What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-07-31 compared with 2026-05-06 · 260 added, 177 removed, 630 unchanged (41% of the section changed)

33 unchanged sentences

390,000,000 shares authorized;

175,507,629 and 175,776,074 shares issued and outstanding at March 31, 2026, and December 31, 2025, respectively.

178,771,961 and 175,776,074 shares issued and outstanding at June 30, 2026, and December 31, 2025, respectively.

Additional paid-in capital

9 unchanged sentences

Three months ended

Six months ended

Total revenue

7 unchanged sentences

Amortization of acquired intangible assets

Acquisition-, disposal- and integration-related

Restructuring and related

Total operating expenses

Loss from operations

(Loss) income from operations

Interest expense, net

Other income, net

Other (expense) income, net

Loss before income taxes

Income tax benefit

Income tax (provision) benefit

Loss per share:

5 unchanged sentences

Three months ended

Other comprehensive loss, net of tax:

Unrealized loss on cash flow hedges, net of reclassifications into earnings

Six months ended

Other comprehensive income (loss), net of tax:

Unrealized gain on cash flow hedges, net of reclassifications into earnings

Foreign currency translation adjustments

Other comprehensive loss, net of tax

Other comprehensive income (loss), net of tax

Comprehensive loss, net of tax

3 unchanged sentences

(in thousands, except shares)

Three months ended March 31, 2026

Three months ended June 30, 2026

comprehensive

1 unchanged sentence

(loss) income

Balances, April 1, 2026

( 1,569,038 )

Vesting of restricted stock awards and units

Vesting of performance-based stock units

Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations

( 1,839,024 )

Stock-based compensation expense

Other comprehensive income

Balances, June 30, 2026

( 1,595,909 )

Six months ended June 30, 2026

comprehensive

stockholders'

(loss) income

Balances, January 1, 2026

2 unchanged sentences

Vesting of restricted stock awards and units

Vesting of performance-based stock units

Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations

( 1,884,479 )

Stock-based compensation expense

Other comprehensive loss

Balances, March 31, 2026

Balances, June 30, 2026

( 1,595,909 )

Three months ended March 31, 2025

See notes to the unaudited condensed consolidated financial statements.

RIBBON COMMUNICATIONS INC.

Condensed Consolidated Statements of Stockholders’ Equity (continued)

(in thousands, except shares)

Three months ended June 30, 2025

comprehensive

1 unchanged sentence

(loss) income

Balances, April 1, 2025

( 1,600,412 )

Exercise of stock options

Repurchase of common stock

Vesting of restricted stock awards and units

Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations

Stock-based compensation expense

Other comprehensive loss

Balances, June 30, 2025

( 1,611,505 )

Six months ended June 30, 2025

comprehensive

stockholders'

(loss) income

Balances, January 1, 2025

2 unchanged sentences

Exercise of warrants

Repurchase of common stock

Vesting of restricted stock awards and units

3 unchanged sentences

Other comprehensive loss

Balances, March 31, 2025

Balances, June 30, 2025

( 1,611,505 )

3 unchanged sentences

(in thousands)

Three months ended

Six months ended

Cash flows from operating activities:

6 unchanged sentences

Change in fair value of warrant liability

Foreign currency exchange losses (gains)

Foreign currency exchange losses

Changes in operating assets and liabilities:

7 unchanged sentences

Purchases of property and equipment

Purchases of software licenses

Net cash used in investing activities

Cash flows from financing activities:

Borrowings under revolving line of credit

Principal payments on revolving line of credit

Principal payments of term debt

Payment of debt issuance costs

Proceeds from the exercise of stock options

10 unchanged sentences

(in thousands)

Three months ended

Six months ended

Supplemental disclosure of cash flow information:

30 unchanged sentences

The Company’s significant accounting policies are disclosed in Note 2 to the Consolidated Financial Statements included in the Annual Report.

There were no material changes to the Company’s significant accounting policies during the three months ended March 31, 2026.

There were no material changes to the Company’s significant accounting policies during the six months ended June 30, 2026.

Principles of Consolidation

15 unchanged sentences

The Company accounts for the factoring of its financial assets as a sale of the assets and records the factoring fees, when incurred, as a component of interest expense in the condensed consolidated statements of operations, and the proceeds from the sales of receivables are included in cash from operating activities in the condensed consolidated statements of cash flows.

Factoring of accounts receivable and associated fees for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Factoring of accounts receivable and associated fees for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):

Three months ended

Six months ended

Accounts receivable sold

Less factoring fees

factoring fees

Net cash proceeds

4 unchanged sentences

ASU 2025-11 will be effective for the Company beginning with its 2028 interim and annual financial statements, with early adoption permitted.

The Company believes this ASU will have no material impact on its consolidated financial statements.

The Company believes this ASU will have no material impact on its condensed consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832):

1 unchanged sentence

ASU 2025-10 will be effective for us beginning with our 2029 interim and annual financial statements, with early adoption permitted.

The Company believes this ASU will have no material impact on its consolidated financial statements.

The Company believes this ASU will have no material impact on its condensed consolidated financial statements.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):

6 unchanged sentences

ASU 2025-09 will be effective for the Company beginning with its 2027 interim and annual financial statements, with early adoption permitted.

The Company is currently evaluating the impact of this accounting standard on its consolidated financial statements and related disclosures.

The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements and related disclosures.

In September 2025, the Financial Accounting Standards Board (the "FASB") issued ASU 2025-06, Intangibles- Goodwill and Other- Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”).

To clarify how the accounting guidance applies to both linear and nonlinear software development, this standard removes all references to “developments stages” from ASC 350-40.

To clarify how the accounting guidance applies to both linear and nonlinear software development, this standard removes all references to “development stages” from ASC 350-40.

ASU 2025-06 will be effective for the Company beginning with its 2028 interim and annual financial statements, with early adoption permitted as of the beginning of an annual reporting period.

The Company is currently evaluating the impact of this accounting standard on its consolidated financial statements and related disclosures.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments-Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”), which provides a practical expedient related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606.

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

ASU 2025-05 will be effective for the Company beginning with its 2026 interim and annual financial statements, with early adoption permitted.

The Company believes this ASU will have no material impact on its consolidated financial statements.

