjustments.

The contingent consideration is based on sales growth over the next three years, which is uncapped, and the achievement of certain other milestones.

On April 1, 2024, the Company completed its acquisition of Attune Medical for a net purchase price of $ 176.2 million, which included an upfront cash payment of $ 162.0 million, or $ 150.5 million net of $ 11.5 million cash acquired, the fair value of contingent consideration of $ 25.3 million, and $ 0.4 million of working capital adjustments.

The contingent consideration is based on sales growth over the three years following completion of the acquisition, which is uncapped, and the achievement of certain other milestones.

The Company financed the acquisition through a combination of cash on hand and borrowings under its senior unsecured revolving credit facility.

2 unchanged sentences

Purchase Price Allocation

The Company accounted for the acquisition as a business combination, and in accordance with FASB ASC Topic 805, Business Combinations (Topic 805), recorded the assets acquired and liabilities assumed at their fair values as of the acquisition date.

The Company accounted for the acquisition as a business combination, and in accordance with FASB ASC Topic 805, Business Combinations (“ASC 805”), recorded the assets acquired and liabilities assumed at their fair values as of the acquisition date.

The fair value of assets acquired and liabilities assumed have been recognized based on management’s estimates and assumptions using the information regarding facts and circumstances that existed at the closing date.

The purchase price of $ 176.2 million, net of $ 11.5 million of cash acquired, consists of the amounts presented below, which represent the final determination of the fair value of the identifiable assets acquired and liabilities assumed:

(In thousands) April 1, 2024

The net purchase price of $ 176.2 million consists of the amounts presented below, which represent the final determination of the fair value of the identifiable assets acquired and liabilities assumed:

April 1, 2024

(Dollars in Thousands)

Accounts receivable $ 3,784

19 unchanged sentences

The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill.

As a result of the acquisition of Attune Medical, the Company recognized goodwill of $ 70.3 million based on expected synergies from integration into our Hospital business.

As a result of the acquisition of Attune Medical, the Company recognized goodwill of $ 70.3 million based on expected synergies from integration into the Company’s Hospital business.

The goodwill is not deductible for tax purposes and relates entirely to the Hospital reportable segment.

Intangible assets acquired consist of the following:

(In thousands) Amount Weighted-Average Amortization Period Risk-Adjusted Discount

Amount Weighted-Average Amortization Period Risk-Adjusted Discount

Rates used in Purchase Price Allocation

(Dollars in Thousands)

Developed technology $ 96,100 10 years 22.0 %

5 unchanged sentences

The Company incurred $ 9.8 million of acquisition-related costs during the first quarter of fiscal 2025 in connection with the Attune Medical acquisition.

These costs related to legal and other professional fees, which were recognized in selling, general and administrative on the Condensed Consolidated Statements of Income.

These costs related to legal and other professional fees, which were recognized in selling, general and administrative (“SG&A”) within the condensed consolidated statements of income.

The Company’s condensed consolidated financial statements include the results of Attune Medical from the date the acquisition was completed.

Pro forma financial information has not been presented as the acquisition is not material to the Company’s overall financial results.

Pro forma financial information has not been presented as the acquisition has been determined to not be material to the Company’s overall financial results.

On October 10, 2023, the Company entered into an Arrangement Agreement with OpSens Inc.

(“OpSens”), a medical device cardiology-focused company delivering solutions based on its proprietary optical technology, pursuant to which, among other things, the Company agreed to acquire all of the issued and outstanding common shares of OpSens.

On December 12, 2023, the Company completed its acquisition of OpSens for total consideration of approximately $ 254.5 million, or $ 243.9 million, net of cash acquired.

On December 12, 2023, the Company completed its acquisition of OpSens for a net purchase price of $ 243.9 million, reflecting total consideration of $ 254.5 million, net of $ 10.6 million of cash acquired.

The Company financed the acquisition through a combination of cash on hand and borrowings under its senior unsecured revolving credit facility.

OpSens offers commercially and clinically validated optical technology for use primarily in interventional cardiology.

OpSens’ core products include the SavvyWire ® , a sensor-guided 3-in-1 guidewire for TAVR procedures, advancing the workflow of the procedure and enabling potentially shorter hospital stays for patients;

and the OptoWire ® , a pressure guidewire that aims to improve clinical outcomes by accurately and consistently measuring Fractional Flow Reserve (FFR) and diastolic pressure ratio (dPR) to aid clinicians in the diagnosis and treatment of patients with coronary artery disease.

OpSens’ core products include the SavvyWire ® , a sensor-guided 3-in-1 guidewire for transcatheter aortic valve replacement procedures, advancing the workflow of the procedure and enabling potentially shorter hospital stays for patients;

and the OptoWire ® , a pressure guidewire that aims to improve clinical outcomes by accurately and consistently measuring fractional flow reserve and diastolic pressure ratio to aid clinicians in the diagnosis and treatment of patients with coronary artery disease.

OpSens also manufactures a range of fiber optic sensor solutions used in medical devices and other critical industrial applications.

1 unchanged sentence

Purchase Price Allocation

The Company accounted for the acquisition as a business combination, and in accordance with ASC 805, recorded the assets acquired and liabilities assumed at their fair values as of the acquisition date.

The purchase price of $ 243.9 million, net of $ 10.6 million of cash acquired, consists of the amounts presented below, which represe nt the final d etermination of the fair value of the identifiable assets acquired and liabilities assumed:

(In thousands) December 12, 2023

The net purchase price of $ 243.9 million consists of the amounts presented below, which represent the final determination of the fair value of the identifiable assets acquired and liabilities assumed:

December 12, 2023

(Dollars in Thousands)

Accounts receivable $ 5,960

20 unchanged sentences

The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill.

As a result of the acquisition of OpSens, the Company recognized goodwill of $ 79.4 million based on expected synergies from integration into our Hospital business.

As a result of the acquisition of OpSens, the Company recognized goodwill of $ 79.4 million based on expected synergies from integration into the Company’s Hospital business.

The goodwill is not deductible for tax purposes and relates entirely to the Hospital reportable segment.

Intangible assets acquired consist of the following:

(In thousands) Amount Weighted-Average Amortization Period Risk-Adjusted Discount

Amount Weighted-Average Amortization Period Risk-Adjusted Discount

Rates used in Purchase Price Allocation

(Dollars in Thousands)

Developed technology $ 114,900 15 years 20.5 %

5 unchanged sentences

The Company incurred $ 6.6 million of acquisition-related costs for fiscal 2024 in connection with the OpSens acquisition.

These costs related to legal and other professional fees, which were recognized in selling, general and administrative on the Condensed Consolidated Statements of Income.

These costs related to legal and other professional fees, which were recognized in SG&A on the condensed consolidated statements of income.

The Company’s condensed consolidated financial statements include the results of OpSens from the date the acquisition was completed.

3 unchanged sentences

The divested assets include the Company’s complete portfolio of proprietary whole blood collection, processing and filtration solutions, along with the Company’s manufacturing facility in Covina, California where certain of these products are produced, and related equipment and assets located at the Company’s manufacturing facility in Tijuana, Mexico.

On January 13, 2024, subsequent to the third quarter ended December 28, 2024, the Company completed the transaction with GVS for total cash consideration of up to $ 67.8 million, which includes $ 45.3 million upfront and up to $ 22.5 million in contingent consideration, based on sales growth over the next three years and the achievement of certain other milestones.

As the related assets are considered held for sale as of December 28, 2024, the Company has reclassified $ 34.7 million of inventory, $ 7.3 million of property, plant and equipment, $ 4.5 million of goodwill and $ 0.5 million of accrued liabilities to Prepaid expenses and other current assets and other current liabilities in the Condensed Consolidated Balance Sheets, which were previously included in the Blood Center reportable segment.

On January 13, 2025, the Company completed the transaction with GVS in exchange for upfront cash consideration of $ 43.3 million, after customary post-closing adjustments, and up to $ 22.5 million in contingent consideration, based on sales growth over the three years following completion of the transaction and the achievement of certain other milestones.

The assets that were derecognized in connection with the sale consisted of $ 26.4 million of inventory, $ 7.8 million of property, plant and equipment and $ 6.4 million of goodwill, which were previously classified as held for sale in Prepaid expenses and other current assets in the consolidated balance sheets in the third quarter of fiscal 2025.

In connection with the sale, the Company recognized a gain from the sale of the business in Interest and other expense, net in the Consolidated Statements of Income for the year ended March 29, 2025.

The gain was not material and included cash receipts of $ 43.3 million less net assets transferred to GVS or otherwise derecognized and net of transaction costs of $ 0.1 million.

As part of the sale, the Company entered into a Transition Services Agreement (“TSA”) with GVS to ensure a smooth transition of business operations.

Under the TSA, the Company will continue to provide certain regulatory, quality, logistical and operational support services to GVS for a maximum period of 36 months following the transaction closing to facilitate GVS's integration of the acquired business.

Under the TSA, the Company is entitled to be reimbursed for the costs incurred plus a mark-up and has recorded net income and expenses related to the agreement in SG&A in the condensed consolidated statements of income, which were immaterial for the three months ended June 28, 2025.

In addition to the TSA, Haemonetics and GVS entered into a Contract Manufacturing Agreement (“CMA”), under which Haemonetics will continue to manufacture certain whole blood filtration products for GVS for a maximum term of 18 months.

The CMA allows GVS to gradually transition manufacturing operations while ensuring supply continuity for customers.

Under the CMA, the Company is entitled to be reimbursed for the costs incurred plus a mark-up and has recorded net income and expenses related to the agreement in SG&A in the condensed consolidated statements of income, which were immaterial for the three months ended June 28, 2025.

Strategic Investments

As part of the Company’s business development activities, it holds strategic investments in certain entities.

As of December 28, 2024, the Compan y has made total investments in Vivasure Medical LTD (“Vivasure”) of € 35 million.

The investments include both preferred stock and a special share that allows the Company to acquire Vivasure in accordance with an agreement between the parties.

In addition, the Compan y made certain other strategic investments totaling $ 14.0 million and $ 7.6 million during fiscal 2025 and 2024, r espectively.

