What changed in this filing

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Item 1. Financial Statements

2026-05-06 compared with 2025-10-29 · 268 added, 302 removed, 663 unchanged (46% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data) September 27,

(in thousands, except share and per share data) March 28,

2026 December 27,

2 unchanged sentences

Short-term investments 279 287

Trade receivables, less allowances of $ 78,392 and $ 69,990 at September 27, 2025 and December 28, 2024, respectively

Trade receivables, less allowances of $ 79,896 and $ 77,073 at March 28, 2026 and December 27, 2025, respectively

380,963 363,215

28 unchanged sentences

34,000,000 shares authorized;

shares issued, September 27, 2025– 26,986,928 ;

shares issued, March 28, 2026– 27,251,066 ;

December 27, 2025– 27,014,490

5 unchanged sentences

Retained earnings 1,728,010 1,671,699

Littelfuse, Inc.

shareholders’ equity 2,671,477 2,413,257

Non-controlling interest 638 355

Total equity 2,514,064 2,426,034

2 unchanged sentences

LITTELFUSE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF NET INCOME

Three Months Ended Nine Months Ended

(in thousands, except per share data) September 27,

2025 September 28,

2024 September 27,

2025 September 28,

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended

(in thousands, except per share data) March 28,

2026 March 29,

Net sales $ 656,969 $ 554,307

8 unchanged sentences

Interest expense 6,977 8,875

Foreign exchange loss 175 9,630 15,466 4,273

Foreign exchange (gain) loss ( 2,413 ) 4,843

Other income, net ( 130 ) ( 3,515 )

11 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28,

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Net income $ 75,147 $ 43,571

7 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

OPERATING ACTIVITIES

6 unchanged sentences

Stock-based compensation 5,671 4,855

Loss (gain) on investments and other assets 2,095 ( 1,947 )

Loss on investments and other assets 119 1,630

Deferred income taxes ( 47 ) ( 2,916 )

16 unchanged sentences

Payments of term loan ( 66,250 ) ( 3,750 )

Payments of revolving credit facility ( 100,000 ) —

Net proceeds related to stock-based award activities 45,223 2,082

Repurchases of common stock, with excise tax — ( 27,374 )

Debt issuance costs ( 2,057 ) —

Cash dividends paid ( 18,836 ) ( 17,335 )

1 unchanged sentence

Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 2,762 ) 5,603

Increase in cash, cash equivalents, and restricted cash 89,992 74,170

Decrease in cash, cash equivalents, and restricted cash ( 81,731 ) ( 106,181 )

Cash, cash equivalents, and restricted cash at beginning of period 565,104 726,437

13 unchanged sentences

Paid in Capital Treasury Stock Accum.

Income (Loss) Retained Earnings Non-controlling Interest Total

Loss Retained Earnings Total

Balance at December 27, 2025 $ 264 $ 1,098,150 $ ( 338,696 ) $ ( 5,383 ) $ 1,671,699 $ 2,426,034

Net income — — — — 75,147 75,147

Other comprehensive income, net of tax — — — 37,597 — — 37,597

Stock-based compensation — 4,855 — — — — 4,855

Non-controlling interest — — — — ( 70 ) 70 —

Withheld shares on restricted share units for withholding taxes — — ( 62 ) — — — ( 62 )

Stock options exercised — 2,143 — — — — 2,143

Repurchases of common stock, with excise tax — — ( 27,626 ) — — — ( 27,626 )

Cash dividends paid ($ 0.70 per share)

— — — — ( 17,335 ) — ( 17,335 )

Balance at March 29, 2025 $ 262 $ 1,056,077 $ ( 333,039 ) $ ( 108,764 ) $ 1,841,794 $ 425 $ 2,456,755

Net income — — — — 57,342 — 57,342

Other comprehensive income, net of tax — — — 97,913 — — 97,913

Stock-based compensation — 8,592 — — — — 8,592

Non-controlling interest — ( 3,023 ) — — ( 57 ) 190 ( 2,890 )

Withheld shares on restricted share units for withholding taxes — — ( 4,011 ) — — — ( 4,011 )

Stock options exercised 1 2,482 — — — — 2,483

Excise tax adjustment on stock options exercised — — 123 — — — 123

Cash dividends paid ($ 0.70 per share)

— — — — ( 17,342 ) — ( 17,342 )

Balance at June 28, 2025 $ 263 $ 1,064,128 $ ( 336,927 ) $ ( 10,851 ) $ 1,881,737 $ 615 $ 2,598,965

Net income — — — — 69,522 — 69,522

Other comprehensive loss, net of tax — — — ( 19,174 ) — ( 19,174 )

Stock-based compensation — 5,671 — — — 5,671

Non-controlling interest ( 24 ) 23 ( 1 )

Withheld shares on restricted share units for withholding taxes — — ( 62 ) — — ( 62 )

Stock options exercised 2 45,282 — — — 45,284

Excise tax adjustment on stock options exercised — — 129 — — — 129

Cash dividends paid ($ 0.75 per share)

— — — — ( 18,836 ) ( 18,836 )

Balance at September 27, 2025 $ 264 $ 1,091,622 $ ( 338,622 ) $ ( 14,388 ) $ 1,932,601 $ 638 $ 2,672,115

Balance at March 28, 2026 $ 266 $ 1,149,103 $ ( 338,758 ) $ ( 24,557 ) $ 1,728,010 $ 2,514,064

Littelfuse, Inc.

2 unchanged sentences

Paid in Capital Treasury Stock Accum.

Loss Retained Earnings Non-controlling Interest Total

(Loss) Income Retained Earnings Non-controlling Interest Total

Balance at December 28, 2024 $ 262 $ 1,049,079 $ ( 305,351 ) $ ( 146,361 ) $ 1,815,628 $ 355 $ 2,413,612

Net income — — — — 43,571 — 43,571

Other comprehensive loss, net of tax — — — ( 30,291 ) — — ( 30,291 )

Other comprehensive income, net of tax — — — 37,597 — — 37,597

Stock-based compensation — 4,855 — — — — 4,855

6 unchanged sentences

Balance at March 29, 2025 $ 262 $ 1,056,077 $ ( 333,039 ) $ ( 108,764 ) $ 1,841,794 $ 425 $ 2,456,755

Net income — — — — 45,466 — 45,466

Other comprehensive loss, net of tax — — — ( 21,067 ) — — ( 21,067 )

Stock-based compensation — 13,271 — — — — 13,271

Non-controlling interest — — — — ( 48 ) 48 —

Withheld shares on restricted share units for withholding taxes — — ( 4,754 ) — — — ( 4,754 )

Stock options exercised — 2,392 — — — — 2,392

Repurchases of common stock, with excise tax — — ( 24,984 ) — — — ( 24,984 )

Cash dividends paid ($ 0.65 per share)

— — — — ( 16,130 ) — ( 16,130 )

Balance at June 29, 2024 $ 262 $ 1,032,974 $ ( 305,136 ) $ ( 107,175 ) $ 1,844,204 $ 358 $ 2,465,487

Net income — — — — 58,058 — 58,058

Other comprehensive gain, net of tax — — — 56,393 — — 56,393

Stock-based compensation — 4,540 — — — — 4,540

Non-controlling interest — — — — ( 82 ) ( 38 ) ( 120 )

Withheld shares on restricted share units for withholding taxes — — ( 188 ) — — — ( 188 )

Stock options exercised — 6,222 — — — — 6,222

Excise tax adjustment on stock options exercised — — 65 — — — 65

Cash dividends paid ($ 0.70 per share)

— — — — ( 17,357 ) — ( 17,357 )

Balance at September 28, 2024 $ 262 $ 1,043,736 $ ( 305,259 ) $ ( 50,782 ) $ 1,884,823 $ 320 $ 2,573,100

See accompanying Notes to Condensed Consolidated Financial Statements.

9 unchanged sentences

Generally Accepted Accounting Principles ("GAAP") for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X.

Accordingly, certain information and disclosures normally included in the consolidated balance sheets, statements of net income and comprehensive income, statements of cash flows, and statements of stockholders' equity prepared in conformity with U.S.

Accordingly, certain information and disclosures normally included in the consolidated balance sheets, statements of operations and comprehensive income, statements of cash flows, and statements of stockholders' equity prepared in conformity with U.S.

GAAP have been condensed or omitted as permitted by such rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

4 unchanged sentences

Revenue Disaggregation

The following tables disaggregate the Company’s revenue by primary business units for the three and nine months ended September 27, 2025 and September 28, 2024:

Three Months Ended September 27, 2025 Nine Months Ended September 27, 2025

The following tables disaggregate the Company’s revenue by primary business units for the three months ended March 28, 2026 and March 29, 2025:

Three Months Ended March 28, 2026

(in thousands) Electronics

1 unchanged sentence

Segment Industrial

Total Electronics

Segment Transportation

Segment Industrial

Electronics – Semiconductor $ 174,073 $ — $ — $ 174,073 $ 499,329 $ — $ — $ 499,329

Electronics – Passive Products and Sensors $ 187,123 $ — $ — $ 187,123

Electronics – Semiconductor 175,652 $ — $ — 175,652

Commercial Vehicle Products — 78,881 — 78,881

3 unchanged sentences

Total $ 362,775 $ 170,381 $ 123,813 $ 656,969

Three Months Ended September 28, 2024 Nine Months Ended September 28, 2024

Three Months Ended March 29, 2025

(in thousands) Electronics

1 unchanged sentence

Segment Industrial

Segment Transportation

Segment Industrial

Electronics – Semiconductor $ 158,289 $ — $ — $ 158,289

26 unchanged sentences

When the Company approves such a reduction, the distributor is authorized to "debit" its account for the difference between the contracted price and the lower approved price.