The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement, Reporting Comprehensive Income:

6 unchanged sentences

For periods in which the Company reports net income, diluted net earnings per share is determined by using the weighted average number of common and dilutive common equivalent shares outstanding during the period, unless the effect is antidilutive.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The shares used to compute loss per share were as follows (in thousands):

Three months ended

Six months ended

Weighted average shares outstanding—basic

1 unchanged sentence

Weighted average shares outstanding—diluted

Options to purchase the Company’s common stock and unvested restricted and performance-based stock units aggregating 14.7 million and 6.8 million shares were excluded from the computation of diluted loss per share for the three months ended March 31, 2026 and 2025, respectively, because their effect would have been antidilutive.

In connection with a private placement completed in March 2023, the Company issued warrants that remain outstanding following the June 2024 redemption of the related preferred stock.

No warrant exercises occurred during the three months ended March 31, 2026.

In the three months ended March 31, 2025, holders exercised 0.2 million warrants, and the remaining warrants continue to be outstanding without modification (See Note 11).

The potential number of dilutive shares from the warrants outstanding totaled 4.7 million shares as of March 31, 2026 and 2025, respectively.

There was no impact on weighted average shares outstanding from these warrants for the three months ended March 31, 2026 as the average market price of the Company’s common stock was below the exercise price of $ 3.77 per share and their effect would have been antidilutive.

For the three months ended March 31, 2025, 0.5 million warrants would have been included in the calculation of diluted loss per share but had no impact due to the Company’s net loss position.

Options to purchase the Company’s common stock and unvested restricted and performance-based stock units totaling 12.8 million and 13.6 million shares as of June 30, 2026 and 2025, respectively, were excluded from the computation of diluted loss per share because their effect would have been antidilutive.

In connection with a private placement completed in March 2023, the Company issued 4.9 million warrants to purchase shares of the Company’s common stock at an exercise price of $ 3.77 per share, 4.7 million of which remain outstanding following the June 2024 redemption of the related preferred stock.

No warrant exercises occurred during the six months ended June 30, 2026.

In the six months ended June 30, 2025, holders exercised 0.2 million warrants, and the remaining warrants continue to remain outstanding without modification (See Note 11).

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The potential number of dilutive shares from the warrants outstanding totaled 4.7 million shares as of June 30, 2026 and 2025, respectively.

There was no impact on weighted average shares outstanding from these warrants for the six months ended June 30, 2026 as the average market price of the Company’s common stock was below the exercise price of $ 3.77 per share and their effect would have been antidilutive.

For the six months ended June 30, 2025, 0.2 million warrants would have been included in the calculation of diluted loss per share but had no impact due to the Company’s net loss position.

(3) INVENTORY

Inventory at March 31, 2026 and December 31, 2025 consisted of the following (in thousands):

Inventory at June 30, 2026 and December 31, 2025 consisted of the following (in thousands):

On-hand assemblies and finished goods inventories

2 unchanged sentences

Current portion

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

(4) INTANGIBLE ASSETS AND GOODWILL

The Company’s intangible assets at March 31, 2026 and December 31, 2025 consisted of the following (in thousands):

March 31, 2026

The Company’s intangible assets at June 30, 2026 and December 31, 2025 consisted of the following (in thousands):

June 30, 2026

Developed technology

5 unchanged sentences

Software licenses

Estimated future amortization expense for the Company’s intangible assets at March 31, 2026 was as follows (in thousands):

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Estimated future amortization expense for the Company’s intangible assets at June 30, 2026 was as follows (in thousands):

Years ending December 31,

Remainder of 2026

There were no changes to the carrying value of the Company’s goodwill in the three months ended March 31, 2026.

The components of goodwill at both March 31, 2026 and December 31, 2025 were as follows (in thousands):

There were no changes to the carrying value of the Company’s goodwill in the six months ended June 30, 2026.

The components of goodwill at both June 30, 2026 and December 31, 2025 were as follows (in thousands):

Accumulated impairment losses

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

(5) FAIR VALUE HIERARCHY

The carrying amounts of the Company’s cash equivalents, accounts receivable, accounts payable and borrowings under a revolving credit facility in the condensed consolidated balance sheets approximate fair value due to the immediate or short-term nature of these financial instruments.

The carrying amount of the Company’s term debt at March 31, 2026 and December 31, 2025 also approximates fair value, based on prevailing market conditions.

The Company’s warrant liability had a fair value of $ 0.7 million and $ 1.9 million as of March 31, 2026 and December 31, 2025, respectively.

The carrying amount of the Company’s term debt at June 30, 2026 and December 31, 2025 also approximates fair value, based on prevailing market conditions.

The Company’s warrant liability had a fair value of $ 1.0 million and $ 1.9 million as of June 30, 2026 and December 31, 2025, respectively.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants.

1 unchanged sentence

The three-tier fair value hierarchy is based on the level of independent, objective evidence surrounding the inputs used to measure fair value.

A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of inputs that is significant to the fair value measurement.

The fair value hierarchy is as follows:

● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

The Company had no assets or liabilities fair valued using Level 1 inputs at March 31, 2026 or December 31, 2025.

The Company had no assets or liabilities fair valued using Level 1 inputs at June 30, 2026 or December 31, 2025.

● Level 2 applies to assets or liabilities for which there are inputs that are directly or indirectly observable in the marketplace, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets).

At December 31, 2025, the Company determined the fair value of its defined benefit plans’ assets using Level 2 inputs.

There were no significant changes to the Company’s defined benefit plans’ assets during the three months ended March 31, 2026 that required the calculation of their fair value as of March 31, 2026.

Level 2 inputs were also used to determine the fair value of the Company’s derivative financial instruments at March 31, 2026.

There were no significant changes to the Company’s defined benefit plans’ assets during the six months ended June 30, 2026 that required the calculation of their fair value as of June 30, 2026.

Level 2 inputs were also used to determine the fair value of the Company’s derivative financial instruments at June 30, 2026.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Level 3 inputs were used to determine the fair value of the Company’s warrants at March 31, 2026 and December 31, 2025.

The Company had no transfers between Level 2 and Level 3 fair value measurements during the three months ended March 31, 2026 and 2025.