The Company’s strategic investments are classified as other long-term assets on the Company’s Condensed Consolidated Balance Sheets and the Company has not recorded any material adjustments to the carrying value of the Company’s strategic investments during three and nine months ended December 28, 2024 and December 30, 2023.

As of December 28, 2024, the Company had $ 33.3 million of transaction price allocated to remaining performance obligations related to executed contracts with an original duration of one year or more.

As of June 28, 2025, the Company has made total investments and loans in Vivasure Medical LTD (“Vivasure”) of € 58.0 million, or $ 68.0 million, and € 45.0 million, or $ 48.7 million, as of March 29, 2025.

The investments include preferred stock and a special share that allows the Company to acquire Vivasure in accordance with an agreement between the parties.

In addition, the Company has made certain other strategic investments totaling $ 12.9 million as of both June 28, 2025 and March 29, 2025.

The Company’s strategic investments are classified as other long-term assets on the Company’s condensed consolidated balance sheets and the Company has not recorded any material adjustments to the carrying value of the Company’s strategic investments during the three months ended June 28, 2025 and June 29, 2024.

As of June 28, 2025, the Company had $ 36.0 million of transaction price allocated to remaining performance obligations related to executed contracts with an original duration of one year or more.

The Company expects to recognize approximately 86 % of this amount as revenue within the next twelve months and the remaining balance thereafter.

2 unchanged sentences

The difference in timing between billing and revenue recognition primarily occurs in software licensing arrangements, resulting in contract assets and contract liabilities.

As of December 28, 2024 and March 30, 2024, the Company had contract liabilities of $ 35.6 million and $ 31.2 million, respectively.

During the three and nine months ended December 28, 2024, the Company recognized $ 4.9 million and $ 26.7 million of revenue, respectively, that was included in the above March 30, 2024 contract liability balance.

Contract liabilities are classified as other current liabilities on the Condensed Consolidated Balance Sheet.

As of December 28, 2024 and March 30, 2024, the Company’s contract assets were immaterial.

As of June 28, 2025 and March 29, 2025, the Company had contract liabilities of $ 49.2 million and $ 43.3 million, respectively.

During the three months ended June 28, 2025, the Company recognized $ 13.3 million of revenue that was included in the above March 29, 2025 contract liability balance.

Contract liabilities are classified as other current liabilities on the condensed consolidated balance sheets.

As of June 28, 2025 and March 29, 2025, the Company’s contract assets were $ 4.3 million and $ 11.6 million, respectively.

RESTRUCTURING

2 unchanged sentences

Operational Excellence Program

In July 2019, the Board of Directors of the Company approved the Operational Excellence Program (the “2020 Program”) and delegated authority to the Company’s management to determine the detail of the initiatives that will comprise the program.

In July 2019, the Board of Directors of the Company (the “Board”) approved the Operational Excellence Program (the “2020 Program”) and delegated authority to the Company’s management to determine the details of the initiatives that will comprise the 2020 Program.

During fiscal 2022, the Company revised the 2020 Program to improve product and service quality, reduce cost principally in its manufacturing and supply chain operations and ensure sustainability while helping to offset impacts from a previously announced customer loss, rising inflationary pressures and effects of the COVID-19 pandemic.

The Company expects to incur aggregate charges of approximately $ 85.0 million by the end of fiscal 2025 under the program.

The majority of charges will result in cash outlays, including severance and other employee costs, and will be incurred as the specific actions required to execute these initiatives are identified and approved.

During the three and nine months ended December 28, 2024, the Company incurred $ 1.9 million and $ 6.0 million , respectively, of restructuring and restructuring related costs under this program.

During the three and nine months ended December 30, 2023, the Company incurred $ 2.6 million and $ 6.8 million, respectively, of restructuring and restructuring related costs under this program.

Total cumulative charges under this progra m are $ 83.0 million through December 28, 2024.

The 2020 Program is closed as of March 29, 2025.

During the three months ended June 28, 2025, the Company recognized reversals of previously incurred costs of $ 0.1 million, as compared with $ 2.4 million of restructuring and restructuring related costs incurred under the 2020 Program during the three months ended June 29, 2024 .

Total cumulative charges under the 2020 Progra m were $ 84.7 million through March 29, 2025.

Portfolio Rationalization Initiatives

In November 2023, the Company announced its plans to end of life the ClotPro analyzer system within the Hospital business unit and certain products within the Blood Center business unit, primarily in Whole Blood, including the associated manufacturing operations and closure of certain other facilities.

In the three and nine months ended December 28, 2024, the Company incurred $ 3.1 million and $ 12.5 million of expenses, respectively, of restructuring and restructuring related costs in connection with these portfolio rationalization initiatives.

In both the three and nine months ended December 30, 2023, the Company incurred $ 7.8 million of restructuring and related costs related to these portfolio rationalization initiatives.

The following table summarizes the activ ity for restructuring reserves related to the portfolio rationalization initiatives and the 2020 Pr ogram for the nine months ended December 28, 2024, which relates to employee severance, other employee costs, inventory reserves and lease termination fees:

(In thousands) Portfolio Rationalization 2020 Program Total

These portfolio rationalization initiatives are closed as of March 29, 2025.

During the three months ended June 28, 2025, the Company recognized reversals of previously incurred costs of $ 1.5 million related to the divestiture of the Whole Blood product line, as compared with $ 4.8 million of restructuring and restructuring related costs incurred under these initiatives during the three months ended June 29, 2024.

Total cumulative charges under the portfolio rationalization initiatives are $ 25.6 million through June 28, 2025.

Market and Regional Alignment Initiative

In May 2025, the Board approved a new market and regional alignment initiative and delegated authority to the Company’s management to determine the details of the specific actions that will comprise the initiative.

This strategic initiative is designed to improve operational performance and reduce costs by directing the Company’s resources toward the markets and geographies that offer the greatest growth and portfolio advancement opportunities.

The amounts and timing of estimated costs and savings are subject to change until finalized.

The actual amounts and timing may vary materially based on various factors.

Initial actions related to this initiative were approved by the Board in January 2025, resulting in restructuring related costs during the fourth quarter of fiscal 2025.

During the three months ended June 28, 2025, the Company incurred $ 2.8 million of restructuring related costs under this initiative.

Total cumulative charges under the market and regional alignment initiative are $ 3.4 million as of June 28, 2025.

The following table summarizes the activ ity for restructuring reserves related to the 2020 Pr ogram, the portfolio rationalization initiatives and the market and regional alignment initiative for the three months ended June 28, 2025, substantially all of which relates to employee severance, other employee costs, inventory reserves and lease termination fees:

2020 Program Portfolio Rationalization Market and Regional Alignment Total

(Dollars in Thousands)

Balance at March 29, 2025

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Payments ( 158 ) ( 204 ) ( 865 ) ( 1,227 )

Non-cash adjustments ( 8,616 ) — ( 8,616 )

Balance at December 28, 2024

Balance at June 28, 2025

$ 65 $ 1,100 $ 1,899 $ 3,064

The following presents the restructuring costs by line item within our accompanying unaudited Condensed Consolidated Statements of Income and Comprehensive Income:

Three Months Ended Nine Months Ended

(In thousands) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

The following presents the net restructuring costs by line item within the Company’s accompanying unaudited condensed consolidated statements of income:

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Cost of goods sold $ ( 385 ) $ 4,366

2 unchanged sentences

Total $ 1,266 $ 4,622

As of December 28, 2024, the Company had a restructuring liability of $ 4.6 million, all of which is payable within the next twelve months.

In addition to the restructuring expenses included in the table above, the Company also incurred costs that do not constitute restructuring costs under ASC 420, Exit and Disposal Cost Obligations, and which the Company instead refers to as restructuring related costs.

As of June 28, 2025, the Company had a restructuring liability of $ 3.1 million, all of which is payable within the next twelve months.

In addition to the restructuring expenses included in the table above, the Company also incurred costs that do not constitute restructuring costs under FASB ASC Topic 420, Exit and Disposal Cost Obligations, and which the Company instead refers to as restructuring related costs.

These costs consist primarily of expenditures directly related to the restructuring actions.

The tables below present restructuring and restructuring related costs by reportable segment:

Restructuring costs Three Months Ended Nine Months Ended

(In thousands) December 28, 2024 December 30, 2023 December 28, 2024 December 30, 2023

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Restructuring costs

Plasma $ 568 $ 63

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Total $ 1,266 $ 4,622

Restructuring related costs Three Months Ended Nine Months Ended

(In thousands) December 28, 2024 December 30, 2023 December 28, 2024 December 30, 2023

Restructuring related costs

Plasma $ 9 $ 175

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statutory tax rate.

The Company’s effective tax rate is adversely impacted by non-deductible expenses including executive compensation and transaction costs.

For the three and nine months ended December 28, 2024, the Company reported income tax expense of $ 12.4 million and $ 31.6 million, respectively, representing effective tax rates of 24.9 % and 22.4 %.

The effective tax rate for the nine months ended December 28, 2024 includes $ 3.3 million of discrete tax benefit, primarily related to stock compensation windfalls.

The Company’s effective tax rate is adversely impacted by non-deductible expenses including executive compensation and is favorably impacted by jurisdictional mix of earnings and research credits generated.

For the three months ended June 28, 2025, the Company reported income tax expense of $ 11.1 million, representing an effective tax rate of 24.7 %.

The effective tax rate for the three months ended June 28, 2025 includes $ 0.1 million of discrete tax expense, primarily related to stock compensation shortfalls.

For the three months ended June 29, 2024, the Company reported income tax expense of $ 8.3 million, representing an effective tax rate of 17.9 %.

The effective tax rate for the three months ended June 29, 2024 includes $ 3.6 million of discrete tax benefit, primarily related to stock compensation windfalls.

The discrete benefit also includes other items such as provision to return differences.

For the three and nine months ended December 30, 2023, the Company reported income tax expense of $ 12.8 million and $ 31.3 million, respectively, representing effective tax rates of 29.0 % and 24.3 %, respectively.