The Company establishes reserves for this program based on

historical activity, distributor inventory levels and actual authorizations for the debit and recognizes these debits as a reduction of revenue.

The Company establishes reserves for this program based on historical activity, distributor inventory levels and actual authorizations for the debit and recognizes these debits as a reduction of revenue.

Return to Stock

7 unchanged sentences

Cash, Cash Equivalents, and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash at September 27, 2025 and December 28, 2024 reported within the Condensed Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Condensed Consolidated Statement of Cash Flows.

(in thousands) September 27, 2025 December 28, 2024

The following table provides a reconciliation of cash, cash equivalents, and restricted cash at March 28, 2026 and December 27, 2025 reported within the Condensed Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Condensed Consolidated Statement of Cash Flows.

(in thousands) March 28, 2026 December 27, 2025

Cash and cash equivalents $ 481,697 $ 563,391

1 unchanged sentence

Total cash, cash equivalents, and restricted cash $ 483,373 $ 565,104

Recently Issued Accounting Standards

Recently Adopted Accounting Standards

In September 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No.

2025-05, "Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets." The amendments in this update provide entities with a practical expedient when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.

In developing reasonable and supportable forecasts as part of estimating expected credit losses, the practical expedient allows entities to assume that current conditions as of the balance sheet date do not change for the remaining life of the asset.

The guidance is effective for fiscal years beginning after December 15, 2025 with early adoption permitted.

The adoption of ASU 2025-05 did not have a material impact on the Company's Condensed Consolidated Financial Statements.

Recently Issued Accounting Standards

In September 2025, the FASB issued ASU No.

2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

5 unchanged sentences

The Company is currently evaluating the potential effects of these amendments on its Condensed Consolidated Financial Statements.

In September 2025, the FASB issued ASU No.

2025-05, "Financial Instruments—Credit Losses (Topic 326):

The guidance is effective for fiscal years beginning after December 15, 2025 with early adoption permitted.

The Company does not expect any material effect of the adoption of this guidance on the Company's Condensed Consolidated Financial Statements.

In November 2024, the FASB issued ASU No.

1 unchanged sentence

The amendments require that at each interim and annual reporting period an entity (a) disclose the amounts of (i) purchases of inventory, (ii) employee compensation, (iii) depreciation, (iv) intangible asset amortization, and (v) depreciation, depletion, and amortization recognized as part of oil and gas producing activities ("DD&A") included in each relevant expense caption.

A relevant expense caption is an expense caption presented on the face of the income statement within continuing operations that contains any of the expense categories listed in (i)-(v); (b) include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements (c) disclose a qualitative description of the amounts remaining in relevant expense captions that are

not separately disaggregated quantitatively (d) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

(c) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively;

(d) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

The guidance is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

1 unchanged sentence

The Company is currently evaluating the potential impact on the disclosures in the Company's Condensed Consolidated Financial Statements.

In December 2023, the FASB issued ASU No.

2023-09, "Income Taxes (Topic 740):

Improvements to Income Tax Disclosures." The amendments in this update provide more transparency about income tax information through improvements to the income tax disclosure primarily related to the income tax rate reconciliation and income taxes paid information.

These requirements include:

(1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction.

The other amendments in this update improve the effectiveness and comparability of disclosures by (3) adding disclosures of pretax income (or loss) and income tax expense (or benefit), and (4) removing disclosures that are no longer considered cost beneficial or relevant.

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

The adoption of this guidance will modify disclosures in the Company's Condensed Consolidated Financial Statements.

In October 2023, the FASB issued ASU No.

5 unchanged sentences

The operating results of the acquired business are included in the Company’s Condensed Consolidated Financial Statements from the date of the acquisition.

Basler Electric

On December 11, 2025, the Company completed the acquisition of Basler Electric Company ("Basler").

Basler is a leading designer and manufacturer of innovative electrical control and protection solutions for high-growth industrial markets including grid and utility infrastructure, power generation and data center.

At the time of acquisition, Basler had annualized sales of approximately $ 130 million.

The business is reported within the Company’s Industrial segment.

The purchase price for Basler was $ 361.7 million and is subject to a working capital adjustment.

The Company financed the transaction with cash on hand.

The total purchase consideration of $ 352.8 million, net of cash acquired, has been allocated, on a preliminary basis, based on estimated fair values of assets acquired and liabilities assumed.

The purchase price allocation is preliminary because the determination of the fair value of the net assets acquired, including the third-party valuation of acquired tangible assets, is not yet finalized.

Thus, the preliminary measurements of fair value set forth in the table below are subject to change during the measurement period as valuations are finalized.

The Company expects to finalize the valuation and complete the purchase price allocation as soon as practicable.

The following table summarizes the preliminary purchase price allocation of the fair value of assets acquired and liabilities assumed in the Basler acquisition:

(in thousands) Purchase Price

Total purchase consideration:

Cash, net of cash acquired $ 352,809

Allocation of consideration to assets acquired and liabilities assumed:

Trade receivables, net 14,739

Inventories 20,703

Other current assets 4,152

Property, plant, and equipment 21,532

Intangible assets 145,000

Goodwill 160,977

Other long-term assets 4,146

Current liabilities ( 15,690 )

Other long-term liabilities ( 2,750 )

All Basler assets and liabilities were recorded in the Industrial segment and are primarily reflected in the North America geographic area.

The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales and synergies from combining Basler’s products and technology with the Company’s existing Industrial products portfolio.

Goodwill resulting from the Basler acquisition is expected to be deductible for tax purposes.

During the three months ended March 28, 2026, the Company made adjustments to reduce the fair value of intangible assets of $ 5.0 million, current liabilities of $ 3.2 million, inventories of $ 2.6 million, trade receivables of $ 2.1 million, property, plant, and equipment of $ 1.7 million, other long-term assets of $ 1.6 million, and increase in other current assets of $ 1.2 million.

As a result of these adjustments, goodwill was increased by $ 8.6 million.

The Company paid $ 2.5 million of indebtedness as part of the purchase consideration during the three months ended March 28, 2026.

As required by purchase accounting guidance, the Company recorded a $ 6.4 million step-up of inventory to its fair value as of the acquisition date based on the preliminary valuation.

The step-up is being amortized as a non-cash charge to cost of goods sold during the fourth quarter of 2025 and first quarter of 2026, as the acquired inventory is sold, and reflected as other non-segment costs.

The Company recognized a non-cash charge of $ 5.4 million to cost of goods sold during the three months ended March 28, 2026.

There is no future remaining amortization of this step-up of inventory as of March 28, 2026.

For the three months ended March 28, 2026, the Company recorded $ 0.5 million legal and professional fees related to the Basler acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.

A total of $ 3.0 million of legal and professional fees related to the Basler acquisition was recognized since 2025.

These costs were reflected as other non-segment costs.

On December 31, 2024, the Company completed the acquisition of a 200mm wafer fab located in Dortmund, Germany (“Dortmund Fab”) from Elmos Semiconductor SE.

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Goodwill resulting from the Dortmund Fab acquisition is expected to be deductible for tax purposes.

During the three months ended June 28, 2025, the Company recorded measurement period adjustments to decrease other current assets of $ 0.2 million and deferred tax liability of $ 0.1 million.

As a result of these adjustments, goodwill was increased by $ 0.1 million accordingly.

In addition, the Company made a reclassification adjustment of $ 0.8 million between current liabilities and other long-term liabilities.

The total impact of the adjustment to Cost of sales was $ 0.2 million in the three months ended June 28, 2025.

During the three months ended September 27, 2025, the Company recorded an additional measurement period adjustment to decrease other long-term liabilities and goodwill by $ 0.2 million accordingly.

Included in the Company’s Condensed Consolidated Statements of Net Income for the three and nine months ended September 27, 2025 were net sales of $ 12.9 million and $ 36.4 million, respectively, and loss before income taxes was $ 1.5 million and $ 3.9 million, respectively, since the December 31, 2024 acquisition of Dortmund Fab.

As required by purchase accounting guidance, the Company recorded a $ 0.5 million step-down of inventory to its fair value as of the acquisition date based on the valuation.

The step-down was fully amortized as a non-cash credit to cost of sales during the first fiscal quarter of 2025 as the acquired inventory was sold and reflected as other non-segment costs.

During the nine months ended September 28, 2024, the Company incurred approximately $ 0.2 million of legal and professional fees related to the Dortmund Fab acquisition recognized as Selling, general, and administrative expenses in the Condensed Consolidated Statements of Net Income.