Level 3 inputs were used to determine the fair value of the Company’s warrants at June 30, 2026 and December 31, 2025.

The Company had no transfers between Level 2 and Level 3 fair value measurements during the three and six months ended June 30, 2026 or 2025.

(6) ACCRUED EXPENSES AND OTHER

Accrued expenses at March 31, 2026 and December 31, 2025 consisted of the following (in thousands):

Accrued expenses at June 30, 2026 and December 31, 2025 consisted of the following (in thousands):

Employee compensation and related costs

1 unchanged sentence

Taxes payable

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The changes in the Company’s warranty accrual balance in the three months ended March 31, 2026 were as follows (in thousands):

Balance at January 1, 2026

The changes in the Company’s warranty accrual balance in the six months ended June 30, 2026 and 2025 were as follows (in thousands):

Six months ended

Balance at beginning of year

Current period provisions

Balance at March 31, 2026

At March 31, 2026, the Company’s accrual for product warranties was reflected in its condensed consolidated balance sheet as a current liability in Accrued expenses and other of $ 5.3 million, and as a long-term liability in Other long-term liabilities of $ 7.5 million.

Balance at end of period

At June 30, 2026, the Company’s accrual for product warranties was reflected in its condensed consolidated balance sheet as a current liability in Accrued expenses and other of $ 5.3 million, and as a long-term liability in Other long-term liabilities of $ 7.7 million.

(8) RESTRUCTURING AND FACILITIES CONSOLIDATION INITIATIVES

The Company recorded restructuring and related expense aggregating $ 2.0 million and $ 5.3 million in the three months ended March 31, 2026 and 2025, respectively.

The Company recorded restructuring and related expense aggregating $ 4.4 million and $ 1.3 million in the three months ended June 30, 2026 and 2025, respectively and $ 6.5 million and $ 6.7 million in the six months ended June 30, 2026 and 2025, respectively.

Restructuring and related expense includes restructuring expense (primarily severance and related costs), estimated future variable and other lease costs for vacated properties with no intent or ability to sublease, and accelerated rent amortization expense.

2 unchanged sentences

The accelerated amortization is recorded as a component of Restructuring and related expense in the Company’s condensed consolidated statements of operations.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Related variable lease expenses will continue to be expensed as incurred through the vacate date, at which time the Company will reassess the liability balance to ensure it appropriately reflects the remaining liability associated with the premises and record a liability for the estimated future variable lease costs.

Accelerated amortization of lease assets is recognized from the date that the Company commences the plan to fully or partially vacate a facility, for which there is no intent or ability to enter into a sublease, through the final vacate date.

Amounts of accelerated rent amortization that are included as a component of restructuring and related expense are excluded from the tables below, as the liability for lease payments for each respective facility is included as a component of Operating lease liabilities in the Company’s condensed consolidated balance sheets at March 31, 2026 and December 31, 2025 (see Note 17).

The Company may incur additional future expense if it is unable to sublease other locations included in the facilities initiative.

The components of restructuring and related expense for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

The components of restructuring and related expense for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):

Three months ended

Six months ended

Severance and related costs

Variable and other facilities-related costs

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The following table presents the rollforward of accrued restructuring liabilities for the Company’s restructuring plans for the three months ended March 31, 2026 (in thousands):

The following table presents the rollforward of accrued restructuring liabilities for the Company’s restructuring plans for the six months ended June 30, 2026 (in thousands):

2022 and Prior

4 unchanged sentences

Charged to expense

Balances, March 31, 2026

Balances, June 30, 2026

2026 Restructuring Plan

1 unchanged sentence

Any positions eliminated in countries outside the United States are subject to local law and consultation requirements.

In connection with the 2026 Restructuring Plan, the Company recorded restructuring and related expense of $ 1.3 million in the three months ended March 31, 2026.

In connection with the 2026 Restructuring Plan, the Company recorded restructuring and related expense of $ 3.8 million and $ 5.1 million in the three and six months ended June 30, 2026, respectively.

2025 Restructuring Plan

2 unchanged sentences

Any positions eliminated in countries outside the United States are subject to local law and consultation requirements.

In connection with the 2025 Restructuring Plan, the Company recorded nominal restructuring and related expense in the three months ended March 31, 2026, and $ 2.4 million in the three months ended March 31, 2025, respectively.

In connection with the 2025

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Restructuring Plan, the Company did no t incur any restructuring and related expense in the three months ended June 30, 2026, but did incur nominal expense in the six months ended June 30, 2026.

The Company recorded restructuring and related expense of $ 0.2 million and $ 2.6 million in the three and six months ended June 30, 2025, respectively.

2022 and Prior Restructuring Plans

1 unchanged sentence

Substantially all the ongoing costs incurred under such plans in the periods presented relate to variable and other facilities-related costs.

In connection with these plans, the Company recorded restructuring and related expense of $ 0.7 million and $ 3.1 million in the three months ended March 31, 2026 and 2025, respectively.

In connection with these plans, the Company recorded restructuring and related expense of $ 0.6 million and $ 1.3 million in the three and six months ended June 30, 2026, respectively, and $ 1.2 million and $ 4.3 million in the three and six months ended June 30, 2025, respectively.

Balance Sheet Classification

The current portions of accrued restructuring were $ 4.0 million and $ 9.4 million at March 31, 2026 and December 31, 2025, respectively, and are included as components of Accrued expenses and other in the condensed consolidated balance sheets.

The long-term portions of accrued restructuring are included as components of Other long-term liabilities in the condensed consolidated balance sheets.

The long-term portions of accrued restructuring were $ 0.4 million and $ 0.5 million at March 31, 2026 and December 31, 2025, respectively.

The current portions of accrued restructuring and related expense were $ 4.7 million and $ 9.4 million at June 30, 2026 and December 31, 2025, respectively, and are included as components of Accrued expenses and other in the condensed consolidated balance sheets.

The long-term portions of accrued restructuring and related expense are included as components of Other long-term liabilities in the condensed consolidated balance sheets.

The long-term portions of accrued restructuring and related expense were $ 0.3 million and $ 0.5 million at June 30, 2026 and December 31, 2025, respectively.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

As of March 31, 2026, the Company had $ 339.9 million outstanding under its current credit facility (the “2024 Credit Facility”), all of which relate to the term loan.

