QuidelOrtho Corp 10-Q

ITEM 5. Other Information (a) None. (b) None. (c) During the last fiscal quarter, no director or officer (as defined in Exchange Act Rule 16a-1(f)) adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (within the meaning of SEC rules). 39 ITEM 6. Exhibits Exhibit Number 3.1 Amended and Restated Certificate of Incorporation of QuidelOrtho Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on May 27, 2022) 3.2 Amended and Restated Bylaws of QuidelOrtho Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on December 13, 2022) 3.3 Certificate of Change of Registered Agent (incorporated by reference to Exhibit 3.3 to the Registrant’s Form 10-K filed on February 23, 2023) 4.1 Specimen Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 10-Q filed on August 5, 2022) 10.1 Credit Agreement, dated as of August 21, 2025, by and among the Company, as borrower, Bank of America, N.A., as administrative agent and swi ng line lender, and the other lenders and L/C issuers party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K filed on August 21 , 2025) 19.1* QuidelOrtho Insider Trading Compliance Policy 31.1* Certification by Principal Executive Officer of QuidelOrtho Corporation pursuant to Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification by Principal Financial Officer of QuidelOrtho Corporation pursuant to Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1** Certifications by Principal Executive Officer and Principal Financial Officer of QuidelOrtho Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101 The following financial statements, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Loss, (iii) Consolidated Statements of Comprehensive (Loss) Income, (iv) Consolidated Statements of Stockholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags 104 The cover page, formatted in Inline XBRL (included as Exhibit 101) _________________________ * Filed herewith. ** Furnished herewith. 40 SUMMARY OF ABBREVIATED TERMS QuidelOrtho Corporation and its consolidated subsidiaries may be referred to as QuidelOrtho, the Company, we, our or us in this Quarterly Report, unless the context otherwise indicates. Throughout this Quarterly Report, we have used terms which are defined below: Annual Report Annual Report on Form 10-K for the fiscal year ended December 29, 2024 AOCI Accumulated other comprehensive loss Board Board of Directors CEO Chief Executive Officer CFO Chief Financial Officer CODM Chief Operating Decision Maker Combinations Business combination consummated by Quidel and Ortho on May 27, 2022, pursuant to a Business Combination Agreement entered into as of December 22, 2021, by and among Quidel, Ortho, QuidelOrtho (formerly Coronado Topco, Inc.), Orca Holdco, Inc., Laguna Merger Sub, Inc., and Orca Holdco 2, Inc. Credit Agreement Credit agreement, dated August 21, 2025, by and among the Company, as borrower, Bank of America, N.A., as administrative agent and swing line lender, and the other lenders and L/C issuers party thereto EBITDA Earnings before interest, taxes, depreciation and amortization EMEA Europe, the Middle East and Africa EPS Loss per share ERP Enterprise resource planning Exchange Act Securities Exchange Act of 1934, as amended GAAP Generally accepted accounting principles in the U.S. Grifols Grifols Diagnostic Solutions, Inc. IT Information technology Joint Business Ongoing collaboration arrangement between Ortho and Grifols JPAC Japan and Asia Pacific OBBBA One Big Beautiful Bill Act OCI Other comprehensive (loss) income Optimization Plan Multi-year, enterprise-wide cost-reduction, strategic productivity and margin improvement initiatives that the Company launched in the second quarter of 2025 Ortho Ortho Clinical Diagnostics Holdings plc Prior Credit Agreement Credit agreement, dated May 27, 2022, by and among the Company, as borrower, Bank of America, N.A., as administrative agent and swing line lender, and the other lenders and L/C issuers party thereto Quarterly Report Quarterly Report on Form 10-Q for the quarter ended September 28, 2025 Quidel Quidel Corporation R&D Research and development Revolving Credit Facility $700.0 million revolving credit facility under the Credit Agreement RSU Restricted stock unit; includes time-based RSUs, performance-based RSUs and restricted stock awards RSV Respiratory syncytial virus SEC Securities and Exchange Commission Securities Act Securities Act of 1933, as amended SOFR Secured overnight financing rate Term Loans Collectively under the Credit Agreement: (i) a $1.15 billion senior secured term loan A facility (the “Term Loan A”), (ii) a $100.0 million senior secured delayed draw term loan A facility (the “DDTL Term Loan A”; together with the Term Loan A, the “Term Loan A Facilities”), and (iii) a $1.45 billion senior secured term loan B facility (the “Term Loan B”) U.K. United Kingdom U.S. United States USD United States dollar 41 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: November 5, 2025 QUIDELORTHO CORPORATION /s/ BRIAN J. BLASER Brian J. Blaser President and Chief Executive Officer (Principal Executive Officer) /s/ JOSEPH M. BUSKY Joseph M. Busky Chief Financial Officer (Principal Financial and Accounting Officer) 42