The effective tax rate for the nine months ended December 30, 2023 includes $ 1.1 million of discrete tax benefit, of which $ 2.6 million relates to stock compensation windfalls, partially offset by other discrete items.

The decrease in the reported tax rate for the three months ended December 28, 2024, compared to the same period in fiscal 2024, relates primarily to the decrease in non-deductible acquisition-related expenses.

The decrease in the reported tax rate for the nine months ended December 28, 2024, compared to the same period in fiscal 2024, relates primarily to increased discrete tax benefits year-over-year and decreased non-deductible acquisition-related expenses.

The increase in the reported tax rate for the three months ended June 28, 2025, compared to the same period in fiscal 2025, relates primarily to the decrease in stock compensation windfall benefits.

The One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

on July 4, 2025.

The OBBBA legislation provides for the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, revisions to the international tax framework and the reinstatement of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented in future periods.

We are currently assessing the impact of the OBBBA on the Company’s consolidated financial statements.

EARNINGS PER SHARE

The following table provides a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations:

Three Months Ended Nine Months Ended

(In thousands, except per share amounts) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

Net income $ 37,494 $ 31,241 $ 109,698 $ 97,191

Weighted average shares 50,286 50,768 50,709 50,679

Basic income per share $ 0.75 $ 0.62 $ 2.16 $ 1.92

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands, Except Share Data)

Net income $ 34,031 $ 38,373

Basic weighted average shares 50,286 50,768 50,709 50,679

Net effect of common stock equivalents 353 677 439 715

Basic weighted average shares outstanding 48,111 50,943

Dilutive net effect of common stock equivalents 242 621

Diluted weighted average shares 48,353 51,564

Diluted income per share $ 0.74 $ 0.61 $ 2.14 $ 1.89

Net income per share

Basic $ 0.71 $ 0.75

Diluted $ 0.70 $ 0.74

Basic earnings per share is calculated using the Company’s weighted-average outstanding common shares.

Diluted earnings per share is calculated using its weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method and the outstanding convertible senior notes as determined under the net share settlement method.

From the time of the issuance of the convertible senior notes, the average market price of the Company's common shares has been less than the applicable initial conversion prices, and consequently no shares have been included in diluted earnings per share for the co nversion values of both convertible senior notes.

For the three and nine months ended December 28, 2024, weighted average shares outstanding, assuming dilution, excludes the impact of $ 0.8 million anti-dilutive shares for both periods.

For the three and nine months ended December 30, 2023, weighted average shares outstanding, assuming dilution, excludes the impact of $ 0.6 million anti-dilutive shares for both periods.

From the time of the issuance of the convertible senior notes, the average market price of the Company’s common shares has been less than the applicable initial conversion price, and consequently no shares have been included in diluted earnings per share for the co nversion values of both the convertible senior notes.

For the three months ended June 28, 2025 and June 29, 2024, weighted average shares outstanding, assuming dilution, excludes the impact of 947,422 and 735,427 anti-dilutive shares, respectively.

2022 Share Repurchase Program

In August 2022, the Company announced that its Board of Directors had approved a three-year share repurchase program authorizing the repurchase of up to $ 300.0 million of Haemonetics common stock, based on market conditions, through August 2025.

In August 2022, the Board approved a three-year share repurchase program authorizing the repurchase of up to $ 300.0 million of Haemonetics common stock, based on market conditions, through August 2025.

Under the share repurchase program, the Company is authorized to repurchase, from time to time, outstanding shares of common stock in accordance with applicable laws on the open market, including under trading plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and in privately negotiated transactions.

The actual tim ing, number and value of shares repurchased will be determined by the Company at its discretion and will depend on a number of factors, including market conditions, applicable legal requirements and compliance with the terms of loan covenants.

In April 2025, the Company completed a $ 150.0 million repurchase of its common stock pursuant to an accelerated share repurchase agreement (“ASR”) entered into with Goldman Sachs & Co.

in February 2025.

The total number of shares repurchased under the ASR was 2,386,131 at an average price per share upon final settlement of $ 62.86 .

As of March 29, 2025, the Company had fully funded the $ 300.0 million authorization under the 2022 share repurchase program.

2025 Share Repurchase Program

In April 2025, the Board approved a new three-year share repurchase program authorizing the repurchase of up to $ 500.0 million of Haemonetics common stock, based on market conditions, through April 2028.

This new share repurchase program will help to offset the dilutive impact of recent and future employee equity grants.

In addition to this share repurchase activity, the Company’s capital allocation strategy continues to prioritize funding of planned internal investments to support the business as well as inorganic opportunities to accelerate its long-term growth plans.

The actual timing, number and value of shares repurchased will be determined by the Company at its discretion and will depend on a number of factors, including market conditions, applicable legal requirements and compliance with the terms of loan covenants.

The share repurchase program may be suspended, modified or discontinued at any time, and the Company has no obligation to repurchase any amount of its common stock under the program.

In October 2024, the Company completed a $ 75.0 million repurchase of its common stock pursuant to an accelerated share repurchase agreement (“ASR”) entered into with Citibank N.A.

(“Citibank”) in August 2024.

The total number of shares repurchased under the ASR was 1.0 million at an average price per share upon final settlement of $ 74.36 .

As of December 28, 2024, the total remaining authorization for repurchases of the Company's common stock under the share repurchase program was $ 150.0 million.

Inventories are stated at the lower of cost or net realizable value and include the cost of material, labor and manufacturing overhead.

Cost is determined with the first-in, first-out method.

(In thousands) December 28,

2024 March 30,

June 28, 2025 March 29, 2025

(Dollars in Thousands)

Raw materials $ 115,892 $ 128,574

1 unchanged sentence

Finished goods 229,735 221,611

Total inventories $ 359,614 $ 317,202

In the third quarter of fiscal 2025, the Company announced the divestiture of its Whole Blood product line within its Blood Center business unit and all related assets and liabilities were recognized as held for sale.

The related inventory has a value of $ 34.7 million, which has been reclassified to Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

Total $ 360,527 $ 365,141

PROPERTY, PLANT AND EQUIPMENT

(In thousands) December 28,

2024 March 30,

June 28, 2025 March 29, 2025

(Dollars in Thousands)

Land $ 2,145 $ 1,985

4 unchanged sentences

Construction in progress 21,961 22,229

Total 867,457 959,177

Property, plant and equipment, at cost 795,098 837,194

accumulated depreciation ( 508,233 ) ( 553,142 )

Property, plant and equipment, net $ 286,865 $ 284,052

During the three and nine months ended December 28, 2024, depreciation expense was $ 15.2 million and $ 44.8 million, respectively.

During the three and nine months ended December 30, 2023, depreciation expense was $ 14.2 million and $ 41.1 million, respectively.

The related property, plant and equipment has a gross value of $ 39.8 million and a net carrying value of $ 7.3 million, which has been reclassified to Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

In the first quarter of fiscal 2025, the Company received $ 19.9 million of cash upon the sale of a manufacturing facility and related assets that previously met held for sale criteria, which resulted in a gain of $ 14.1 million that was recorded in selling, general and administrative expenses on the Condensed Consolidated Statements of Income.

During the three months ended June 28, 2025 and June 29, 2024 depreciation expense was $ 15.4 million and $ 14.6 million, respectively.

Lessor Activity

5 unchanged sentences

The allocation of revenue between the lease and non-lease components is based on estimated stand-alone selling prices.

Operating lease revenue represents less than 3 percent of the Company’s total net sales.

Operating lease revenue represents approximately two percent of the Company’s total net revenues.

GOODWILL AND INTANGIBLE ASSETS

The changes in the carrying amount of goodwill by operating segment for fiscal 2026 are as follows:

(In thousands) Plasma Blood Center Hospital Total

Plasma Blood Center Hospital Total

(Dollars in Thousands)

Carrying amount as of March 29, 2025

$ 29,043 $ 26,967 $ 548,259 $ 604,269

Assets held for sale — ( 4,475 ) — ( 4,475 )

Purchase accounting adjustments — — ( 19,248 ) ( 19,248 )

Acquisitions — — 69,542 69,542

Currency translation — 240 2,790 3,030

Carrying amount as of December 28, 2024

Carrying amount as of June 28, 2025

$ 29,043 $ 27,207 $ 551,049 $ 607,299

The decrease in goodwill of $ 19.2 million for purchase accounting adjustments was primarily related to the Company obtaining additional facts and information to finalize the pre-acquisition tax returns and associated analyses for OpSens.

This resulted in the Company revising its estimate of the net deferred tax liability recorded as of the acquisition date.

Refer to Note 3, Acquisitions, Divestitures and Strategic Investments, for additional information regarding the acquisitions of OpSens and Attune Medical.

The related goodwill of $ 4.5 million has been reclassified to Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

The gross carrying amount of intangible assets and the related accumulated amortization as of December 28, 2024 and March 30, 2024 is as follows:

(In thousands) Gross Carrying

The gross carrying amount of intangible assets and the related accumulated amortization as of June 28, 2025 and March 29, 2025 is as follows:

Gross Carrying

Amount Accumulated

Amortization Net

As of December 28, 2024

Amortization Net Carrying Amount Weighted Average Remaining Life (Years)

June 28, 2025

(Dollars in Thousands)

Developed technology $ 511,449 $ 165,871 $ 345,578 12.1

7 unchanged sentences

Total $ 1,780

(In thousands) Gross Carrying

Gross Carrying

Amount Accumulated

Amortization Net

As of March 30, 2024

Amortization Net Carrying Amount Weighted Average Remaining Life (Years)

March 29, 2025

(Dollars in Thousands)

Developed technology $ 506,143 $ 156,123 $ 350,020 12.1

5 unchanged sentences

Non-amortizable:

In-process research and development $ 13,667

In-process software development $ 9,190

Total $ 9,190

During fiscal 2025, the Company acquired Attune Medical and recorded $ 96.1 million of developed technology, $ 7.8 million of customer contracts and related relationships and $ 1.9 million of trade name intangibles based on the purchase accounting valuation.

Refer to Note 3, Acquisitions, Divestitures and Strategic Investments, for additional information regarding the acquisition.