Scheduled quarterly principal repayments continued during the period in accordance with the credit agreement.

There were no amounts outstanding under the revolving credit facility, and the Company had $ 35.0 million of available borrowing capacity as of March 31, 2026.

The Company remained in compliance with all financial covenants under the 2024 Credit Facility as of March 31, 2026.

As of June 30, 2026, the Company had $ 337.8 million outstanding under its credit facility (the Credit Facility), all of which relate to its term loan.

Scheduled quarterly principal repayments continued during the period in accordance with the terms of the Company’s Senior Secured Credit Facilities Credit Agreement (the “Credit Agreement”).

There were no amounts outstanding under the Company’s revolving credit facility under its Credit Agreement, and the Company had $ 35.0 million of available borrowing capacity under the revolving credit facility as of June 30, 2026.

On May 5, 2026, the Company entered into the First Amendment and Limited Waiver to Credit Agreement (the “First Amendment”) with Ribbon Communications Operating Company, Inc., HPS Investment Partners, LLC, as administrative agent, and the consenting lenders.

The First Amendment (1) waives compliance with the maximum consolidated net leverage ratio financial covenant as of and for the period ending June 30, 2026, (2) increases the Maximum Consolidated Net Leverage Ratio (as defined in the 2024 Credit Facility) to 4.50 :1.00 as of and for the period ending September 30, 2026, and sets the ratio for all subsequent quarters to 4.00 :1.00, and (3) modifies the applicable interest rate margins for any quarter in which the Consolidated Net Leverage Ratio exceeds 3.75 :1.00 to 7.00 %.

The Company had the following outstanding borrowings, unamortized debt issuance costs and original issue discount, letters of credit, interest rates, and remaining borrowing capacity under its current credit facility as of March 31, 2026 and December 31, 2025:

Debt issuance costs associated with the First Amendment totaled $ 1.0 million and are being amortized on a straight-line basis over the remaining life of the 2024 Credit Facility to Interest expense, net.

The Company remained in compliance with all financial covenants under the Credit Facility as of June 30, 2026.

The Company had the following outstanding borrowings, unamortized debt issuance costs and original issue discount, letters of credit, interest rates, and remaining borrowing capacity under the Credit Facility as of June 30, 2026 and December 31, 2025:

Current portion of Term Debt

10 unchanged sentences

Average Interest Rates:

Revolving line of credit

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The Company’s debt maturities as of March 31, 2026 were as follows:

The Company’s debt maturities as of June 30, 2026 were as follows:

Years ending December 31,

2 unchanged sentences

In the course of its business, the Company uses letters of credit, bank guarantees, and surety bonds (collectively, "Guarantees").

The Company had $ 11.2 million and $ 11.1 million of Guarantees under various uncommitted facilities as of March 31, 2026 and December 31, 2025, respectively.

The Company had no letters of credit outstanding under its current credit facility as of March 31, 2026 or December 31, 2025.

At March 31, 2026 and December 31, 2025, the Company had cash collateral of $ 2.0 million and $ 1.7 million supporting the Guarantees, respectively, which are reported as Restricted cash in the Company’s condensed consolidated balance sheets.

The Company had $ 11.5 million and $ 11.1 million of Guarantees under various uncommitted facilities as of June 30, 2026 and December 31, 2025, respectively.

The Company had no letters of credit outstanding under its Credit Facility as of June 30, 2026 or December 31, 2025.

At June 30, 2026 and December 31, 2025, the Company had cash collateral of $ 2.0 million and $ 1.7 million supporting the Guarantees, respectively, which are reported as Restricted cash in the Company’s condensed consolidated balance sheets.

(10) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

20 unchanged sentences

The effective portion of changes in the fair value of designated derivatives that qualify as cash flow hedges is recorded in Accumulated other comprehensive income in the condensed consolidated balance sheet and is subsequently reclassified into earnings in the period that the hedged forecasted transactions affect earnings.

Amounts reported in Accumulated other comprehensive income related to the Company’s derivative are reclassified to Research and development in the condensed consolidated statement of operations.

The impact of the Company’s derivative financial instruments designated as cash flow hedges on the Company’s condensed consolidated statements of operations and condensed consolidated statements of comprehensive loss for the three months ended March 31, 2026 was as follows (in thousands):

Amounts reported in Accumulated other comprehensive income related to the Company’s derivative are reclassified to product cost of revenue, service cost of revenue, research and development, sales and marketing, and general and administrative expenses in the condensed consolidated statement of operations.

The impact of the Company’s derivative financial instruments designated as cash flow hedges on the Company’s condensed consolidated statements of operations and condensed consolidated statements of comprehensive loss for the three and six months ended June 30, 2026 was as follows (in thousands):

Three months ended

Six months ended

Amount recognized in other comprehensive income (loss) on the derivative (effective portion)

Amount reclassified from accumulated other comprehensive income to Research and development

Unrealized loss on cash flow hedges, net of reclassifications into earnings

The Company expects that all amounts recorded in Accumulated other comprehensive income related to outstanding foreign exchange forward contracts will be reclassified into earnings within the next twelve months, as all contracts outstanding at March 31, 2026 mature no later than September 2026.

The Company's derivative liability designated as a hedging instrument and the related fair values and locations in the condensed consolidated balance sheet at March 31, 2026 are as follows (in thousands):

Amount reclassified from accumulated other comprehensive income to the condensed consolidated statement of operations

Unrealized gain on cash flow hedges, net of reclassifications into earnings

The Company's derivative asset designated as a hedging instrument and the related fair value and location in the condensed consolidated balance sheet at June 30, 2026 are as follows (in thousands):

Balance sheet location

Accrued expenses and other

The aggregate notional amounts and maturities of the Company’s outstanding foreign exchange rate forward contracts at March 31, 2026 were as follows:

Other current assets

The aggregate notional amounts and maturities of the Company’s outstanding foreign exchange rate forward contracts at June 30, 2026 were as follows:

Derivative Instrument

Foreign exchange rate forward contracts (cash flow hedges)

April 2026 - September 2026

The Company has classified the foreign exchange derivative aggregating $ 0.3 million at March 31, 2026 as Level 2 within the fair value hierarchy (see Note 5).