During the three months ended March 29, 2025, the Company did not incur any legal and professional fees related to the Dortmund Fab acquisition recognized as Selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations.

A total of $ 3.5 million of legal and professional fees related to the Dortmund Fab acquisition was recognized since 2023.

1 unchanged sentence

Pro Forma Results

The following table summarizes, on an unaudited pro forma basis, the combined results of operations of the Company and Dortmund Fab as though the acquisition had occurred as of December 31, 2023.

The pro forma amounts presented are not necessarily indicative of either the actual consolidated results had the Dortmund Fab acquisition occurred as of December 31, 2023, or of future consolidated operating results.

For the Three Months Ended For the Nine Months Ended

(in thousands, except per share amounts) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

The following table summarizes, on an unaudited pro forma basis, the combined results of operations of the Company, Basler and Dortmund Fab as though the acquisitions had occurred as of December 31, 2023.

The pro forma amounts presented are not necessarily indicative of either the actual consolidated results had the Basler and Dortmund Fab acquisitions occurred as of December 31, 2023, or of future consolidated operating results.

For the Three Months Ended

(in thousands, except per share amounts) March 28, 2026 March 29, 2025

Net sales $ 656,969 $ 587,520

4 unchanged sentences

Pro forma results presented above primarily reflect the following adjustments:

For the Three Months Ended For the Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Amortization of unfavorable production contract (a) $ — $ 567 $ — $ 1,702

Amortization of inventory step-down (b) — — ( 504 ) 510

For the Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Amortization (a) $ — $ ( 2,583 )

Depreciation — ( 245 )

Amortization (c) — ( 95 ) — ( 283 )

Transaction costs (d) — 66 ( 37 ) ( 314 )

Amortization of inventory adjustments (b) 5,333 ( 504 )

Transaction costs (c) 495 ( 37 )

Income tax (expense) benefit of above items ( 1,399 ) 841

(a) The amortization of the unfavorable production contract during the three and nine months ended September 28, 2024 results from the fair value assigned to the unfavorable production contract liability that is amortized over four years.

(b) The amortization of the inventory step-down adjustment reflects the reversal of the amount recognized during the nine months ended September 27, 2025, and the recognition of the amortization during the nine months ended September 28, 2024.

The inventory step-down was fully amortized over two months as the inventory was sold.

(c) The amortization adjustment for the three and nine months ended September 28, 2024 primarily reflects amortization resulting from the measurement of intangibles at their fair values.

(d) The transaction costs adjustment reflects certain legal and professional fees for the nine months ended September 27, 2025 and three and nine months ended September 28, 2024, respectively.

The components of inventories at September 27, 2025 and December 28, 2024 were as follows:

(in thousands) September 27, 2025 December 28, 2024

Total $ 4,429 $ ( 2,528 )

(a) The amortization adjustment for the three months ended March 29, 2025, primarily reflects amortization resulting from the measurement of intangibles at their fair values.

(b) The amortization of inventory adjustments reflects the reversal of the amount recognized during the three months ended March 28, 2026 and March 29, 2025.

The inventory adjustment related to the Basler acquisition is being amortized over three months as the inventory is sold.

The inventory adjustment related to the Dortmund Fab acquisition was fully amortized over two months as the inventory was sold during 2025.

(c) The transaction costs adjustment reflects the reversal of certain legal and professional fees related to the Basler and Dortmund acquisitions for the three months ended March 28, 2026 and March 29, 2025, respectively

The components of inventories at March 28, 2026 and December 27, 2025 were as follows:

(in thousands) March 28, 2026 December 27, 2025

Raw materials $ 192,058 $ 186,662

4 unchanged sentences

Property, Plant, and Equipment, net

The components of net property, plant, and equipment at September 27, 2025 and December 28, 2024 were as follows:

(in thousands) September 27, 2025 December 28, 2024

The components of net property, plant, and equipment at March 28, 2026 and December 27, 2025 were as follows:

(in thousands) March 28, 2026 December 27, 2025

Land and land improvements $ 23,057 $ 24,088

3 unchanged sentences

Total $ 533,528 $ 540,640

The Company recorded depreciation expense of $ 18.6 million and $ 17.3 million for the three months ended September 27, 2025 and September 28, 2024, respectively, and $ 56.4 million and $ 51.0 million for the nine months ended September 27, 2025 and September 28, 2024, respectively, in Cost of sales, Selling, general, and administrative expenses , and Research and development expenses in the Condensed Consolidated Statements of Net Income.

The Company recorded depreciation expense of $ 19.0 million and $ 18.4 million for the three months ended March 28, 2026 and March 29, 2025, respectively, in Cost of sales, Selling, general, and administrative expenses , and Research and development expenses in the Condensed Consolidated Statements of Operations.

Goodwill and Other Intangible Assets

The amounts for goodwill and changes in the carrying value of goodwill by segment for the nine months ended September 27, 2025 were as follows:

The amounts for goodwill and changes in the carrying value by segment for the three months ended March 28, 2026 were as follows:

(in thousands) Electronics Transportation Industrial Total

6 unchanged sentences

Changes during 2026:

Additions (a) 57,321 — — 57,321

Adjustments (a) — — 8,634 8,634

Foreign currency translation adjustments ( 7,987 ) ( 916 ) ( 1,350 ) ( 10,253 )

Net goodwill as of September 27, 2025

Gross goodwill as of September 27, 2025

Net goodwill as of March 28, 2026

Gross goodwill as of March 28, 2026

1,015,516 240,953 345,030 1,601,499

Accumulated impairment losses as of September 27, 2025

Accumulated impairment losses as of March 28, 2026

( 299,174 ) ( 44,470 ) ( 48,063 ) ( 391,707 )

Total $ 716,342 $ 196,483 $ 296,967 $ 1,209,792

(a) The additions resulted from the acquisition of Dortmund Fab.

The components of intangible assets as of September 27, 2025 and December 28, 2024 were as follows:

As of September 27, 2025

(a) The adjustments were related to the acquisition of Basler.

The components of intangible assets as of March 28, 2026 and December 27, 2025 were as follows:

As of March 28, 2026

(in thousands) Gross

12 unchanged sentences

Total $ 1,143,907 $ 549,000 $ 594,907

During the three months ended September 27, 2025 and September 28, 2024, the Company recorded amortization expense of $ 15.0 million and $ 15.9 million, respectively.

During the nine months ended September 27, 2025 and September 28, 2024, the Company recorded amortization expense of $ 44.2 million and $ 47.4 million, respectively.

During the nine months ended September 27, 2025, the Company recorded additions to intangible assets of $ 1.8 million related to the Dortmund Fab acquisition, the components of which were as follows:

(in thousands)

Weighted Average Useful Life Amount

The intangible assets of $ 145.0 million acquired from the Basler acquisition, the components of which were as follows:

(in thousands, except weighted average useful life) Weighted Average

Useful Life (Years) Amount

Patents, developed technology 5 $ 15,000

Customer relationships, trademarks, and tradenames 14.5 130,000

Total $ 145,000

Estimated annual amortization expense related to intangible assets with definite lives as of September 27, 2025 was as follows:

During the three months ended March 28, 2026 and March 29, 2025, the Company recorded amortization expense of $ 16.5 million and $ 14.3 million, respectively.

Estimated annual amortization expense related to intangible assets with definite lives as of March 28, 2026 was as follows:

(in thousands)

3 unchanged sentences

Accrued Liabilities

The components of accrued liabilities as of September 27, 2025 and December 28, 2024 were as follows:

(in thousands) September 27, 2025 December 28, 2024

The components of accrued liabilities as of March 28, 2026 and December 27, 2025 were as follows:

(in thousands) March 28, 2026 December 27, 2025

Employee-related liabilities $ 89,161 $ 114,662

1 unchanged sentence

Other non-income taxes 10,688 7,960

Professional services 5,773 6,613

Interest 4,578 8,131

Restructuring liability 7,148 6,014

Deferred revenue 6,713 11,215

Professional services 5,590 6,629

Interest 3,129 7,069

Other customer reserves 2,394 2,874

Current benefit liability 1,680 1,680

Current hedge liability — 4,067

Other 33,012 29,733

4 unchanged sentences

Restructuring, Impairment, and Other Charges

The Company recorded restructuring, impairment, and other charges for the three and nine months ended September 27, 2025 and September 28, 2024 as follows:

Three Months Ended September 27, 2025 Nine Months Ended September 27, 2025

(in thousands) Electronics Transportation Industrial Total Electronics Transportation Industrial Total

The Company recorded restructuring, impairment, and other charges for the three months ended March 28, 2026 and March 29, 2025 as follows:

Three Months Ended March 28, 2026

(in thousands) Electronics Transportation Industrial Total

Employee terminations $ 4,827 $ 2,041 $ 372 $ 7,240

Other restructuring charges 178 4 — 182

Total restructuring charges 526 1,107 — 1,633 6,948 5,637 437 13,022

Impairment — — — — 136 — — 136

Total $ 5,005 $ 2,045 $ 372 $ 7,422

Three Months Ended September 28, 2024 Nine Months Ended September 28, 2024

(in thousands) Electronics Transportation Industrial Total Electronics Transportation Industrial Total

Three Months Ended March 29, 2025

(in thousands) Electronics Transportation Industrial Total

Employee terminations $ 4,804 $ 3,132 $ 412 $ 8,348

3 unchanged sentences

Total $ 5,451 $ 3,155 $ 413 $ 9,019

For the three and nine months ended September 27, 2025, the Company recorded total restructuring charges of $ 1.6 million and $ 13.0 million, respectively, primarily for employee termination costs.