In the first quarter of fiscal 2025, the Company announced the commercialization of MVP XL and moved the related in-process research and development intangible asset to developed technologies and commenced amortization.

In the second quarter of fiscal 2024, the Company recorded an intangible asset impairment charge of $ 10.4 million related to the intangibles acquired as part of the e nicor GmbH acquisition completed in fiscal 2021 within the Hospital business unit.

The related intangible assets are fully amortized and have a net book value of zero .

The gross intangible assets value is $ 185.6 million.

Intangible assets include the value assigned to license rights and other developed technology, patents, customer contracts and relationship s and trade names.

The estimated useful lives for all of these intangible assets are approximately 5 to 15 years.

During the three and nine months ended December 28, 2024, amortization expense was $ 13.9 million and $ 42.6 million, respectively.

During the three and nine months ended December 30, 2023, amortization expense was $ 9.3 million and $ 28.5 million, respectively.

During the three months ended June 28, 2025 and June 29, 2024, amortization expense was $ 13.3 million and $ 14.5 million, respectively.

Future annual amortization expense on intangible assets for the next five years is estimated to be as follows:

(In thousands)

Amortization Expense

(Dollars in Thousands)

Remainder of Fiscal 2026 $ 39,135

5 unchanged sentences

Notes payable and long-term debt consisted of the following:

(In thousands) December 28, 2024 March 30, 2024

Convertible notes $ 982,731 $ 494,813

June 28, 2025 March 29, 2025

(Dollars in Thousands)

Convertible notes, net of financing fees $ 985,182 $ 983,951

Term loan, net of financing fees 238,788 240,028

Revolving credit facility — 50,000

Other borrowings 812 809

Total debt 1,224,782 1,224,788

current portion ( 303,949 ) ( 303,558 )

1 unchanged sentence

Convertible Senior Notes

In March 2021, the Company issued $ 500.0 million aggregate principal amount of 0 % convertible senior notes due 2026 (the “2026 Notes”).

On March 5, 2021, the Company issued $ 500.0 million aggregate principal amount of 0.0 % convertible senior notes due 2026 (the “2026 Notes”).

The 2026 Notes are governed by the terms of the Indenture between the Company and U.S.

Bank National Association, as trustee.

Bank Trust Company, National Association, as trustee.

The 2026 Notes will mature on March 1, 2026, unless earlier converted, redeemed or repurchased.

1 unchanged sentence

As the repurchase of the 2026 Notes met the criteria for extinguishment accounting, $ 1.9 million of unamortized debt issuance costs were allocated to the repurchase, resulting in a net gain of $ 12.6 million, which was recorded in interest and other income (expense), net on the condensed consolidated statements of income.

During the third quarter of fiscal 2025, the conditions allowing holders of the 2026 Notes to convert have not been met.

The 2026 Notes were therefore not convertible as of December 28, 2024 and were classified as long-term debt on the Company’s Condensed Consolidated Balance Sheets.

As of December 28, 2024, the $ 300.0 million principal balance was netted down by $ 1.9 million of remaining debt issuance costs, resulting in a net convertible note payable of $ 298.1 million.

Interest expense related to the 2026 Notes was $ 0.4 million and $ 1.4 million for the three and nine months ended December 28, 2024, respectively, which is entirely attributable to the amortization of the debt issuance costs.

Holders may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2025 only under the following circumstances:

• During any calendar quarter (and only during such calendar quarter) beginning after June 30, 2021, if, the last reported sale price per share of the Company’s common stock exceeds 130 % of the applicable conversion price on each applicable trading day for at least 20 trading days (whether or not consecutive) in the period of the 30 consecutive trading day period ending on, and including, the last trading day of the immediately preceding calendar quarter;

• During the five business day period after any five consecutive trading day period in which, for each day of that period, the trading price per $1,000 principal amount of the 2026 Notes for such trading day was less than 98 % of the product of the last reported sale price of the Company’s common stock and the applicable conversion rate on such trading day;

• The Company issues to common stockholders any rights, options, or warrants, entitling them, for a period of not more than 60 days, to purchase shares of common stock at a price per share less than the average closing sale price of 10 consecutive trading days, or the Company’s election to make a distribution to common stockholders exceeding 10 % of the previous day’s closing sale price;

• Upon the occurrence of specified corporate events, as set forth in the indenture governing the 2026 Notes;

• Prior to the related redemption date if the Company calls the 2026 Notes for redemption.

On or after September 1, 2025, until the close of business on the scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their 2026 Notes, in multiples of $1,000 principal amount, at any time, regardless of the foregoing circumstances.

The conversion rate for the 2026 Notes is 5.7033 shares of common stock per $1,000 principal amount of notes (which is equal to an initial conversion price of approximately $ 175.34 per share of the Company’s common stock), subject to adjustment as set forth in the Indenture.

Upon conversion, the Company will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, common stock or a combination of cash and common stock, at the Company’s election, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the notes being converted.

If a make-whole adjustment event, as described in the Indenture, occurs and a holder elects to convert its 2026 Notes in connection with such make-whole adjustment event, such holder may be entitled to an increase in the conversion rate as described in the Indenture.

During the first quarter of fiscal 2026, the conditions allowing holders of the 2026 Notes to convert have not been met.

The 2026 Notes were therefore not convertible as of June 28, 2025 and were classified as short-term debt on the Company’s condensed consolidated balance sheets.

The 2026 Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after March 5, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, if the last reported sale price per share of the Company’s common stock exceeds 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately before the date the Company sends the related redemption notice at a redemption price equal to 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest to, but excluding the redemption date.

Upon the occurrence of certain fundamental changes involving the Company, holders of the 2026 Notes may require the Company to repurchase for cash all or part of their 2026 Notes at a repurchase price equal to 100 % of the principal amount of the 2026 Notes to be repurchased, plus accrued and unpaid interest.

As of June 28, 2025, the $ 300.0 million principal balance was netted down by $ 1.1 million of remaining debt issuance costs, resulting in a net convertible note payable of $ 298.9 million.

Interest expense related to the 2026 Notes was $ 0.4 million for the three months ended June 28, 2025, which is entirely attributable to the amortization of the debt issuance costs.

The remaining debt issuance costs are amortized at an effective interest rate of 0.6 %.

1 unchanged sentence

The 2029 Notes are governed by the terms of the Indenture between the Company and U.S.

Bank National Association, as trustee.

Bank Trust Company, National Association, as trustee.

The total net proceeds from the sale of the 2029 Notes, after deducting the initial purchasers’ discounts and debt issuance costs, were $ 682.8 million, with a portion of funds used to repay the entirety of the balance on the revolving credit facility under the Company’s second amended and restated credit agreement, to repurchase a portion of the Company’s 2026 Notes, to complete capped call transactions in connection with the issuance of the 2029 Notes, as described further below, with the remaining proceeds available for other working capital requirements.

10 unchanged sentences

If a make-whole adjustment event, as described in the Indenture, occurs and a holder elects to convert its 2029 Notes in connection with such make-whole adjustment event, such holder may be entitled to an increase in the conversion rate as described in the Indenture.

During the third quarter of fiscal 2025, the conditions allowing holders of the 2029 Notes to convert have not been met.

The 2029 Notes were therefore not convertible as of December 28, 2024 and were classified as long-term debt on the Company’s consolidated balance sheets.

During the first quarter of fiscal 2026, the conditions allowing holders of the 2029 Notes to convert have not been met.

The 2029 Notes were therefore not convertible as of June 28, 2025 and were classified as long-term debt on the Company’s consolidated balance sheets.

The 2029 Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after June 5, 2027 and on or before the 50th scheduled trading day immediately before the maturity date, if the last reported sale price per share of the Company’s common stock exceeds 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately before the date the Company sends the related redemption notice at a redemption price equal to 100 % of the principal amount of the 2029 Notes to be redeemed, plus accrued and unpaid interest to, but excluding the redemption date.

Upon the occurrence of certain fundamental changes involving the Company, holders of the 2029 Notes may require the Company to repurchase for cash all or part of their 2029 Notes at a repurchase price equal to 100 % of the principal amount of the 2029 Notes to be repurchased, plus

accrued and unpaid interest.

As a result of the issuance of the 2029 Notes, the Company recorded debt issuance costs of $ 17.2 million, which will be amortized to interest expense over the contractual term of the 2029 Notes at an effective interest rate of 3.0 %.

As of December 28, 2024, the $ 700.0 million principal balance was netted down by $ 15.4 million of remaining debt issuance costs, resulting in a net convertible note payable of $ 684.6 million.

Interest expense related to the 2029 Notes was $ 5.2 million and $ 12.1 million for the three and nine months ended December 28, 2024, respectively, which includes nominal interest expense and the amortization of the debt issuance costs.

In connection with the issuance of the 2029 Notes, the Company entered into capped call transactions with certain counterparties (“Capped Calls”).

The Capped Calls each have an initial strike price of approximately $ 117.12 per share, subject to certain adjustments, which corresponds to the initial conversion price of the 2029 Notes.

The Capped Calls have initial cap prices of $ 180.18 per share, subject to certain adjustments.

The Capped Calls are expected to partially offset the potential dilution to the Company’s common stock upon any conversion of the 2029 Notes, with such offset subject to a cap based on the cap price.

The Capped Calls cover, subject to anti-dilution adjustments, approximately 5.98 million shares of the Company’s common stock.

For accounting purposes, the Capped Calls are separate transactions, and not part of the 2029 Notes.

As a result of the issuance of the 2029 Notes, the Company recorded debt issuance costs of $ 17.2 million, which are amortized to interest expense over the contractual term of the 2029 Notes at an effective interest rate of 3.0 %.

As of June 28, 2025, the $ 700.0 million principal balance was netted down by $ 13.7 million of remaining debt issuance costs, resulting in a net convertible note payable of $ 686.3 million.

Interest expense related to the 2029 Notes was $ 5.2 million for the three months ended June 28, 2025, which includes nominal interest expense and the amortization of the debt issuance costs.

The nominal interest rate is 2.5 % and the remaining debt issuance costs are amortized at an effective interest rate of 3.0 %.