July 2026 - October 2026

The Company has classified the foreign exchange derivative aggregating $ 0.1 million at June 30, 2026 as Level 2 within the fair value hierarchy (see Note 5).

(11) PREFERRED STOCK AND WARRANTS

In connection with a private placement completed in March 2023, the Company issued warrants that remain outstanding following the June 2024 redemption of the related preferred stock.

No warrant exercises occurred during the three months ended March 31, 2026.

In the three months ended March 31, 2025, holders exercised 0.2 million warrants, and the remaining warrants continue to be outstanding without modification.

The Company accounts for the warrants as liability‑classified instruments under ASC 480, Distinguishing Liabilities from Equity , and remeasures them to fair value

No warrant exercises occurred during the

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

at each reporting date using a Black‑Scholes option‑pricing model.

six months ended June 30, 2026.

In the six months ended June 30, 2025, holders exercised 0.2 million warrants, and the remaining warrants continue to be outstanding without modification.

The Company accounts for the warrants as liability‑classified instruments under ASC 480, Distinguishing Liabilities from Equity , and remeasures them to fair value at each reporting date using a Black‑Scholes option‑pricing model.

Changes in fair value are recognized within Other income, net in the condensed consolidated statements of operations.

The Company determined the fair value of the warrants using Level 3 input.

The key assumptions into the model utilized were as follows as of March 31, 2026 and December 31, 2025:

The Company determined the fair value of the warrants using Level 3 inputs.

The key assumptions into the model utilized were as follows as of June 30, 2026 and December 31, 2025:

Risk-free rate

2 unchanged sentences

Fair value of warrant per share

The changes in the Company’s warrant liabilities for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Three months ended March 31,

The changes in the Company’s warrant liabilities for the six months ended June 30, 2026 and 2025 were as follows (in thousands):

Six months ended

Balance at beginning of year

5 unchanged sentences

The registration requirement was completed on May 19, 2023.

During the three months ended March 31, 2025, 176,658 of the warrants were exercised in cashless exercises, resulting in the issuance of 32,573 of the Company’s common stock at a weighted average fair value of $ 4.62 per share.

There were 4,681,432 remaining warrants outstanding as of March 31, 2026.

During the six months ended June 30, 2025, 176,658 of the warrants were exercised in cashless exercises, resulting in the issuance of 32,573 shares of the Company’s common stock at a weighted average fair value of $ 4.62 per share.

There were 4,681,432 remaining warrants outstanding as of June 30, 2026.

(12) REVENUE RECOGNITION

4 unchanged sentences

Both proprietary hardware and software only solutions are also sold on a standalone basis.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Services include customer support (software updates, upgrades and technical support), consulting, design services, installation services and training.

1 unchanged sentence

For these contracts, the Company accounts for individual performance obligations separately if they are considered distinct.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

When an arrangement contains more than one performance obligation, the Company will allocate the transaction price to each performance obligation on a relative standalone selling price basis.

25 unchanged sentences

The progress toward completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation.

When the measure of progress is based upon expended labor, progress toward completion is measured as the ratio of labor time expended to date versus the total estimated labor time required to complete the performance obligation.

When the measure of progress is based upon expended labor, progress toward completion is measured as the ratio of labor time expended to date versus the total estimated labor time required

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

to complete the performance obligation.

Revenue is recorded proportionally as costs are incurred or as labor is expended.

2 unchanged sentences

The related revenue is typically recognized as the training services are performed, typically over a period of one to five days .

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Payment terms for the Company’s contracts with its customers typically range from 30 to 60 days from the invoice date.

2 unchanged sentences

However, if a contract includes a significant financing component, the transaction price is adjusted for the time value of money.

For the three months ended March 31, 2026, the impact of financing components was immaterial.

For the three and six months ended June 30, 2026, the impact of financing components was immaterial.

Amounts billed to customers for sales and other taxes are excluded from the transaction price.

32 unchanged sentences

Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Judgment is required to determine the SSP for each distinct performance obligation.

1 unchanged sentence

In these instances, the Company may use information such as the size of the customer and geographic region in determining the SSP.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Deferred Revenue

2 unchanged sentences

The value of deferred revenue will increase or decrease based on the timing of invoices and recognition of revenue.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Disaggregation of Revenue

The Company disaggregates its revenue from contracts with customers based on the nature of the products and services and the geographic regions in which each customer is domiciled.

The Company’s total revenue for the three months ended March 31, 2026 and 2025 was disaggregated geographically as follows:

The Company’s total revenue for the three and six months ended June 30, 2026 and 2025 was disaggregated geographically as follows:

Service revenue

1 unchanged sentence

(professional

Three months ended March 31, 2026

Three months ended June 30, 2026

(maintenance)

5 unchanged sentences

(professional

Three months ended March 31, 2025

Three months ended June 30, 2025

(maintenance)

2 unchanged sentences

Europe, Middle East and Africa

The Company’s product revenue from its direct sales program and from indirect sales through its channel partner program for the three months ended March 31, 2026 and 2025 was as follows (in thousands):

Service revenue

(professional

Six months ended June 30, 2026

(maintenance)

Total revenue

United States

Europe, Middle East and Africa

Service revenue

(professional

Six months ended June 30, 2025

(maintenance)

Total revenue

United States

Europe, Middle East and Africa

The Company’s product revenue from its direct sales program and from indirect sales through its channel partner program for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):

Three months ended

Six months ended

Indirect sales through channel partner program

The Company’s product revenue from sales to enterprise customers and from sales to service provider customers for the three months ended March 31, 2026 and 2025 was as follows (in thousands):

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The Company’s product revenue from sales to enterprise customers and from sales to service provider customers for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):

Three months ended

Six months ended

Sales to enterprise customers

Sales to service provider customers

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The Company’s product revenue and service revenue components by segment for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

The Company’s product revenue and service revenue components by segment for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):

Three months ended

Six months ended

Product revenue:

17 unchanged sentences

These assets and liabilities are reported in the Company’s condensed consolidated balance sheets on a contract-by-contract basis as of the end of each reporting period.

Changes in the contract asset and liability balances during the three months ended March 31, 2026 were not materially impacted by any factors other than billing and revenue recognition.