For the three months ended March 28, 2026, the Company recorded total restructuring charges of $ 7.4 million, primarily for employee termination costs.

These charges primarily related to the reorganization of certain manufacturing, selling and administrative functions for the semiconductor business within the Electronics segment and the reorganization of certain manufacturing, selling and administrative functions for the commercial vehicle business within the Transportation segment.

For the three months ended March 29, 2025, the Company recorded total restructuring charges of $ 8.9 million, primarily for employee termination costs.

These charges primarily related to the reorganization of certain manufacturing, selling and corporate support functions for the semiconductor business within the Electronics segment, and across all businesses within the Transportation segment.

In addition, during the first fiscal quarter of 2025, the Company recognized a $ 0.1 million impairment charge related to certain machinery and equipment within the Electronics segment.

For the three and nine months ended September 28, 2024, the Company recorded total restructuring charges of $ 1.8 million and $ 9.4 million, respectively, primarily for employee termination costs.

These charges primarily related to the reorganization of certain manufacturing, selling and administrative functions within the semiconductor business in the Electronics segment and the reorganization of certain selling and administrative functions within the commercial vehicle business in the Transportation segment.

In addition, during the first fiscal quarter of 2024, the Company recognized a $ 0.9 million impairment charge related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.

The restructuring reserves as of September 27, 2025 and December 28, 2024 were $ 4.2 million and $ 4.6 million, respectively.

The restructuring liability as of September 27, 2025 was $ 4.2 million and is included within Accrued liabilities in the Condensed Consolidated Balance Sheets.

The restructuring reserves as of March 28, 2026 and December 27, 2025 were $ 7.1 million and $ 6.0 million, respectively, included within Accrued liabilities .

Additionally, $ 0.2 million and $ 0.3 million were included within Other long-term liabilities in the Condensed Consolidated Balance Sheets as of March 28, 2026 and December 27, 2025, respectively.

The Company anticipates the remaining payments associated with employee terminations will primarily be completed during fiscal year 2026.

The carrying amounts of debt at September 27, 2025 and December 28, 2024 were as follows:

(in thousands) September 27, 2025 December 28, 2024

The carrying amounts of debt at March 28, 2026 and December 27, 2025 were as follows:

(in thousands) March 28, 2026 December 27, 2025

Revolving credit facility $ 200,000 $ 100,000

1 unchanged sentence

Euro Senior Notes, Series B due 2028 109,545 111,977

Senior Notes, Series A due 2025 — 50,000

Senior Notes, Series B due 2027 100,000 100,000

7 unchanged sentences

Revolving Credit Facility and Term Loan

On June 30, 2022, the Company amended and restated its Credit Agreement, dated as of April 3, 2020 (the “Credit Agreement”) to effect certain changes, including, among other changes:

(i) adding a $ 300 million unsecured term loan credit facility;

(ii) making certain financial and non-financial covenants less restrictive on the Company and its subsidiaries;

(iii) replacing LIBOR-based interest rate benchmarks and modifying performance-based interest rate margins;

and (iv) extending the maturity date to June 30, 2027 (the “Maturity Date”).

On March 12, 2026, the Company entered into an Amended and Restated Credit Agreement (the "Credit Agreement") to amend and restate and effect certain changes to its existing credit agreement, dated as of June 30, 2022 (the “Existing Credit Agreement”), including, among other changes:

(i) paying off and eliminating the $ 300 million unsecured term loan credit facility;

(ii) increasing the size of the revolving credit facility from $ 700 million to $ 800 million;

and (iii) extending the maturity date to March 12, 2031 (the “Maturity Date”).

As a result of entering into the Credit Agreement, the Company paid off $ 62.5 million of the term loan and replaced $ 200 million of the term loan under the Existing Credit Agreement with $ 200 million borrowing under the revolving credit facility under the Credit Agreement.

Pursuant to the Credit Agreement, the Company may, from time to time, increase the size of the revolving credit facility or enter into one or more tranches of term loans in minimum increments of $ 25 million if there is no event of default and the Company is in compliance with certain financial covenants.

Loans made under the available credit facility pursuant to the Credit Agreement ("the Credit Facility") bear interest at the Company’s option, at either Secured Overnight Financing Rate ("SOFR"), fixed for interest periods of one, two, three or six-month periods, plus 1.00 % to 1.75 %, plus a SOFR adjustment of 0.10 % or at the bank’s Base Rate, as defined in the Credit Agreement, plus 0.00 % to 0.75 %, based upon the Company’s Consolidated Leverage Ratio, as defined in the Credit Agreement.

The principal balance of the revolving credit facility is due on the Maturity Date.

The revolving loan balances under the Credit Facility were $ 200.0 million as of March 28, 2026.

Prior to entering into the Credit Agreement, the Company paid off $ 100.0 million of the revolving loan and $ 3.8 million of the term loan under the Existing Credit Agreement during the first quarter of 2026.

Loans made under the available credit facility pursuant to the Credit Agreement ("the Credit Facility") bear interest at the Company’s option, at either (i) Secured Overnight Financing Rate ("SOFR"), fixed for interest periods of one, two, three or six-month periods, plus 1.00 % to 1.75 %, based upon the Company's Consolidated Leverage Ratio, as defined in the Credit Agreement or (ii) the bank’s Base Rate, as defined in the Credit Agreement, plus 0.00 % to 0.75 %, based upon the Company’s Consolidated Leverage Ratio, as defined in the Credit Agreement.

The Company is also required to pay commitment fees on unused portions of the Credit Facility ranging from 0.10 % to 0.175 %, based on the Consolidated Leverage Ratio, as defined in the Credit Agreement.

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Under the Credit Agreement, revolving loans may be borrowed, repaid and reborrowed until the Maturity Date, at which time all amounts borrowed must be repaid.

The Company borrowed $ 300.0 million under a term loan on June 30, 2022.

The principal balance of the term loans must be repaid in quarterly installments on the last day of each calendar quarter in the amount of $ 1.9 million commencing September 30, 2022, through June 30, 2024, and in the amount of $ 3.8 million commencing September 30, 2024, through March 31, 2027, with the remaining outstanding principal balance payable in full on the Maturity Date.

Accrued interest on the loans is payable in arrears on each interest payment date applicable thereto and at such other times as may be specified in the Credit Agreement.

Subject to certain conditions, (i) the Company may terminate or reduce the Aggregate Revolving Commitments, as defined in the Credit Agreement, in whole or in part, and (ii) the Company may prepay the revolving loans or the term loans at any time, without premium or penalty.

During the three and nine months ended September 27, 2025, the Company made term loan payments of $ 3.8 million and $ 11.3 million, respectively.

The revolving loan and term loan balances under the Credit Facility were $ 100.0 million and $ 270.0 million, respectively, as of September 27, 2025.

On May 12, 2022, the Company entered into an interest rate swap agreement to manage interest rate risk exposure, effectively converting the interest rate on the Company's SOFR based floating-rate loans to a fixed-rate.

The interest rate swap, with a notional value of $ 200 million, was designated as a cash flow hedge against the variability of cash flows associated with the Company's SOFR based loans scheduled to mature on June 30, 2027.

As of September 27, 2025, the effective interest rate on the unhedged portion of the outstanding borrowings under the credit facility was 5.26 %, and 4.13 % on the hedged portion.

As of September 27, 2025, the Company had $ 0.1 million outstanding letters of credit and had $ 599.9 million of borrowing capacity available under the revolving credit facility.

As of September 27, 2025, the Company was in compliance with all covenants under the Credit Agreement.

The interest rate swap, with a

notional value of $ 200 million, was designated as a cash flow hedge against the variability of cash flows associated with the Company's SOFR based loans scheduled to mature on June 30, 2027.

As of March 28, 2026, the effective interest rate on the outstanding borrowings under the Credit Facility was 3.88 % on the hedged portion.

As of March 28, 2026, the Company had $ 1.2 million outstanding letters of credit and had $ 598.8 million of borrowing capacity available under the revolving credit facility.

As of March 28, 2026, the Company was in compliance with all covenants under the Credit Agreement.

Debt Issuance Cost

During the three months ended March 28, 2026, the Company incurred debt issuance costs of $ 2.2 million in connection with the newly amended and restated Credit Agreement completed on March 12, 2026 which, along with the remaining eligible balance of debt issuance costs of the previous credit facility, are being amortized over the 5 year life of the newly amended and restated Credit Agreement.