In connection with the issuance of the 2026 Notes and the 2029 Notes, the Company entered into capped call transactions with certain counterparties (“Capped Calls”).

The 2026 Notes Capped Calls each have an initial strike price of approximately $ 175.34 per share, and the 2029 Notes Capped Calls each have an initial strike price of approximately $ 117.12 per share, both subject to certain adjustments, which correspond to the initial conversion price of the convertible notes.

The 2026 Notes Capped Calls have initial cap prices of $ 250.48 , and the 2029 Notes Capped Calls have initial cap prices of $ 180.18 per share, both subject to certain adjustments.

The Capped Calls are expected to partially offset the potential dilution to the Company’s common stock upon any conversion of the 2026 Notes and 2029 Notes, with such offset subject to a cap based on the cap price.

The 2026 Notes Capped Calls cover approximately 2,851,668 shares of the Company’s common stock, and the 2029 Notes Capped Calls cover approximately 5,976,929 shares of the Company’s common stock, both subject to anti-dilution adjustments.

For accounting purposes, the Capped Calls are separate transactions, and not part of the 2026 Notes and 2029 Notes.

As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders’ equity and are not accounted for as derivatives.

The cost of $ 88.2 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital and will not be remeasured.

The cost of $ 88.2 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital in fiscal 2025 and will not be remeasured.

Credit Facilities

On July 26, 2022, the Company entered into an amended and restated credit agreement to refinance its credit facilities initially entered into in 2018 and extend their maturity date through June 2025.

The amended and restated credit agreement provided for a $ 280.0 million senior unsecured term loan and a $ 420.0 million senior unsecured revolving credit facility (together, the “2022 Revised Credit Facilities”) with applicable interest rates during the period established using an annual rate equal to the Adjusted Term SOFR Rate plus an applicable rate ranging from 1.125 % to 1.750 % based on the Company’s consolidated net leverage ratio, as specified in the agreement.

On April 30, 2024, the Company entered into a second amended and restated credit agreement with certain lenders to refinance the 2022 Revised Credit Facilities and extend their maturity date through April 2029.

The second amended and restated credit agreement provides for a $ 250.0 million senior unsecured term loan, the proceeds of which, along with $ 12.5 million of cash on hand, were used to retire the balance of the term loan under the 2022 Revised Credit Facilities, and a $ 750.0 million senior unsecured revolving credit facility (together, the “2024 Revised Credit Facilities”).

On July 26, 2022, the Company entered into an amended and restated credit agreement to refinance its credit facilities initially entered into in 2018 and extended their maturity dates through June 2025.

The amended and restated credit agreement provided for a $ 700.0 million facility (the “2022 Revised Credit Facility”).

On April 30, 2024, the Company entered into a second amended and restated credit agreement with certain lenders to refinance the 2022 Revised Credit Facility and extend their maturity date through April 2029.

The second amended and restated credit agreement provides for a $ 250.0 million senior unsecured term loan, the proceeds of which, along with $ 12.5 million of cash on hand, were used to retire the balance of the term loan under the 2022 Revised Credit Facility, and a $ 750.0 million senior unsecured revolving credit facility (together, the “2024 Revised Credit Facilities”).

Loans under the 2024 Revised Credit Facilities bear interest at an annual rate equal to the Adjusted Term SOFR Rate (as specified in the second amended and restated credit agreement), which is subject to a floor of 0.0 %, plus an applicable rate ranging from 1.125 % to 1.750 % based on the Company’s consolidated net leverage ratio (as specified in the second amended and restated credit agreement) at the applicable measurement date.

2 unchanged sentences

The principal amount of the term loan under the 2024 Revised Credit Facilities amortizes quarterly through the maturity date at a rate of 2.5 % for the first three years following the closing date, 5.0 % for the fourth year following the closing date and 7.5 % for the fifth year following the closing date, with the unpaid balance due at maturity.

Under the 2024 Revised Credit Facilities, the Company is required to maintain a consolidated leverage ratio not to exceed 4.0 :1.0 or, on up to two occasions during the term of the facility, 4.5 :1.0 for the four consecutive fiscal quarters ended immediately following acquisitions meeting certain criteria specified in the agreement.

Under the 2024 Revised Credit Facilities, the Company is required to maintain a consolidated leverage ratio not to exceed 4.0 :1.0 or, upon two occasions during the term of the facility, 4.5 :1.0 for the four consecutive fiscal quarters ended immediately following acquisitions meeting certain criteria specified in the agreement.

The Company applied modification accounting for the credit facility refinancing, which resulted in the capitalization of an additional $ 5.9 million in lender fees and third-party costs.

During the three and nine months ended December 28, 2024, the Company recognized $ 4.6 million and $ 16.6 million, respectively, of interest expense and amortization of debt issuance costs related to its credit facilities.

At December 28, 2024, $ 246.9 million was outstanding under the term loan with an effective interest rate of 6.1 %, which was netted down by the $ 5.6 million of remaining debt discount, resulting in a net note payable of $ 241.3 million.

The Company has scheduled principal payments of $ 6.3 million required during the 12 months following December 28, 2024.

There were no outstanding borrowings under the revolving credit facilities at December 28, 2024.

The Company also had $ 18.0 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of December 28, 2024.

The Company was in compliance with the consolidated net leverage and interest coverage ratios specified in the 2024 Revised Credit Facilities as well as all other bank covenants as of December 28, 2024.

During the three months ended June 28, 2025, the Company recognized $ 4.3 million of interest expense and amortization of debt issuance costs related to its credit facilities.

At June 28, 2025, $ 243.8 million was outstanding under the term loan with an effective interest rate of 6.4 %, which was netted down by the $ 5.0 million of remaining debt discount, resulting in a net note payable of $ 238.8 million.

The Company has scheduled principal payments of $ 6.3 million required during the 12 months following June 28, 2025.

There were no outstanding borrowings under the revolving credit facilities at June 28, 2025.

The Company also had $ 19.5 million of uncommitted operating lines of credit to fund its global operations under which there were no outstanding borrowings as of June 28, 2025.

The Company was in compliance with the consolidated net leverage and interest coverage ratios specified in the 2024 Revised Credit Facilities as well as all other bank covenants as of June 28, 2025.

The future aggregate amount of debt maturities are as follows:

(In thousands)

Debt Maturities

(Dollars in Thousands)

Remainder of Fiscal 2026 $ 304,754

6 unchanged sentences

The Company manufactures, markets and sells its products globally.

During the three and nine months ended December 28, 2024, 26.1 % and 26.0 %, respectively, of the Company’s sales were generated outside the U.S.

During the three months ended June 28, 2025, 24.6 % of the Company’s sales were generated outside the U.S.

in local currencies.

4 unchanged sentences

That program includes the use of derivative financial instruments to minimize, for a period of time, the impact on its financial results from changes in foreign exchange rates.

The Company utilizes foreign currency forward contracts to hedge the anticipated cash flows from transactions denominated in foreign currencies, primarily Japanese Yen and Euro, and to a lesser extent, Swiss Franc and Mexican Peso.

This does not eliminate the impact of the volatility of foreign exchange rates.

1 unchanged sentence

Designated Foreign Currency Hedge Contracts

All of the Company’s designated foreign currency hedge contracts as of December 28, 2024 and March 30, 2024 were cash flow hedges under ASC 815, Derivatives and Hedging (“ASC 815”).

All of the Company’s designated foreign currency hedge contracts as of June 28, 2025 and March 29, 2025 were cash flow hedges under FASB ASC Topic 815, Derivatives and Hedging (“ASC 815”).

The Company records the effective portion of any change in the fair value of designated foreign currency hedge contracts in other comprehensive income until the related third-party transaction occurs.

1 unchanged sentence

In the event the hedged forecasted transaction does not occur, or it becomes probable that it will not occur, the Company will reclassify the amount of any gain or loss on the related cash flow hedge to earnings at that time.

The Company had designated foreign currency hedge contracts outstanding in the contract amount of $ 45.5 million as of December 28, 2024 and $ 74.0 million as of March 30, 2024.

At December 28, 2024, a loss of $ 1.1 million, net of tax, will be reclassified to earnings within the next twelve months.

Substantially all currency cash flow hedges outstanding as of December 28, 2024 mature within twelve months.

The Company had designated foreign currency hedge contracts outstanding in the contract amount of $ 14.2 million as of June 28, 2025 and $ 23.6 million as of March 29, 2025.

As of June 28, 2025, a gain of $ 0.9 million, net of tax, will be reclassified to earnings within the next twelve months.

Substantially all currency cash flow hedges outstanding as of June 28, 2025 mature within twelve months.

Non-Designated Foreign Currency Contracts

4 unchanged sentences

These forward contracts are marked-to-market with changes in fair value recorded to earnings.

The Company had non-designated foreign currency hedge contracts under ASC 815 outstanding in the contract amount of $ 82.7 million as of December 28, 2024 and $ 39.9 million as of March 30, 2024.

The Company had non-designated foreign currency hedge contracts under ASC 815 outstanding in the contract amount of $ 109.6 million as of June 28, 2025 and $ 89.6 million as of March 29, 2025.

Interest Rate Swaps

6 unchanged sentences

The Company has determined both of these interest rate swaps are effective and qualify for hedge accounting treatment.

The Company held the following interest rate swaps as of December 28, 2024:

Hedged Item Original Notional Amount Notional Amount as of December 28, 2024

The Company held the following interest rate swaps as of June 28, 2025:

Hedged Item Original Notional Amount Notional Amount as of June 28, 2025

Designation Date Effective Date Termination Date Fixed Interest Rate Estimated Fair Value Assets (Liabilities)

(In thousands)

(Dollars in Thousands)

1-month USD Term SOFR $ 109,900 $ 102,289 9/27/2024 9/30/2024 4/30/2029 3.32 % $ 218

1 unchanged sentence

Total $ 219,800 $ 203,195 $ 528

For the nine months ended December 28, 2024, the Company recorded a gain of $ 3.4 million, net of tax, in accumulated other comprehensive loss to recognize the effective portion of the fair value of the swaps that qualify as cash flow hedges.