Changes in the contract asset and liability balances during the six months ended June 30, 2026 were not materially impacted by any factors other than billing and revenue recognition.

Nearly all of the Company’s deferred revenue balance is related to services revenue, primarily customer support contracts.

2 unchanged sentences

In some arrangements, the Company allows customers to pay for term-based software licenses and products over the term of the software license.

The Company also sells SaaS-based software under subscription arrangements, with payment terms over the term of the SaaS agreement.

Amounts recognized as revenue in excess of amounts billed are recorded as unbilled receivables.

Unbilled receivables that are anticipated to be invoiced in the next twelve months are included in Accounts receivable on the Company’s condensed consolidated balance sheets.

The Company also sells SaaS-based software under subscription arrangements, with

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The changes in the Company’s accounts receivable, unbilled receivables and deferred revenue balances for the three months ended March 31, 2026 were as follows (in thousands):

payment terms over the term of the SaaS agreement.

Amounts recognized as revenue in excess of amounts billed are recorded as unbilled receivables.

Unbilled receivables that are anticipated to be invoiced in the next twelve months are included in Accounts receivable on the Company’s condensed consolidated balance sheets.

The changes in the Company’s accounts receivable, unbilled receivables and deferred revenue balances for the six months ended June 30, 2026 were as follows (in thousands):

Balance at January 1, 2026

Increase (decrease), net

Balance at March 31, 2026

The Company recognized approximately $ 43 million of revenue in the three months ended March 31, 2026 that was recorded as deferred revenue at December 31, 2025 and approximately $ 51 million of revenue in the three months ended March 31, 2025 that was recorded as deferred revenue at December 31, 2024.

Of the Company’s deferred revenue reported as long-term in its condensed consolidated balance sheet at March 31, 2026, the Company expects that approximately $ 12 million will be recognized as revenue in 2027 , approximately $ 9 million will be recognized as revenue in 2028 and approximately $ 11 million will be recognized as revenue in 2029 and beyond.

Balance at June 30, 2026

The Company recognized approximately $ 70 million of revenue in the six months ended June 30, 2026 that was recorded as deferred revenue at December 31, 2025 and approximately $ 75 million of revenue in the six months ended June 30, 2025 that was recorded as deferred revenue at December 31, 2024.

Of the Company’s deferred revenue reported as long-term in its condensed consolidated balance sheet at June 30, 2026, the Company expects that approximately $ 15 million will be recognized as revenue in 2027 , approximately $ 8 million will be recognized as revenue in 2028 and approximately $ 12 million will be recognized as revenue in 2029 and beyond.

The Company applies the optional exemption of not disclosing the transaction price allocated to the remaining performance obligation for its contracts with an original duration of less than one year.

In 2024, the Company entered into a contract with an existing customer that has revenue allocated to remaining performance obligations, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods of approximately $ 163 million and $ 171 million as of March 31, 2026 and December 31, 2025, respectively.

In 2024, the Company entered into a contract with an existing customer that has revenue allocated to remaining performance obligations, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods of approximately $ 155 million and $ 171 million as of June 30, 2026 and December 31, 2025, respectively.

At this time, the Company expects to recognize the majority of the revenue related to this contract in the years 2026 through 2028.

3 unchanged sentences

These costs have been deferred on our condensed consolidated balance sheet and are being amortized over the expected life of the customer contract, which is generally five years .

At March 31, 2026 and December 31, 2025, the Company had $ 2.1 million of deferred sales commissions capitalized.

At June 30, 2026 and December 31, 2025, the Company had $ 2.1 million of deferred sales commissions capitalized.

(13) OPERATING SEGMENT INFORMATION

2 unchanged sentences

The Cloud and Edge segment provides secure and reliable software and hardware products, solutions and services for enabling Voice over Internet Protocol ("VoIP") communications, Voice over Long-Term Evolution ("VoLTE") and Voice Over 5G ("VoNR") communications, and Unified Communications and Collaboration ("UC&C") within service provider and enterprise networks and from the cloud.

The Cloud and Edge products are increasingly software-centric and cloud-native for deployment on private, public or hybrid cloud infrastructures, in data centers, on enterprise premises and within service provider networks.

Ribbon's Cloud and Edge product portfolio consists primarily of its Session Border Controller ("SBC") products and its Network Transformation products.

The IP Optical Networks segment provides high-performance, secure solutions for IP networking and optical

The Cloud and Edge products are increasingly software-centric and cloud-native for deployment on private, public or hybrid cloud infrastructures, in data centers, on enterprise premises

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

transport, supporting wireless networks including 5G, metro and edge aggregation, core networking, data center interconnect, legacy transformation and transport solutions for wholesale carriers.

and within service provider networks.

Ribbon's Cloud and Edge product portfolio consists primarily of its Session Border Controller ("SBC") products and its Network Transformation products.

The IP Optical Networks segment provides high-performance, secure solutions for IP networking and optical transport, supporting wireless networks including 5G, metro and edge aggregation, core networking, data center interconnect, legacy transformation and transport solutions for wholesale carriers.

This portfolio is offered to service provider, enterprise and industry verticals with critical transport network infrastructures including utilities, government, defense, transportation, and education and research.

10 unchanged sentences

Notes to Condensed Consolidated Financial Statements (Continued)

The tables below present significant segment expenses regularly reviewed by the CODM for the three months ended March 31, 2026 and 2025 (in thousands):

The tables below present significant segment expenses regularly reviewed by the CODM for the three and six months ended June 30, 2026 and 2025 (in thousands):

Three months ended

Six months ended

Segment revenue:

2 unchanged sentences

Three months ended

Six months ended

Segment adjusted gross profit:

9 unchanged sentences

Amortization of acquired intangible assets

Acquisition-, disposal- and integration-related expense

Restructuring and related expense

Interest expense, net

Other income, net

Other expense (income), net

Loss before income taxes

Three months ended

Six months ended

Segment depreciation expense:

5 unchanged sentences

(14) MAJOR CUSTOMERS

The following customers contributed 10% or more of the Company’s revenue in the three months ended March 31, 2026 and 2025:

The following customers contributed 10% or more of the Company’s revenue in the three and six months ended June 30, 2026 and 2025:

Three months ended

Six months ended

Verizon Communications Inc.