On December 8, 2016, the Company entered into a Note Purchase Agreement, pursuant to which the Company issued and sold € 212 million aggregate principal amount of senior notes in two series.

The funding date for the Euro denominated senior notes occurred on December 8, 2016 for € 117 million in aggregate amount of 1.14 % Senior Notes, Series A, due December 8, 2023 (“Euro Senior Notes, Series A due 2023”), and € 95 million in aggregate amount of 1.83 % Senior Notes, Series B due December 8, 2028 (“Euro Senior Notes, Series B due 2028”) (together, the “Euro Senior Notes”).

During the fiscal year ended December 30, 2023, the Company paid off € 117 million of Euro Senior Notes, Series A due on December 8, 2023.

Interest on the Euro Senior Notes due 2028 is payable semiannually on June 8 and December 8, commencing June 8, 2017.

During the fiscal year ended December 30, 2023, the Company paid off € 117 million of Euro Senior Notes, Series A due 2023.

Interest on the Euro Senior Notes, Series B due 2028 is payable semiannually on June 8 and December 8, commencing June 8, 2017.

On December 8, 2016, the Company entered into a Note Purchase Agreement, pursuant to which the Company issued and sold $ 125 million aggregate principal amount of senior notes in two series.

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Senior Notes, Series A due 2022”), and $ 100 million in aggregate principal amount of 3.74 % Senior Notes, Series B, due February 15, 2027 (“U.S.

Senior Notes, Series B due 2027”) were funded.

Senior Notes, Series B due 2027”) (together, the “U.S.

Senior Notes due 2022 and 2027”) were funded.

During the fiscal year ended December 31, 2022, the Company paid off $ 25 million of U.S.

Senior Notes, Series A due on February 15, 2022.

Senior Notes, Series A due 2022.

Interest on the U.S.

Senior Notes due 2027 is payable semiannually on February 15 and August 15, commencing August 15, 2017.

Senior Notes, Series B due 2027 is payable semiannually on February 15 and August 15, commencing August 15, 2017.

On November 15, 2017, the Company entered into a Note Purchase Agreement pursuant to which the Company issued and sold $ 175 million in aggregate principal amount of senior notes in two series.

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During the first fiscal quarter of 2025, the Company paid off $ 50 million of U.S.

Senior Notes, Series A, due February 15, 2025.

Senior Notes, Series A, due 2025.

Interest on the U.S.

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The Senior Notes are general unsecured senior obligations and rank equal in right of payment with all existing and future unsecured unsubordinated indebtedness of the Company.

The Senior Notes are subject to certain customary covenants, including limitations on the Company’s ability, with certain exceptions, to engage in mergers, consolidations, asset sales and transactions with affiliates, to engage in any business that would substantially change the general business of the Company, and to incur liens.

would substantially change the general business of the Company, and to incur liens.

In addition, the Company is required to satisfy certain financial covenants and tests relating to, among other matters, interest coverage and leverage.

As of September 27, 2025, the Company was in compliance with all covenants under the Senior Notes.

The Company may redeem the Senior Notes upon the satisfaction of certain conditions and the payment of a make-whole amount to note holders and is required to offer to repurchase the Senior Notes at par following certain events, including a change of control.

Interest paid on all Company debt was $ 11.1 million and $ 10.5 million for the three months ended September 27, 2025 and September 28, 2024, respectively, and $ 29.0 million and $ 30.1 million for the nine months ended September 27, 2025 and September 28, 2024, respectively, which included cash settlements received from the interest rate swap entered on May 12, 2022.

As of March 28, 2026, the Company was in compliance with all covenants under the Senior Notes.

The Company may redeem the Senior Notes upon the satisfaction of certain conditions and the payment of a make-whole amount to noteholders and is required to offer to repurchase the Senior Notes at par following certain events, including a change of control.

Interest paid on all Company debt was $ 10.5 million and $ 12.2 million for the three months ended March 28, 2026 and March 29, 2025, respectively, which included cash settlements received from the interest rate swap entered on May 12, 2022.

Fair Value of Assets and Liabilities

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Level 1 —Valuations based on unadjusted quoted prices for identical assets or liabilities in active markets;

Level 2 —Valuations based upon quoted prices for similar instruments, prices for identical or similar instruments in markets that are not active, or model-derived valuations, all of whose significant inputs are observable;

Level 3 —Valuations based upon one or more significant unobservable inputs.

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For highly effective cash flow hedges, ASC 815 requires the entire change in fair value of the hedging instrument included in the assessment of hedge effectiveness to be recorded in other comprehensive income.

No components of the Company's hedging instruments were excluded from the assessment of hedge effectiveness.

No amount of ineffectiveness was recognized for the three months ended March 28, 2026.

The Company continues to assess the effectiveness of the hedges on an ongoing basis.

The Company does not enter into derivative financial instruments for trading purposes.

Cross-Currency Swap Agreement

In February 2026, the Company entered into a fixed-to-fixed cross currency swaps to mitigate foreign currency risk exposure related to fluctuations between the Euro and the U.S.

These instruments were designated as net investment hedges to offset the impact of EUR-USD exchange rate volatility associated with the Company's net investments in certain foreign entities.

The fair value of the cross-currency swaps was determined using an independent third-party valuation model.

Pursuant to this model, changes in fair value of derivatives that are designated as net investment hedges are deferred in the foreign currency translation adjustment within accumulated other comprehensive loss.

Gains or losses deferred in accumulated other comprehensive loss are reclassified into earnings at the time the underlying hedged net investment is disposed of or substantially liquidated.

The Company applied cross-currency swap net investment hedge designation under spot method.

Under this method, the Company is allowed to recognize interest income from the spot‑forward differential on a straight‑line basis over the term of the swap agreement, and the spot‑forward differential is excluded from the assessment of hedge effectiveness.

For the three months ended March 28, 2026, the Company recorded a pre-tax unrealized gain on the cross-currency swaps of $ 2.3 million.

The primary inputs into the valuation of the cross-currency swaps are interest rate yield curves, foreign exchange rates, cross-currency basis spreads, credit spreads and other market information.

The cross-currency swaps are classified within Level 2 of the fair value hierarchy since all significant inputs are corroborated by observable market data.

As of March 28, 2026, the Company had outstanding cross-currency swap agreements designated as net investment hedges with an aggregate notional value of € 84.7 million on the pay leg and $ 100.0 million on the receive leg.

Zero Cost Collar Agreement

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September 2, 2025 November 2, 2026 18.8100 19.8347

September 30, 2025 November 30, 2026 18.4200 19.3700

November 4, 2025 January 4, 2027 18.7200 19.7000

November 26, 2025 February 2, 2027 18.4300 19.4852

January 6, 2026 March 1, 2027 18.0620 18.9250

February 4, 2026 April 5, 2027 17.4175 18.2500

March 4, 2026 May 3, 2027 17.6720 18.4060

The fair value of the collars was determined using an independent third-party valuation model.

Pursuant to this model, changes in fair value of derivatives that are designated as cash flow hedges are deferred in accumulated other comprehensive loss until the underlying transactions are recognized in earnings.

For the three and nine months ended September 27, 2025, the Company recorded pre-tax unrealized gains on the collars of $ 1.3 million and $ 10.7 million, respectively.

As of September 27, 2025, the Company estimates that approximately $ 7.1 million of pre-tax gain recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.

For the three months ended March 28, 2026, the Company recorded pre-tax unrealized losses on the collars of $ 4.0 million.

As of March 28, 2026, the Company estimates that approximately $ 3.2 million of pre-tax gains recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.

The amounts included in accumulated other comprehensive income will be reclassified to earnings should the hedge no longer be considered effective.

No amount of ineffectiveness was included in net income for the three and nine months ended September 27, 2025 .

No amount of ineffectiveness was included in net income for the three months ended March 28, 2026 .

The Company will continue to assess the effectiveness of the hedge on an ongoing basis.

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Pursuant to this model, c hanges in fair value of derivatives that are designated as cash flow hedges are deferred in accumulated other comprehensive loss u ntil the underlying transactions are recognized in earnings.

For the three and nine months ended September 27, 2025 , the Company recorded a pre-tax unrealized loss on the

interest rate swap of $ 0.6 million and $ 4.0 million, respectively.

As of September 27, 2025, the Company estimates that approximately $ 1.7 million of pre-tax gain recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.

For the three months ended March 28, 2026 , the Company recorded a pre-tax unrealized gain on the interest rate swap of $ 0.8 million.

As of March 28, 2026, the Company estimates that approximately $ 1.9 million of pre-tax gains recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.

The primary inputs into the valuation of the interest rate swap are interest yield curves, interest rate volatility, credit risk, credit spreads and other market information.

The interest rate swap is classified within Level 2 of the fair value hierarchy since all significant inputs are corroborated by market observable data.

The interest rate swap is classified within Level 2 of the fair value hierarchy since all significant inputs are corroborated by observable market data.

The use of derivatives creates exposure to credit risk relating to potential losses that could be recognized in the event that the counterparties to these instruments fail to perform their obligations under the contracts.