For the three months ended June 28, 2025, the Company recognized a loss on the interest rate swaps to recognize the effective portion of the fair value of the swaps that qualify as cash flow hedges of $ 1.4 million, net of tax, in accumulated other comprehensive loss (“AOCL”) within the condensed consolidated balance sheets.

Trade Receivables

In the ordinary course of business, the Company grants trade credit to its customers on normal credit terms.

In an effort to reduce its credit risk, the Company (i) establishes credit limits for all customers, (ii) performs ongoing credit evaluations of customers’ financial condition, (iii) monitors the payment history and aging of customers’ receivables, and (iv) monitors open orders against an individual customer’s outstanding receivable balance.

In an effort to reduce its credit risk, the Company (i) establishes credit limits for all customers;

(ii) performs ongoing credit evaluations of customers’ financial condition;

(iii) monitors the payment history and aging of customers’ receivables;

and (iv) monitors open orders against an individual customer’s outstanding receivable balance.

The Company’s allowance for credit losses is maintained for trade accounts receivable based on the expected collectability, the historical collection experience, the length of time an account is outstanding, the financial position of the customer and information provided by credit rating se rvices.

1 unchanged sentence

The following is a roll forward of the allowance for credit losses:

Three Months Ended Nine Months Ended

(In thousands) December 28, 2024 December 30, 2023 December 28, 2024 December 30, 2023

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Beginning balance $ 6,300 $ 5,695

Credit loss 521 37

Write-offs (recoveries) ( 49 ) 28 ( 48 ) ( 40 )

Recoveries ( 505 ) ( 13 )

Ending balance $ 6,316 $ 5,719

7 unchanged sentences

Fair Value of Derivative Instruments

The following table presents the effect of the Company’s derivative instruments designated as cash flow hedges and those not designated as hedging instruments under ASC 815 in its unaudited Condensed Consolidated Statements of Income and Comprehensive Income for the nine months ended December 28, 2024:

The following table presents the effect of the Company’s derivative instruments designated as cash flow hedges and those not designated as hedging instruments under ASC 815 in its condensed consolidated statements of income for the three months ended June 28, 2025:

Derivative Instruments Amount of Gain (Loss) Recognized

in Accumulated Other Comprehensive Loss Amount of Gain (Loss) Reclassified

from Accumulated Other Comprehensive Loss into

Earnings Location in

Condensed Consolidated Statements of Income and Comprehensive Income Amount of Gain Excluded from

in AOCL Amount of Gain Reclassified

from AOCL into

Earnings Classification in Earnings Amount of Gain (Loss) Excluded from

Effectiveness

Testing Location in

Condensed Consolidated Statements of Income and Comprehensive Income

(In thousands)

Designated foreign currency hedge contracts, net of tax $ ( 1,095 ) $ ( 220 ) Net revenues, COGS and SG&A $ 959 Interest and other expense, net

Non-designated foreign currency hedge contracts $ — $ — $ 2,092 Interest and other expense, net

Designated interest rate swaps, net of tax $ 3,353 $ 37 Interest and other expense, net $ —

The Company did not have fair value hedges or net investment hedges outstanding as of December 28, 2024 or March 30, 2024.

As of December 28, 2024, no material deferred taxes were recognized for designated foreign currency hedges.

Testing Classification in Earnings

(Dollars in Thousands)

Designated foreign currency hedge contracts, net of tax $ 901 $ 54 Net revenues, cost of goods sold and SG&A $ 532 Interest and other (expense) income, net

Non-designated foreign currency hedge contracts $ — $ — $ ( 5,164 ) Interest and other (expense) income, net

Designated interest rate swaps, net of tax $ ( 1,422 ) $ 2 Interest and other (expense) income, net $ —

The Company did not have fair value hedges or net investment hedges outstanding as of June 28, 2025 or March 29, 2025.

As of June 28, 2025, there were no material deferred taxes recognized for designated foreign currency hedges.

ASC 815 requires all derivative instruments to be recognized at their fair values as either assets or liabilities on the balance sheet.

The Company determines the fair value of its derivative instruments using the framework prescribed by ASC 820, Fair Value Measurements and Disclosures , by considering the estimated amount it would receive or pay to sell or transfer these instruments at the reporting date and by taking into account current interest rates, currency exchange rates, current interest rate curves, interest rate volatilities, the creditworthiness of the counterparty for assets, and its creditworthiness for liabilities.

The Company determines the fair value of its derivative instruments using the framework prescribed by FASB ASC Topic 820, Fair Value Measurements and Disclosures , by considering the estimated amount it would receive or pay to sell or transfer these instruments at the reporting date and by taking into account current interest rates, currency exchange rates, current interest rate curves, interest rate volatilities, the creditworthiness of the counterparty for assets, and its creditworthiness for liabilities.

In certain instances, the Company may utilize financial models to measure fair value.

3 unchanged sentences

and inputs derived principally from, or corroborated by, observable market data by correlation or other means.

As of December 28, 2024, the Company has classified its derivative assets and liabilities within Level 2 of the fair value hierarchy prescribed by ASC 815, as discussed below, because these observable inputs are available for substantially the full term of its derivative instruments.

The following tables present the fair value of the Company’s derivative instruments as they appear in its Condensed Consolidated Balance Sheets as of December 28, 2024 and March 30, 2024:

(In thousands) Location in Condensed Consolidated

Balance Sheets As of As of

December 28, 2024 March 30, 2024

As of June 28, 2025, the Company has classified its derivative assets and liabilities within Level 2 of the fair value hierarchy prescribed by ASC 815, as discussed below, because these observable inputs are available for substantially the full term of its derivative instruments.

The following tables present the fair value of the Company’s derivative instruments as they appear in its condensed consolidated balance sheets as of June 28, 2025 and March 29, 2025:

Classification June 28, 2025 March 29, 2025

(Dollars in Thousands)

Derivative Assets:

Designated foreign currency hedge contracts Other current assets $ 1,186 $ 1,353

Non-designated foreign currency hedge contracts Other current assets 71 154

Designated interest rate swaps Other current assets 1,734 1,673

Designated foreign currency hedge contracts Prepaid expenses and other current assets $ 630 $ 193

Non-designated foreign currency hedge contracts Prepaid expenses and other current assets 49 85

Designated interest rate swaps Prepaid expenses and other current assets 1,027 1,305

Designated interest rate swaps Other long-term assets — 1,020

$ 7,063 $ 3,242

Total $ 1,706 $ 2,603

Derivative Liabilities:

1 unchanged sentence

Non-designated foreign currency hedge contracts Other current liabilities 702 25

$ 1,566 $ 931

Designated interest rate swaps Other long-term liabilities 499 —

Total $ 1,201 $ 496

Fair Value Measured on a Recurring Basis

Financial assets and financial liabilities measured at fair value on a recurring basis consist of the following as of December 28, 2024 and March 30, 2024.

As of December 28, 2024

(In thousands) Level 1 Level 2 Level 3 Total

Financial assets and financial liabilities measured at fair value on a recurring basis consist of the following as of June 28, 2025 and March 29, 2025.

June 28, 2025

Level 1 Level 2 Level 3 Total

(Dollars in Thousands)

Money market funds $ 142,516 $ — $ — $ 142,516

2 unchanged sentences

Designated interest rate swaps — 1,027 — 1,027

$ 170,773 $ 7,063 $ — $ 177,836

Total $ 142,516 $ 1,706 $ — $ 144,222

Designated foreign currency hedge contracts $ — $ — $ — $ —

2 unchanged sentences

Contingent consideration — — 2,185 2,185

$ — $ 1,566 $ 23,133 $ 24,699

As of March 30, 2024

Total $ — $ 1,201 $ 2,185 $ 3,386

March 29, 2025

Level 1 Level 2 Level 3 Total

(Dollars in Thousands)

Money market funds $ 158,916 $ — $ — $ 158,916

2 unchanged sentences

Designated interest rate swaps — 2,325 — 2,325

$ 43,073 $ 3,242 $ — $ 46,315

Total $ 158,916 $ 2,603 $ — $ 161,519

Designated foreign currency hedge contracts $ — $ 471 $ — $ 471

Non-designated foreign currency hedge contracts — 25 — 25

$ — $ 931 $ — $ 931

Contingent consideration — — 2,278 2,278

Total $ — $ 496 $ 2,278 $ 2,774

Foreign currency hedge contracts - The fair value of foreign currency hedge contracts was measured using significant other observable inputs and valued by reference to over-the-counter quoted market prices for similar instruments.

6 unchanged sentences

Fair Value at Valuation Unobservable

(In thousands) December 28, 2024 Technique Input Range

June 28, 2025 Technique Input Range

(Dollars in Thousands)

Revenue-based payments $ 1,102 Monte Carlo Simulation Model Discount rate 6.0 %

Projected year of payments 2025 - 2027

Regulatory-based payment $ 4,804 Monte Carlo Simulation Model Discount rate 6.1 %

Projected fiscal year of payments 2026 - 2028

Regulatory-based payment $ — Monte Carlo Simulation Model Discount rate N/A

Probability of payment 0%

Projected year of payment 2026 - 2028

Projected fiscal year of payment N/A

Event-based payment $ 1,083 Monte Carlo Simulation Model Discount rate 6.0 %

Projected year of payment 2028

The fair value of contingent consideration associated with the Attune Medical acquisition was $ 23.1 million at December 28, 2024.

As of December 28, 2024, $ 1.7 million was included in other current liabilities and $ 21.4 million was included in other long-term liabilities on the Condensed Consolidated Balance Sheets.

Projected fiscal year of payment 2026 - 2028

The fair value of contingent consideration associated with acquisitions was $ 2.2 million at June 28, 2025 and the total was included in other long-term liabilities on the condensed consolidated balance sheets.

A reconciliation of the change in the fair value of contingent consideration is included in the following table:

(In thousands)

Contingent Consideration

(Dollars in Thousands)

Balance at March 29, 2025

Acquisition date fair value of contingent consideration 25,000

Purchase accounting adjustments 300

Change in fair value ( 93 )

Balance at December 28, 2024

Balance at June 28, 2025

Other Fair Value Disclosures

The fair values of the 2026 Notes and 2029 No tes were $ 282.0 million and $ 688.9 million as o f December 28, 2024, respectively, which were determined by using the market price on the last trading day of the reporting period and are considered as level 2 in the fair value hierarchy.