1 unchanged sentence

* Less than 10% of total revenue

At March 31, 2026 and December 31, 2025, no customer accounted for 10% or more of the Company’s accounts receivable balance.

At June 30, 2026 and December 31, 2025, no customer accounted for 10% or more of the Company’s accounts receivable balance.

The Company performs ongoing credit evaluations of its customers and generally does not require collateral on accounts receivable.

3 unchanged sentences

Commencing on June 5, 2025 and continuing through December 31, 2027, the Repurchase Program is being funded with cash on hand or cash generated from operations.

During the three months ended March 31, 2026, the Company used $ 0.8 million, including transaction fees, to repurchase and retire 0.4 million shares of its common stock under the Repurchase Program.

During the six months ended June 30, 2026, the Company used $ 0.8 million, including transaction fees, to repurchase and retire 0.4 million shares of its common stock under the Repurchase Program.

Since the start of the Repurchase Program, the Company has used $ 9.8 million, including transaction fees, to repurchase and retire 2.9 million shares of its common stock.

Repurchases are subject to the terms of the Company’s senior secured credit facility, as amended, which limits aggregate share repurchases to $ 15 million and subjects such repurchases to compliance with specified financial covenants and leverage requirements.

Repurchases are subject to the terms of the Company’s Credit Facility, which limits aggregate share repurchases to $ 15 million and subjects such repurchases to compliance with specified financial covenants and leverage requirements.

(16) STOCK-BASED COMPENSATION PLANS

8 unchanged sentences

The Market PSUs have one three-year performance period, beginning January 1 in the year of grant and ending on December 31, three years thereafter.

The number of shares of common stock underlying the PSUs that can be earned will not exceed 150 % of the Performance or 200 % Market PSUs.

The number of shares of common stock underlying the PSUs that can be earned will not exceed 150 % of the target Performance PSUs or 200 % of the target Market PSUs.

Shares subject to PSUs that fail to be earned will be forfeited.

2 unchanged sentences

Restricted Stock Units

The activity related to the Company’s RSUs for the three months ended March 31, 2026 was as follows:

The activity related to the Company’s RSUs for the six months ended June 30, 2026 was as follows:

Unvested balance at January 1, 2026

Unvested balance at March 31, 2026

The total grant date fair value of shares of restricted stock underlying RSUs that vested during the three months ended March 31, 2026 was $ 0.5 million.

( 4,008,489 )

Unvested balance at June 30, 2026

The total grant date fair value of shares of restricted stock underlying RSUs that vested during the six months ended June 30, 2026 was $ 14.3 million.

Performance-Based Stock Units

The activity related to the Company’s PSUs for the three months ended March 31, 2026 was as follows:

The activity related to the Company’s PSUs for the six months ended June 30, 2026 was as follows:

Unvested balance at January 1, 2026

Unvested balance at March 31, 2026

( 1,272,210 )

( 1,330,797 )

Unvested balance at June 30, 2026

The total grant date fair value of shares of restricted stock underlying PSUs that vested during the six months ended June 30, 2026 was $ 4.8 million.

Stock-Based Compensation

The condensed consolidated statements of operations include stock-based compensation for the three months ended March 31, 2026 and 2025 as follows (in thousands):

The condensed consolidated statements of operations include stock-based compensation for the three and six months ended June 30, 2026 and 2025 as follows (in thousands):

Three months ended

Six months ended

Product cost of revenue

3 unchanged sentences

General and administrative

At March 31, 2026, there was $ 25.1 million, net of expected forfeitures, of unrecognized stock-based compensation expense related to unvested RSUs and PSUs.

This expense is expected to be recognized over a weighted average period of approximately 1.4 years.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

At June 30, 2026, there was $ 29.0 million, net of expected forfeitures, of unrecognized stock-based compensation expense related to unvested RSUs and PSUs.

This expense is expected to be recognized over a weighted average period of approximately two years .

The Company has operating leases for corporate offices and research and development facilities.

9 unchanged sentences

The measurement of the right-of-use asset also includes any lease payments made prior to the commencement date (excluding any lease incentives) and initial direct costs incurred.

The Company assessed its right-of-use assets for impairment as of March 31, 2026 and December 31, 2025 and determined no impairment has occurred.

The Company assessed its right-of-use assets for impairment as of June 30, 2026 and December 31, 2025 and determined no impairment has occurred.

Lease terms may include options to extend or terminate the lease and the Company incorporates such options in the lease term when it has the unilateral right to make such an election and it is reasonably certain that the Company will exercise that option.

6 unchanged sentences

Accordingly, the Company may accelerate the amortization of those lease assets through the planned cease-use date of each facility, resulting in additional amortization expense.

No such accelerated amortization was recorded in the three months ended March 31, 2026 or 2025.

The Company did no t record estimated future variable lease costs in the three months ended March 31, 2026 or 2025 related to the 2022 Restructuring Plan.

No such accelerated amortization was recorded in three and six months ended June 30, 2026 or 2025.

The Company did no t record estimated future variable lease costs in the three and six months ended June 30, 2026 or 2025 related to the 2022 Restructuring Plan.

All incremental accelerated amortization and accruals for estimated future variable costs are included in Restructuring and related expense in the Company’s condensed consolidated statements of operations.

At March 31, 2026 and December 31, 2025, the Company had accruals of $ 0.7 million and $ 0.8 million, respectively, for all future anticipated variable lease costs related to these facilities.

The Company may incur additional future expense if it is unable to sublease other locations included in the facilities initiative.

The Company leases its corporate offices and other facilities under operating leases, which expire at various times through 2036.

At June 30, 2026 and December 31, 2025, the Company had accruals of $ 0.6 million and $ 0.8 million, respectively, for all future

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

The Company’s right-of-use lease assets and lease liabilities at March 31, 2026 and December 31, 2025 were as follows (in thousands):

anticipated variable lease costs related to these facilities.

The Company may incur additional future expense if it is unable to sublease other locations included in the facilities initiative.

The Company leases its corporate offices and other facilities under operating leases, which expire at various times through 2036.