1 unchanged sentence

In the event of a default by one of its counterparties, the Company may not receive payments provided for under the terms of its derivatives.

The Company does not enter into derivative financial instruments for trading purposes.

As of September 27, 2025 and December 28, 2024, the fair values of the Company's derivative financial instruments and their classifications on the Condensed Consolidated Balance Sheets were as follows:

(in thousands) Condensed Consolidated Balance Sheets Classification September 27, 2025 December 28, 2024

As of March 28, 2026 and December 27, 2025, the fair values of the Company's derivative financial instruments and their classifications on the Condensed Consolidated Balance Sheets were as follows:

(in thousands) Condensed Consolidated Balance Sheets Classification March 28, 2026 December 27, 2025

Derivatives designated as hedging instruments

7 unchanged sentences

Other long-term liabilities 16 —

The pre-tax (gains) losses recognized on derivative financial instruments in the Condensed Consolidated Statements of Net Income for the three and nine months ended September 27, 2025 and September 28, 2024 were as follows:

Three Months Ended Nine Months Ended

(in thousands) Classification of (Gains) Losses Recognized in the Condensed Consolidated Statements of Net Income September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Cross-currency swap agreement:

Designated as net investment hedge Prepaid expenses and other current assets $ 757 $ —

Other long-term assets 1,518 —

The pre-tax (gains) losses recognized on derivative financial instruments in the Condensed Consolidated Statements of Operations for the three months ended March 28, 2026 and March 29, 2025 were as follows:

Three Months Ended

(in thousands) Classification of (Gains) Losses Recognized in the Condensed Consolidated Statements of Operations March 28, 2026 March 29, 2025

Derivatives designated as cash flow hedges

2 unchanged sentences

Zero cost collar agreement Selling, general, and administrative expenses ( 336 ) 121

The pre-tax losses (gains) recognized on derivative financial instruments in the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 27, 2025 and September 28, 2024 were as follows:

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Derivatives designated as net investment hedges

Cross-currency swap agreement Interest expense $ ( 97 ) $ —

The pre-tax (gains) losses recognized on derivative financial instruments in the Condensed Consolidated Statements of Comprehensive Income for the three months ended March 28, 2026 and March 29, 2025 were as follows:

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Derivatives designated as cash flow hedges

1 unchanged sentence

Zero cost collar agreement 4,031 ( 2,442 )

Derivatives designated as net investment hedges

Cross-currency swap agreement $ ( 2,275 ) $ —

The Company has a non-qualified Supplemental Retirement and Savings Plan which provides additional retirement benefits for certain management employees and named executive officers by allowing participants to defer a portion of their annual compensation.

1 unchanged sentence

The marketable securities are classified as Level 1 under the fair value hierarchy as they are maintained in mutual funds with readily determinable fair value and recorded in Other long-term assets in the Condensed Consolidated Balance Sheets .

There we re no changes during the quarter ended September 27, 2025 to the Company’s valuation techniques used to measure asset and liability fair values o n a recurring basis.

As of September 27, 2025 and December 28, 2024, the Company did not hold any non-financial assets or liabilities that are required to be measured at fair value on a recurring basis.

The following table presents assets measured at fair value by classification within the fair value hierarchy as of September 27, 2025:

There we re no changes during the quarter ended March 28, 2026 to the Company’s valuation techniques used to measure asset and liability fair values o n a recurring basis.

As of March 28, 2026 and December 27, 2025, the Company did not hold any non-financial assets or liabilities that are required to be measured at fair value on a recurring basis.

The following table presents assets measured at fair value by classification within the fair value hierarchy as of March 28, 2026:

Fair Value Measurements Using

22 unchanged sentences

In addition to the methods and assumptions used for the financial instruments recorded at fair value as discussed above, the following methods and assumptions are used to estimate the fair value of other financial instruments that are not marked to market on a recurring basis.

The Company’s other financial instruments include cash and cash equivalents, short-term investments, accounts receivable and its long-term debt.

Due to their short-term maturity, the carrying amounts of cash and cash equivalents, short-term investments and accounts receivable approximate their fair values.

The Company’s revolving and term loan debt facilities' fair values approximate book value at September 27, 2025 and December 28, 2024, as the rates on these borrowings are variable in nature.

The Company’s other financial instruments include cash and cash equivalents, short-term investments, trade receivable and its long-term debt.

Due to their short-term maturity, the carrying amounts of cash and cash equivalents, short-term investments and trade receivable approximate their fair values.

The Company’s revolving and term loan debt facilities' fair values approximate book value at March 28, 2026 and December 27, 2025, as the rates on these borrowings are variable in nature.

The purchase price of business acquisitions is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date, with the excess recorded as goodwill.

The Company utilizes Level 3 inputs in the determination of the initial fair value for certain assets acquired and liabilities assumed in business acquisitions.

The carrying value and estimated fair values of the Company’s Euro Senior Notes, Series B and USD Senior Notes, Series A and Series B, as of September 27, 2025 and December 28, 2024 were as follows:

September 27, 2025 December 28, 2024

The carrying value and estimated fair values of the Company’s Euro Senior Notes, Series B and USD Senior Notes, Series B, as of March 28, 2026 and December 27, 2025 were as follows:

March 28, 2026 December 27, 2025

(in thousands) Carrying

3 unchanged sentences

Euro Senior Notes, Series B due 2028 $ 109,545 $ 103,634 $ 111,977 $ 106,908

USD Senior Notes, Series A due 2025 — — 50,000 49,919

USD Senior Notes, Series B due 2027 100,000 99,132 100,000 99,152

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The amount of the retirement benefits provided under the plans is generally based on years of service and final average pay.

The Company recognizes interest cost, expected return on plan assets, and amortization of prior service, net within Other income, net in the Condensed Consolidated Statements of Net Income.

The components of net periodic benefit cost for the three and nine months ended September 27, 2025 and September 28, 2024 were as follows:

For the Three Months Ended For the Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

The Company recognizes interest cost, expected return on plan assets, and amortization of prior service, net within Other income, net in the Condensed Consolidated Statements of Operations.

The components of net periodic benefit cost for the three months ended March 28, 2026 and March 29, 2025 were as follows:

For the Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Components of net periodic benefit cost:

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The Company expects to make approximately $ 1.5 million of contributions to the plans and pay $ 2.3 million of benefits directly in 2026.

On October 4, 2024, the Company entered into a definitive agreement to purchase a group annuity contract, under which an insurance company is required to pay pension payments to the Company’s United Kingdom pension plan to match required pension payments until a later buyout, at which point the insurance company will directly pay and administer the benefits to the plan's participants, or to their designated beneficiaries.

On October 4, 2024, the Company entered into a definitive agreement to purchase a group annuity contract, under which an insurance company will be required to pay pension payments to the Company’s United Kingdom pension plan to match required pension payments until a later buyout, at which point the insurance company will directly pay and administer the benefits to the plan's participants, or to their designated beneficiaries.

The purchase of this group annuity contract will reduce the Company’s outstanding pension benefit obligation by approximately $ 25 million, representing approximately 31 % of the total obligations of the Company’s qualified pension plans, and will be funded with pension plan assets and additional cash on hand.

In connection with this transaction, the Company currently expects to record a one-time non-cash settlement charge in 2026 estimated between $ 6 million and $ 8 million, reflecting the accelerated recognition of a portion of unamortized actuarial losses in the plan.

In connection with this transaction, the Company currently expects to record a one-time non-cash settlement charge in the third quarter of 2026 estimated between $ 6 million and $ 8 million, reflecting the accelerated recognition of a portion of unamortized actuarial losses in the plan.

The actual settlement charge could differ from this estimate due to final data and plan wind-up expenses.

The Company also sponsors certain post-employment plans in foreign countries and other statutory benefit plans.

The Company recorded expense of $ 0.8 million and $ 0.6 million for the three months ended September 27, 2025 and September 28, 2024 , respectively, and $ 2.2 million and $ 2.0 million for the nine months ended September 27, 2025 and September 28, 2024, respectively, in Cost of sales and Other income, net within the Condensed Consolidated Statements of Net Income.

The pre-tax losses amount recognized in other comprehensive income (loss) for these plans were $ 0.4 million and $ 0.3 million for the three months ended September 27, 2025 and September 28, 2024, respectively, and $ 1.1 million and $ 0.9 million for the nine months ended September 27, 2025 and September 28, 2024, respectively.

The Company recorded expense of $ 0.8 million and $ 0.7 million for the three months ended March 28, 2026 and March 29, 2025 , respectively, in Cost of sales and Other income, net within the Condensed Consolidated Statements of Operations .

The pre-tax losses recognized in other comprehensive income (loss) for these plans were $ 0.3 million and $ 0.4 million for the three months ended March 28, 2026 and March 29, 2025, respectively.