The fair values of the 2026 Notes and 2029 No tes were $ 289.9 million and $ 695.8 million as o f June 28, 2025, respectively, which were determined by using the market price on the last trading day of the reporting period and are considered as level 2 in the fair value hierarchy.

The senior unsecured term loan (which is carried at amortized cost), accounts receivable and accounts payable approximate fa ir value.

2 unchanged sentences

The Company believes that, except for those matters described below, there are no other proceedings or claims pending against it the ultimate resolution of which could have a material adverse effect on its financial condition or results of operations.

At each reporting period, management evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies, for all matters.

At each reporting period, management evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under FASB ASC Topic 450, Contingencies, for all matters.

Legal costs are expensed as incurred.

In the fourth quarter of fiscal 2021, a putative class action complaint was filed against the Company in the Circuit Court of Cook County, Illinois by Mary Crumpton, on behalf of herself and similarly situated individuals.

The Company removed the case to the United States District Court for the Northern District Illinois.

See Mary Crumpton v.

Haemonetics Corporation, Case No.

1:21-cv-1402 .

In her complaint, the plaintiff asserts that between June 2017 and August 2018 she donated plasma at a center operated by one of the Company’s customers, that the center required her to scan her fingerprint on a finger scanner that stored her fingerprint to identify her prior to plasma donation, and that the Company’s eQue donor management software sent her biometric information to a Company-owned server to be collected and stored in a manner that violated her rights under the Illinois Biometric Information Privacy Act (“BIPA”).

The plaintiff seeks statutory damages, attorneys’ fees and injunctive and equitable relief.

In March 2021, the Company moved to dismiss the complaint for lack of personal jurisdiction and concurrently filed a motion to dismiss for failure to state a claim and a motion to stay.

In March 2022, the court denied the Company’s motion to dismiss for lack of personal jurisdiction but did not address the merits of the Company’s other positions.

In March 2023, the Company filed a second motion to dismiss the complaint, which is pending before the court.

During the second quarter of fiscal 2024, the Company entered into a Memorandum of Understanding providing terms that would resolve the litigation and recorded an additional loss contingency related to this matter.

In the third quarter of fiscal 2024, the parties requested preliminary court approval of a final settlement agreement, which was granted in February 2024, and the Company recorded an immaterial additional loss contingency related to settlement administration, resulting in an accrual of $ 8.7 million within other current liabilities in its consolidated balance sheets.

In March 2024, notice of the settlement was mailed to class members and the parties are now awaiting the complete administration of the settlement through the third-party administrator.

In the first quarter of fiscal 2025, the Company issued payment of the $ 8.7 million settlement amount following the court’s final approval of the settlement agreement and dismissal of the matter with prejudice.

During the fourth quarter of fiscal 2024, a complaint was filed in the U.S.

1 unchanged sentence

and IP2IPO Innovations, Ltd.

(together, the “Plaintiffs”) against OpSens, OpSens Medical, Inc., a wholly-owned subsidiary of OpSens, and Haemonetics (1:24-cv-00206-CFC).

(together, the “Plaintiffs”) against OpSens, OpSens Medical, Inc., a wholly-owned subsidiary of Haemonetics, and Haemonetics (1:24-cv-00206-CFC).

The complaint alleges, inter alia, that OpSens’ interventional cardiology systems, including its OptoWire and OptoMonitor technology, infringe a single patent held by the Plaintiffs and seeks both injunctive relief and damages.

The Company believes it has valid and meritorious defenses to the complaint and plans to vigorously defend against the complaint.

During the first quarter of fiscal 2025, the Company recorded a loss contingency related to this matter, which did not have a material impact on its Condensed Consolidated Financial Statements.

Product Recall

In August 2023, the Company issued a voluntary recall of certain products within the Whole Blood portion of our Blood Center business unit sold to customers in the U.S.

and certain foreign jurisdictions.

In fiscal 2024, the Company recorded cumulative charges of $ 6.8 million related to inventory, returns and customer claims associated with this recall.

Substantially all outstanding claims have been paid as of December 28, 2024.

The parties have agreed to postpone a claim construction hearing in the matter that was originally scheduled to take place in the first quarter of fiscal 2026.

The Company believes it has valid and meritorious defenses to the complaint.

The Company recorded loss contingencies related to this matter in the first and fourth quarters of fiscal 2025 and in the first quarter of fiscal 2026, which did not have a material impact on its condensed consolidated financial statements.

During the first quarter of fiscal 2026, the Company filed a complaint against Terumo BCT in U.S.

District Court for the District of Colorado (1:25-cv-01409).

The complaint alleges that Terumo BCT infringes the Company’s intellectual property rights with respect to its donor-centric blood plasma collection patents, as embodied in the Company’s NexSys PCS ® with YES ® technology and NexSys PCS with Persona ® technology.

While the Company will incur costs in the course of pursuing this claim, and the outcome of litigation is inherently uncertain, the Company believes this is a necessary and appropriate action to safeguard its innovations, protect its intellectual property, and further the growth and development of its business.

On June 26, 2025, Terumo filed a motion to dismiss the Company’s complaint with prejudice claiming that the Company’s asserted patents were invalid under 35 U.S.C.

section 101 for claiming non-patentable subject matter.

On July 17, 2025, the Company filed an amended complaint, which added a recently issued patent.

On August 4, 2025, Terumo filed an inter partes review petition with the U.S.

Patent and Trademark Office, seeking to invalidate one of the asserted patents.

In its petition, Terumo indicated that it intends to challenge other asserted patents through inter partes review and post-grant review proceedings.

During the second quarter of fiscal 2026, the Company filed a complaint against Fresenius Kabi USA LLC in U.S.

District Court for the Northern District of Illinois (1:25-cv-08680).

The complaint alleges that Fresenius Kabi infringes the Company’s intellectual property rights with respect to its donor-centric blood plasma collection patents, as embodied in the Company’s NexSys PCS with YES technology and NexSys PCS with Persona technology.

CAPITAL STOCK

Share-Based Compensation

Compensation cost related to share-based transactions is recognized in the consolidated financial statements based on fair value.

The total amount of share-based compensation expense, which is recorded on a straight line basis, is as follows:

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Selling, general and administrative expenses $ 8,034 $ 6,413

Research and development 674 827

Cost of goods sold 604 388

$ 9,312 $ 7,628

Stock Options

Options are granted to purchase common stock at prices as determined by the Committee, but in no event shall such exercise price be less than the fair market value of the common stock at the time of the grant.

Options generally vest in equal installments over a four year period for employees.

Options expire not more than 7 years from the date of the grant.

The grant-date fair value of options, adjusted for estimated forfeitures, is recognized as expense on a straight line basis over the requisite service period, which is generally the vesting period.

Forfeitures are estimated based on historical experience.

A summary of stock option activity for the three months ended June 28, 2025 is as follows:

Outstanding Weighted

Exercise Price

per Share Weighted

Life (years) Aggregate

(Dollars in Thousands, Except Share and Per Share Data)

Outstanding at March 29, 2025 993,587 $ 81.75 3.5 $ 2,249

Granted 221,999 $ 70.29

Exercised ( 13,323 ) $ 57.10

Forfeited/Canceled ( 93,535 ) $ 92.30

Outstanding at June 28, 2025 1,108,728 $ 78.87 4.2 $ 6,580

Exercisable at June 28, 2025 651,653 $ 79.67 2.9 $ 4,924

Vested or expected to vest at June 28, 2025 982,146 $ 79.04 3.5 $ 6,180

As of June 28, 2025, there was $ 15.4 million of total unrecognized compensation cost related to non-vested stock options.

This cost is expected to be recognized over a weighted average period of 3.0 years.

Restricted Stock Units

Restricted Stock Units (“RSUs”) generally vest in equal installments over a three or four period for employees and one year from grant for non-employee directors.

The grant-date fair value of RSUs, adjusted for estimated forfeitures, is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period.

The fair market value of RSUs is determined based on the market value of the Company’s shares on the date of grant.

A summary of RSU activity for the three months ended June 28, 2025 is as follows:

Shares Weighted

Grant Date Fair Value

Unvested at March 29, 2025 303,003 $ 81.27

Granted 198,297 $ 70.32

Vested ( 137,422 ) $ 76.87

Forfeited ( 7,802 ) $ 84.04

Unvested at June 28, 2025 356,076 $ 76.81

As of June 28, 2025, there was $ 24.5 million of total unrecognized compensation cost related to non-vested restricted stock units.

This cost is expected to be recognized over a weighted average period of 2.2 years.

Performance Share Units

The grant date fair value of Performance Share Units (“PSUs”), adjusted for estimated forfeitures, is recognized as expense on a straight-line basis from the grant date through the end of the performance period.

The value of these PSUs is generally based on (i) relative total shareholder return (“rTSR”), which equals the total shareholder return for the Company as compared with the total shareholder return of a PSU comparison group and;

(ii) the average annual organic revenue growth rate (“AAGR”) of the Company, both of which are measured over a three-year performance period.

For outstanding rTSR-based PSUs, the comparison group for awards granted prior to fiscal 2026 consists of the components of the Standard and Poor’s (“S&P”) MidCap 400 Index and for awards granted in fiscal 2026 consists of the components of the S&P Health Care Equipment Select Industry Index.

Depending on the Company’s performance under the above-mentioned PSU awards during the performance period, a recipient of the award is entitled to receive a number of ordinary shares equal to a percentage, ranging from 0 % to 200 %, of the award granted.

If the Company’s total shareholder return for the performance period is negative, then any share payout for rTSR-based PSU awards will be capped at 100 % of the target award, regardless of the Company’s performance relative to the comparison group.

As a result, the Company may issue up to 763,062 shares related to outstanding performance-based awards.