The Company’s right-of-use lease assets and lease liabilities at June 30, 2026 and December 31, 2025 were as follows (in thousands):

Classification

6 unchanged sentences

Total Operating lease liabilities

The components of lease expense for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

The components of lease expense for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):

Three months ended

Six months ended

Operating lease cost*

3 unchanged sentences

Net lease cost

No accelerated amortization was recorded in the three months ended March 31, 2026 or 2025.

No variable lease costs were expensed in the three months ended March 31, 2026 or 2025 for future estimated variable expenses related to certain assets partially or fully vacated with no intent or ability to sublease.

Cash flows related to the Company’s leases included in the measurement of operating lease liabilities were classified as operating cash flows and totaled $ 4.4 million and $ 3.5 million in the three months ended March 31, 2026 and 2025, respectively.

The Company’s non-cash investing and financing activities in the three months ended March 31, 2025 related to the addition of operating leases resulted in right-of-use assets (“ROUs”) obtained in exchange for lease obligations of $ 16.6 million and operating lease liabilities recorded of $ 27.3 million.

There were no non‑cash investing or financing activities related to operating leases in the three months ended March 31, 2026.

Other information related to the Company’s leases as of March 31, 2026 and December 31, 2025 was as follows (in thousands):

No accelerated amortization was recorded in the three and six months ended June 30, 2026 or 2025.

No variable lease costs were expensed in the three and six months ended June 30, 2026 or 2025 for future estimated variable expenses related to certain assets partially or fully vacated with no intent or ability to sublease.

Cash flows related to the Company’s leases included in the measurement of operating lease liabilities were classified as operating cash flows and totaled $ 8.8 million and $ 7.7 million in the six months ended June 30, 2026 and 2025, respectively.

The Company’s non-cash investing and financing activities in the six months ended June 30, 2025 related to the addition of operating leases resulted in right-of-use assets (“ROUs”) obtained in exchange for lease obligations of $ 17.3 million and operating lease liabilities recorded of $ 28.0 million.

There were no material non‑cash investing or financing activities related to operating leases in the six months ended June 30, 2026.

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Other information related to the Company’s leases as of June 30, 2026 and December 31, 2025 was as follows (in thousands):

Weighted average remaining lease term (years):

2 unchanged sentences

Operating leases

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

Future minimum fixed lease payments under noncancelable leases at March 31, 2026 were as follows (in thousands):

Future minimum fixed lease payments under noncancelable leases at June 30, 2026 were as follows (in thousands):

Remainder of 2026

3 unchanged sentences

(18) INCOME TAXES

The Company recorded an income tax benefit of $ 6.4 million and $ 0.8 million in the three months ended March 31, 2026 and 2025, respectively.

The Company recorded an income tax benefit of $ 4.7 million and an income tax provision $ 1.4 million in the six months ended June 30, 2026 and 2025, respectively.

These amounts reflect the Company’s estimates of the effective rates expected to be applicable for the respective full years, adjusted for any discrete events, which are recorded in the period in which they occur.

3 unchanged sentences

(19) RELATED PARTIES

The Company recognized revenue from its largest stockholder of $ 0.9 million and $ 1.7 million in the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, the Company had accounts receivable of $ 7.1 million outstanding from its largest stockholder, compared to $ 8.5 million as of December 31, 2025.

The Company recognized revenue from its largest stockholder of $ 1.1 million and $ 1.3 million in the three months ended June 30, 2026 and 2025, respectively, and $ 2.1 million and $ 3.0 million in the six months ended June 30, 2026 and 2025, respectively.

As of June 30, 2026, the Company had accounts receivable of $ 6.5 million outstanding from its largest stockholder, compared to $ 8.5 million as of December 31, 2025.

(20) COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

("ECI") in 2020, ECI had previously received research and development grants from the Office of the Innovation Authority of the Israeli Ministry of Economics (the "IIA").

The Company assumed ECI’s contract with the IIA, which requires the Company to pay royalties to the IIA on proceeds from the sale of products that the Israeli government has supported by way of research and development grants.

The Company assumed ECI’s contract with the IIA, which requires the Company to pay

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

royalties to the IIA on proceeds from the sale of products that the Israeli government has supported by way of research and development grants.

The royalties for grants prior to 2017 were calculated at the rates of 1.3 % to 5.0 % of the aggregated proceeds from the sale of such products developed at certain of the Company’s research and development (“R&D”) centers, up to an amount not exceeding 100 % of such grants plus interest at the London Inter-Bank Offered Rate (“LIBOR”).

1 unchanged sentence

For grants approved in 2024 and thereafter, interest is calculated based on the Secured Overnight Financing Rate (“SOFR”).

RIBBON COMMUNICATIONS INC.

Notes to Condensed Consolidated Financial Statements (Continued)

At March 31, 2026, the Company had $ 2.1 million of unpaid royalties accrued.

The Company’s maximum possible future royalties commitment at March 31, 2026 of $ 11.5 million, including interest of $ 0.8 million, was based upon estimates of future sales of product and services and the grants received from the IIA not yet repaid.

At June 30, 2026, the Company had $ 3.3 million of unpaid royalties accrued.

The Company’s maximum possible future royalties commitment at June 30, 2026 of $ 11.6 million, including interest of $ 0.8 million, was based upon estimates of future sales of product and services and the grants received from the IIA not yet repaid.

The Company is often a party to disputes and legal proceedings that it considers routine and incidental to its business, including those described below.

9 unchanged sentences

In both complaints, Charter is seeking monetary damages.

The Company filed its answer to the first complaint file in New York on December 7, 2022 and to the second complaint filed in Delaware on January 9, 2023.

On May 14, 2025, the Delaware court granted our dispositive motion for summary judgment and denied Charter’s motion for partial summary judgment.

The Company filed its answer to the first complaint filed in New York on December 7, 2022 and to the second complaint filed in Delaware on January 9, 2023.

On May 14, 2025, the Delaware court granted the Company’s dispositive motion for summary judgment and denied Charter’s motion for partial summary judgment.

Charter appealed the Delaware court’s decision, but on December 18, 2025, the Delaware Supreme Court affirmed the lower court’s judgment.

This resolved the case in Delaware.

No trial date has been set for the case in New York.

On May 28, 2026, the New York court also granted the Company’s dispositive motion for summary judgment and denied Charter’s motion for partial summary judgment.

Charter has appealed the New York court’s decision.

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