Other Comprehensive Income (Loss)

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(in thousands) Three Months Ended

September 27, 2025 Three Months Ended

September 28, 2024

Pre-tax Tax Net of Tax Pre-tax Tax Net of Tax

Defined benefit pension plan and other adjustments $ 662 $ 4 $ 666 $ 205 $ ( 14 ) $ 191

Cash flow hedges 758 88 846 ( 9,860 ) 1,563 ( 8,297 )

Foreign currency translation adjustments (a) ( 5,297 ) 248 ( 5,049 ) 66,331 ( 1,832 ) 64,499

Total change in other comprehensive income (loss) $ ( 3,877 ) $ 340 $ ( 3,537 ) $ 56,676 $ ( 283 ) $ 56,393

(in thousands) Nine Months Ended

September 27, 2025 Nine Months Ended

September 28, 2024

March 28, 2026 Three Months Ended

March 29, 2025

Pre-tax Tax Net of Tax Pre-tax Tax Net of Tax

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Cash flow hedges ( 3,243 ) ( 1 ) ( 3,244 ) 124 464 588

Foreign currency translation adjustments-Net investment hedge 2,275 ( 523 ) 1,752 — — —

Foreign currency translation adjustments (a) ( 18,663 ) 465 ( 18,198 ) 37,668 ( 878 ) 36,790

Total foreign currency translation adjustments ( 16,388 ) ( 58 ) ( 16,446 ) 37,668 ( 878 ) 36,790

Total change in other comprehensive income (loss) $ ( 19,120 ) $ ( 54 ) $ ( 19,174 ) $ 38,019 $ ( 422 ) $ 37,597

3 unchanged sentences

and are not permanently reinvested.

The following tables set forth the changes i n the components of accumulated other comprehensive income (loss) by compon ent for the nine months ended September 27, 2025 and September 28, 2024:

(in thousands) Pension and postretirement liability and reclassification adjustments Cash flow hedges Foreign currency

The following tables set forth the changes i n the components of accumulated other comprehensive income (loss) by compon ent for the three months ended March 28, 2026 and March 29, 2025:

(in thousands) Pension and postretirement liability and reclassification adjustments Cash flow hedges Total foreign currency

translation adjustments Accumulated other

comprehensive (loss) income

comprehensive loss

Balance at December 27, 2025 $ ( 12,687 ) $ 8,132 $ ( 828 ) $ ( 5,383 )

Activity in the period 516 ( 3,244 ) ( 16,446 ) ( 19,174 )

Balance at September 27, 2025 $ ( 9,440 ) $ 8,565 $ ( 13,513 ) $ ( 14,388 )

(in thousands) Pension and postretirement liability and reclassification adjustments Cash flow hedges Foreign currency translation adjustments Accumulated other comprehensive (loss) income

Balance at March 28, 2026 $ ( 12,171 ) $ 4,888 $ ( 17,274 ) $ ( 24,557 )

(in thousands) Pension and postretirement liability and reclassification adjustments Cash flow hedges Total foreign currency translation adjustments Accumulated other comprehensive (loss) income

Balance at December 28, 2024 $ ( 10,509 ) $ 1,301 $ ( 137,153 ) $ ( 146,361 )

Activity in the period 219 588 36,790 37,597

Balance at September 28, 2024 $ ( 6,752 ) $ ( 1,941 ) $ ( 42,089 ) $ ( 50,782 )

Amounts reclassified from accumulated other comprehensive income (loss) to e arnings for the three and nine months ended September 27, 2025 and September 28, 2024 were as follows:

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Balance at March 29, 2025 $ ( 10,290 ) $ 1,889 $ ( 100,363 ) $ ( 108,764 )

Amounts reclassified from accumulated other comprehensive income (loss) to e arnings for the three months ended March 28, 2026 and March 29, 2025 were as follows:

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Pension and postemployment plans:

Amortization of prior service and net actuarial loss, and other $ 465 $ 421

The Company recognizes the amortization of prior service costs in Other income, net within the Condensed Consolidated Statements of Net Income.

The effective tax rate for the three and nine months ended September 27, 2025 was 26.6 % and 26.8 %, respectively, compared to the effective tax rate for the three and nine months ended September 28, 2024 of 25.3 % and 21.9 %, respectively.

The effective tax rate for 2025 was higher than the effective tax rate for the comparable 2024 periods primarily due to increases in losses in non-U.S.

jurisdictions with no related tax benefit, as compared to 2024.

The 2024 periods also recognized more favorable tax rate benefits due to lapses in the statute of limitations for previously unrecognized tax benefits, as compared to the 2025 periods.

The effective tax rate for three and nine months ended September 27, 2025 was higher than the statutory tax rate primarily due to foreign exchange losses and losses in non-U.S.

jurisdictions with no related tax benefit.

The effective tax rate for the three and nine months ended September 28, 2024 was higher than the statutory tax rate primarily due to the proportion of pre-tax income that is earned in higher tax jurisdictions, partially offset by the lapse in the statute of limitations for previously unrecognized tax benefits recognized in the first quarter.

On July 4, 2025, the United States enacted into law the legislation formally titled “An Act to provide for reconciliation pursuant to title II of H.

14,” and commonly referred to as the One Big Beautiful Bill Act (“OBBB”).

The OBBB contains multiple business tax provisions, including the permanent extension of several expiring provisions of the Tax Cuts and Jobs Act and multiple modifications to the international tax framework.

The legislation has multiple effective dates with certain provisions effective in 2025 and others to be implemented in future years, and the Company determined the impact for the three and nine months ended September 27, 2025 is not significant.

The Company will continue to monitor future administrative guidance and regulations that clarify the legislative text of the OBBB and the bill’s potential effect on the Company’s income taxes.

The Company recognizes the amortization of prior service costs in Other income, net within the Condensed Consolidated Statements of Operations.

The effective tax rate for the three months ended March 28, 2026 was 22.3 % compared to the effective tax rate for the three months ended March 29, 2025 of 27.3 %.

The effective tax rate for 2026 was lower than the effective tax rate for the

comparable 2025 period primarily due to lapses in the statute of limitations for previously unrecognized tax benefits recognized in the first quarter of 2026.

The effective tax rate for three months ended March 28, 2026 was higher than the statutory tax rate primarily due to losses in non-U.S.

jurisdictions with no related tax benefit, partially offset by lapses in the statute of limitations for previously unrecognized tax benefits recognized in the first quarter.

The effective tax rate for the three months ended March 29, 2025 was higher than the statutory tax rate primarily due to losses in non-US jurisdictions with no related tax benefit.

Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

Three Months Ended Nine Months Ended

(in thousands, except per share amounts) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Three Months Ended

(in thousands, except per share amounts) March 28, 2026 March 29, 2025

Net income as reported $ 75,147 $ 43,571

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Diluted earnings per share $ 2.96 $ 1.75

Potential shares of common stock attributable to performance share units, stock options and restricted stock units excluded from the earnings per share calculation because their effect would be anti-dilutive were 101,354 and 124,197 for the three months ended September 27, 2025 and September 28, 2024, respectively, and 322,843 and 136,635 for the nine months ended September 27, 2025 and September 28, 2024, respectively.

Potential shares of common stock attributable to performance share units, stock options and restricted stock units excluded from the earnings per share calculation because their effect would be anti-dilutive were 39 and 340,710 for the three months ended March 28, 2026 and March 29, 2025, respectively.

Share Repurchase Program

On April 25, 2024, the Company's Board of Directors authorized a three-year program to repurchase up to $ 300.0 million in the aggregate of shares of the Company's stock for the period from May 1, 2024 to April 30, 2027 ("2024 program") to replace its previous 2021 program.

The Company did no t repurchase any shares of its common stock for the three months ended

September 27, 2025.

During the nine months ended September 27, 2025, the Company repurchased 120,689 shares of its common stock totaling $ 27.4 million pursuant to the 2024 program.

During the nine months ended September 28, 2024, the Company repurchased 179,311 shares of its common stock totaling $ 40.9 million, of which, $ 38.9 million was pursuant to the 2021 program and $ 2.0 million was pursuant to the 2024 program.

The Company did not repurchase any shares of its common stock for the three months ended March 28, 2026.

During the three months ended March 29, 2025, the Company repurchased 120,689 shares of its common stock totaling $ 27.4 million pursuant to the 2024 program.

Segment Information

The Company and its subsidiaries design, manufacture and sell component, modules and subassemblies to empower the long-term structural themes of sustainability, connectivity and safety.

The Company and its subsidiaries design, manufacture and sell components, modules and subassemblies to empower the long-term structural themes of sustainability, connectivity and safety.

The Company aggregated its operating segments into the reportable segments:

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semiconductor products such as discrete transient voltage suppressor (“TVS”) diodes, TVS diode arrays, protection and switching thyristors, silicon and silicon carbide metal-oxide-semiconductor field effect transistors (“MOSFETs”) and diodes, and insulated gate bipolar transistors (“IGBT”) technologies.

The segment covers a broad range of end markets, including industrial motor drives and power conversion, automotive electronics, electric vehicle and related charging infrastructure, aerospace, power supplies, data centers and telecommunications, medical devices, alternative energy and energy storage, building and home automation, appliances, and mobile electronics.