A summary of PSU activity for the three months ended June 28, 2025 is as follows:

Shares Weighted

Grant Date Fair Value

Unvested at March 29, 2025 335,843 $ 112.10

219,106 $ 88.04

( 162,066 ) $ 84.96

Forfeited ( 11,352 ) $ 128.54

Unvested at June 28, 2025 381,531 $ 109.04

(1) Includes 35,443 shares issued for awards vested during fiscal 2026 based on achievement of performance metrics.

(2) Includes the vesting of 162,066 shares that were earned for rTSR-based PSU awards granted in fiscal 2023 for performance periods ending during fiscal 2026, based on actual rTSR of 128 %.

As of June 28, 2025, there was $ 30.0 million of total unrecognized compensation cost related to non-vested performance share units.

This cost is expected to be recognized over a weighted average period of 2.3 years.

ACCUMULATED OTHER COMPREHENSIVE LOSS

The components of Accumulated Other Comprehensive Loss, net of tax, are as follows:

(In thousands) Foreign Currency Defined Benefit Plans Net Unrealized Gain (Loss) on Derivatives Total

The components of AOCL, net of tax, are as follows:

Foreign Currency Defined Benefit Plans Net Unrealized Gain (Loss) on Derivatives Total

(Dollars in Thousands)

Balance as of March 29, 2025 $ ( 56,248 ) $ 1,149 $ 15 $ ( 55,084 )

1 unchanged sentence

19,307 — ( 520 ) 18,787

Amounts reclassified from accumulated other comprehensive loss (1)

— — ( 183 ) ( 183 )

Net current period other comprehensive income (loss) ( 21,943 ) — 2,074 ( 19,869 )

Balance as of December 28, 2024 $ ( 60,217 ) $ 1,748 $ 2,968 $ ( 55,501 )

Amounts reclassified from AOCL (1)

Balance as of June 28, 2025 $ ( 36,941 ) $ 1,149 $ ( 450 ) $ ( 36,242 )

(1) Presented net of income taxes, the amounts of which are insignificant.

1 unchanged sentence

The Company determines its reportable segments by first identifying its operating segments, and then by assessing whether any components of these segments constitute a business for which discrete financial information is available and where segment management regularly reviews the operating results of that component.

The Company’s reporting structure aligns with its operating structure of three global business units and the information that is regularly reviewed by the Company’s chief operating decision maker.

The Company’s reportable and operating segments are as follows:

• Blood Center

Management measures and evaluates the operating segments based on operating income.

Management excludes certain corporate expenses from segment operating income.

In addition, certain amounts that management considers to be non-recurring or non-operational are excluded from segment operating income because management evaluates the operating results of the segments excluding such items.

The CODM measures and evaluates the operating segments based on operating income for purposes of assessing business performance and allocating resources.

Certain corporate expenses and amounts considered to be non-recurring or non-operational are excluded from segment operating income.

These items include acquisition, integration and divestiture related costs, amortization of acquired assets, restructuring costs, restructuring related costs, digital transformation costs related to the upgrade of the Company’s enterprise resource planning system, impairments and write downs, accelerated device depreciation and related costs, costs related to compliance with the European Union Medical Device Regulation (“MDR”) and In Vitro Diagnostic Regulation (“IVDR”), unusual or infrequent and material litigation-related charges and gains, losses on dispositions and sale of assets, remeasurement of the contingent consideration liability and unusual or infrequent gains such as on repurchases of convertible notes or divestitures.

Although these amounts are excluded from segment operating income, as applicable, they are included in the reconciliations that follow.

Management measures and evaluates the Company’s net revenues and operating income using internally derived standard currency exchange rates that remain constant from year to year;

therefore, segment information is presented on this basis.

During the fourth quarter of fiscal 2025, the CODM began reviewing financial information including allocations of certain corporate costs including global functional support and overhead costs determined to benefit the segments.

The prior period segment disclosures have been recast to reflect the new presentation.

The Company does not track its assets by segment, and as a result it is not practical to show assets or depreciation by segment.

Consequently, the Company’s CODM does not review assets by segment when assessing business performance and allocating resources.

Selected information by reportable segment is presented below:

Three Months Ended Nine Months Ended

(In thousands) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

Net revenues (1)

Plasma $ 134,389 $ 147,560 $ 408,996 $ 429,694

Blood Center 70,730 73,528 206,373 213,167

Hospital 144,248 116,625 417,038 325,003

Net revenues in constant currency 349,367 337,713 1,032,407 967,864

Effect of exchange rates ( 825 ) ( 1,463 ) ( 2,182 ) ( 2,099 )

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Net revenues:

(1) Beginning in fiscal 2025, the Company integrated service revenue within its three business units.

Prior periods were conformed to current presentation.

Three Months Ended Nine Months Ended

(In thousands) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

Segment operating income

Plasma $ 129,897 $ 135,910

1 unchanged sentence

Hospital 139,658 134,017

Segment operating income 159,406 157,459 458,356 447,566

Corporate expenses (1)

( 70,273 ) ( 83,694 ) ( 214,660 ) ( 234,753 )

Effect of exchange rates 304 ( 401 ) 267 ( 879 )

Total net revenues $ 321,394 $ 336,172

Significant segment expenses and operating performance:

Cost of goods sold $ 49,917 $ 65,338

Selling, general and administrative 26,198 25,130

Research and development 5,497 3,719

Plasma operating income $ 48,285 $ 41,723

Cost of goods sold $ 25,948 $ 36,180

Selling, general and administrative 13,682 15,602

Research and development 1,319 1,684

Blood Center operating income $ 10,890 $ 12,779

Cost of goods sold $ 50,216 $ 48,685

Selling, general and administrative 62,323 61,190

Research and development 8,742 7,623

Hospital operating income $ 18,377 $ 16,519

Corporate and unallocated expenses

Amortization of acquired intangible assets $ ( 13,828 ) $ ( 17,710 )

Amortization of fair value inventory step-up ( 3,341 ) — ( 12,319 ) —

Integration and transaction costs ( 244 ) ( 4,869 ) ( 13,449 ) ( 7,768 )

Restructuring costs ( 3,515 ) ( 7,968 ) ( 12,929 ) ( 8,043 )

Restructuring related costs ( 1,468 ) ( 2,403 ) ( 5,557 ) ( 6,554 )

Acquisition, integration and divestiture related costs ( 2,682 ) ( 12,323 )

Restructuring and restructuring related costs ( 1,324 ) ( 7,140 )

Digital transformation costs ( 5,355 ) ( 6,345 )

Write downs of certain assets and PCS2 related charges ( 4,000 ) ( 210 ) ( 4,000 ) ( 621 )

MDR and IVDR costs ( 1,008 ) ( 1,433 ) ( 3,125 ) ( 4,587 )

Litigation-related charges 18 ( 177 ) ( 1,057 ) ( 6,684 )

Impairment of intangible assets — — ( 2,391 ) ( 10,419 )

Gain on sale of property, plant and equipment — — 14,134 —

Remeasurement of contingent consideration 93 —

( 584 ) 12,253

Operating income 53,872 39,756

(1) Reflects shared service expenses including quality and regulatory, customer and field service, research and development, manufacturing and supply chain, as well as other corporate support functions.

Interest and other (expense) income, net ( 8,703 ) 6,957

Income before provision for income taxes $ 45,169 $ 46,713

(1) Comprised of litigation-related charges for the three months ended June 28, 2025.

Comprised of MDR and IVDR costs, litigation-related charges, and gains on sale of property, plant and equipment for the three months ended June 29, 2024.

Net revenues by business unit are as follows:

Three Months Ended Nine Months Ended

(In thousands) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

Plasma $ 134,224 $ 147,641 $ 408,695 $ 430,056

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Plasma net revenues $ 129,897 $ 135,910

Apheresis 51,822 49,094

Whole Blood 17 17,151

Blood Center 70,345 72,379 205,118 211,241

Blood Center net revenues 51,839 66,245

Interventional Technologies 58,483 63,044

63,253 43,007 188,220 119,168

Blood Management Technologies 81,175 70,973

80,720 73,223 228,192 205,300

Hospital net revenues 139,658 134,017

Total net revenues $ 321,394 $ 336,172

Depreciation and amortization, excluding impairment charges, by business unit are as follows:

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

Plasma $ 12,153 $ 11,916

Blood Center 1,759 3,453

Hospital 14,846 13,767

Net revenues (3)

$ 348,542 $ 336,250 $ 1,030,225 $ 965,765

(1) Interventional Technologies includes Vascular Closure, Sensor Guided Technologies and Esophageal Protection product lines of the Hospital business unit.

(2) Blood Management Technologies includes Hemostasis Management, Cell Salvage and Transfusion Management product lines of the Hospital business unit.

(3) Beginning in fiscal 2025, the Company integrated service revenue within its three business units.

Prior periods were conformed to current presentation.

Net revenues generated in the Company’s principle operating regions on a reported basis are as follows:

Three Months Ended Nine Months Ended

(In thousands) December 28,

2024 December 30,

2023 December 28,

2024 December 30,

Total depreciation and amortization (excluding impairment charges) $ 28,758 $ 29,136

Long-lived assets, comprised of property, plant and equipment, by business unit are as follows:

June 28, 2025 March 29, 2025

(Dollars in Thousands)

Plasma $ 193,740 $ 189,833

Blood Center 38,412 40,337

Hospital 54,713 53,882

Total long-lived assets $ 286,865 $ 284,052

Long-lived assets, comprised of property, plant and equipment, by operating regions are as follows:

June 28, 2025 March 29, 2025

(Dollars in Thousands)

United States $ 213,834 $ 217,212

3 unchanged sentences

Other 17,798 16,861

Net revenues $ 348,542 $ 336,250 $ 1,030,225 $ 965,765

Total long-lived assets $ 286,865 $ 284,052

Net revenues by operating regions are as follows:

Three Months Ended

June 28, 2025 June 29, 2024

(Dollars in Thousands)

United States $ 242,404 $ 248,902

Japan 13,648 13,705

Europe 40,882 47,225

Rest of Asia 21,648 19,783

Other 2,812 6,557

Total net revenues $ 321,394 $ 336,172

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