The segment covers a broad range of end markets, including data center – computing and communication, data center and communications infrastructure, industrial controls, building controls, aerospace and defense, appliances, consumer electronics solutions, healthcare solutions, industrial equipment, energy storage, diversified industrials, grid and utility infrastructure, renewable energy, passenger vehicles, and commercial vehicles.

• Transportation Segment:

Consists of a wide range of circuit protection, power control and sensing technologies for global original equipment manufacturers (“OEMs”), Tier-one suppliers and parts and aftermarket distributors in passenger vehicles, heavy-duty truck and bus, off-road and recreational vehicles, material handling equipment, agricultural machinery, construction equipment and other commercial vehicle end markets.

Consists of a wide range of circuit protection, power control and sensing technologies for global original equipment manufacturers (“OEMs”), Tier-one suppliers and parts and aftermarket distributors in passenger vehicles, heavy-duty truck and bus, off-road and recreational vehicles, material handling, agricultural equipment, construction equipment and other commercial vehicle end markets.

Passenger vehicle products are used in internal combustion engines, hybrid and electric vehicles including blade fuses, battery cable protectors, resettable fuses, high-current fuses, high-voltage fuses, and sensor products designed to monitor the occupant’s safety and environment as well as the vehicle’s powertrain.

Commercial vehicle products include fuses, switches, circuit breakers, relays, and power distribution modules and units used in applications serving a number of end markets, including heavy-duty truck and bus, construction, agriculture, material handling and marine.

Commercial vehicle products include fuses, switches, circuit breakers, relays, and power distribution modules and units used in applications serving a number of end markets, including heavy-duty truck and bus, off-road and recreational vehicles, material handling, agriculture equipment, construction equipment, and ship, marine and train.

• Industrial Segment:

Consists of industrial circuit protection (industrial fuses), protective and monitoring relays (protection relays, residual current devices and monitors, ground fault circuit interrupters, solid state switches, and arc fault detection devices), and industrial controls and sensors (contactors, transformers, and temperature sensors) for use in various applications such as renewable energy and energy storage systems, industrial safety, factory automation, electric vehicle charging infrastructure, HVAC systems, non-residential construction, MRO, and mining.

Consists of industrial circuit protection (industrial fuses), protective and monitoring relays (protection relays, residual current devices and monitors, ground fault circuit interrupters, solid state switches, and arc fault detection devices), and industrial controls and sensors (contactors, transformers, and temperature sensors) for use in various applications such as data center – computing and communication, data center and communications infrastructure, industrial controls, building controls, grid and utility infrastructure, construction, renewable energy, HVAC, processing and extracting, and energy storage.

The Company has provided this segment information for comparable prior periods.

Segment information is summarized as follows:

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Electronics $ 362,775 $ 307,249

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Interest expense 6,977 8,875

Foreign exchange loss 175 9,630 15,466 4,273

Foreign exchange (gain) loss ( 2,413 ) 4,843

Other income, net ( 130 ) ( 3,515 )

Income before income taxes $ 96,731 $ 59,947

(a) Included in "Other" Operating income for the third fiscal quarter of 2025 was $ 1.6 million ($ 13.1 million year-to-date) of restructuring charges primarily related to employee termination costs.

During the first quarter of 2025, the Company recognized a $ 0.1 million impairment charge related to certain machinery and equipment within the Electronics segment.

(a) Included in "Other" Operating income for the first fiscal quarter of 2026 was $ 7.4 million of restructuring charges primarily related to employee termination costs.

See Note 7, Restructuring, Impairment, and Other Charges, for further discussion.

In addition, during the third quarter of 2025, the Company recognized $ 1.4 million ($ 3.0 million year-to-date) of legal and professional fees and other integration expenses related to completed and contemplated acquisitions, and a $ 0.3 million loss related to the sale of the Marine business within the Transportation segment.

During the first quarter of 2025, the Company recognized $ 0.5 million of purchase accounting inventory step-down adjustments related to the Dortmund Fab acquisition.

Included in "Other" Operating income for the third quarter of 2024 was $ 1.8 million ($ 9.4 million year-to-date) of restructuring charges primarily related to employee termination costs, and $ 1.0 million ($ 2.8 million year-to-date) of legal and professional fees and other integration expenses related to completed and contemplated acquisitions.

During the first quarter of 2024, the Company recognized a $ 0.9 million impairment charge related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.

In addition, during the first quarter of 2026, the Company recognized $ 1.2 million of legal and professional fees and other integration expenses related to completed and contemplated acquisitions.

During the first quarter of 2026, the Company recognized $ 5.4 million of purchase accounting inventory step-up adjustment related to the Basler acquisition.

Included in "Other" Operating income for the first quarter of 2025 was $ 8.9 million of restructuring charges primarily related to employee termination costs, and $ 0.1 million impairment charge related to certain machinery and equipment within the Electronics segment.

See Note 7, Restructuring, Impairment, and Other Charges , for further discussion.

During the third quarter of 2024, the Company recorded a gain of $ 0.5 million related to the sale of a land use right within the Electronics segment.

In addition, the Company recognized a gain of $ 1.0 million for the sale of two buildings within the Transportation segment during first half of 2024.

During the first quarter of 2025, the Company recognized $ 0.5 million of purchase accounting inventory step-down adjustment related to the Dortmund acquisition, and $ 0.1 million of legal and professional fees and other integration expenses related to completed and contemplated acquisitions.

(b) Other segment operating expenses include cost of sales, selling, general, and administration expenses, and research and development expenses.

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The CODM regularly assesses the performance of each operating segment focusing on each operating segment’s revenue and operating income.

Other segment operating expenses for the three and nine months ended September 28, 2024 were included in order to adhere to the implementation of Accounting Standards Updates ("ASU") No.

2023-07, "Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures."

The Company’s depreciation and amortization expenses by segment for the three and nine months ended September 27, 2025 and September 28, 2024 were as follows:

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

The Company’s depreciation and amortization expenses by segment for the three months ended March 28, 2026 and March 29, 2025 were as follows:

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Electronics $ 11,733 $ 11,410

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The Company’s net sales by country were as follows, classified according to the country where the customer is located:

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

United States $ 229,523 $ 198,378

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The Company's long-lived assets were as follows:

(in thousands) September 27, 2025 December 28, 2024

(in thousands) March 28, 2026 December 27, 2025

Long-lived assets

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The Company’s additions to net property, plant, and equipment by country were as follows:

Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024

Three Months Ended

(in thousands) March 28, 2026 March 29, 2025

Additions to long-lived assets

9 unchanged sentences

Off-Balance Sheet Arrangements

As of September 27, 2025, the Company did not have any off-balance sheet arrangements, as defined under SEC rules.

As of March 28, 2026, the Company did not have any off-balance sheet arrangements, as defined under SEC rules.

Specifically, the Company was not liable for guarantees of indebtedness owed by third parties, the Company was not directly liable for the debt of any unconsolidated entity and the Company did not have any retained or contingent interest in assets.

27 unchanged sentences

Pending Litigation and Claims

There were no material pending litigation or claims outstanding as of September 27, 2025.

There were no material pending litigation or claims outstanding as of March 28, 2026.

Related Party Transactions

The Company has equity ownership in various investments that are accounted for under the equity method.

As a result of the Company’s acquisition of IXYS, the Company has equity ownership in various investments that are accounted for under the equity method.

The following is a description of the investments and related party transactions.

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(“ATEC”), a supplier located in the Philippines that provides assembly and test services.

Three Months Ended September 27, 2025 Three Months Ended September 28, 2024

(in millions) Powersem EB Tech ATEC Powersem EB Tech ATEC

Sales to related party $ 0.3 $ — $ — $ 0.3 $ — $ —

Purchase material/service from related party 0.6 0.1 2.4 0.6 0.2 0.6

Nine Months Ended September 27, 2025 Nine Months Ended September 28, 2024

Three Months Ended March 28, 2026 Three Months Ended March 29, 2025

(in millions) Powersem EB Tech ATEC Powersem EB Tech ATEC

Sales to related party $ 0.3 $ — $ — $ 0.3 $ — $ —

Purchase material/service from related party 1.7 0.8 5.7 3.0 0.6 3.5

September 27, 2025 December 28, 2024

Purchase of material/service from related party 0.5 0.1 4.2 0.5 0.2 1.9

March 28, 2026 December 27, 2025

(in millions) Powersem EB Tech ATEC Powersem EB Tech ATEC

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Accounts payable balance 0.1 0.1 4.2 0.1 0.1 2.1

Subsequent Events

On October 24, 2025, the Company entered into a Membership Interest Purchase Agreement with Basler Holdings, LLC, pursuant to which the Company has agreed to acquire all of the issued and outstanding membership interests of Basler Electric Company (“Basler”).

The purchase price is approximately $ 350 million in cash, subject to certain adjustments after closing.

The completion of the transaction is subject to certain customary closing conditions including regulatory approval.

With three manufacturing facilities in Highland, IL, Taylor, TX and Piedras Negras, Mexico, Basler’s technologies regulate and protect mission-critical equipment for a broad and expanding customer base.

The business will be reported in the Company's Industrial segment.

The Company financed the transaction with cash on hand.

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