SANMINA CORP 10-K

Item 8. Financial Statements and Supplementary Data The information required by this item is included below and incorporated by reference from the financial statement schedule included in “Part IV, Item 15(a)(2)” of this report. 44 Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Sanmina Corporation Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Sanmina Corporation and its subsidiaries (the “Company”) as of September 27, 2025 and September 28, 2024, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended September 27, 2025, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of September 27, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 27, 2025 and September 28, 2024 , and the results of its operations and its cash flows for each of the three years in the period ended September 27, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 27, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A . Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 45 Table of Contents Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Revenue Recognition using the Cost-to-cost Method for Government Contracts in the Defense and Aerospace Division As described in Notes 2 and 4 to the consolidated financial statements, revenues for the CPS segment were $1.6 billion for the year ended September 27, 2025, of which the defense and aerospace division represents a portion of the segment. In the defense and aerospace division, management applies the cost-to-cost method for government contracts which requires the use of significant judgments with respect to estimated materials, labor, and subcontractor costs included in the total estimated costs at completion. The principal considerations for our determination that performing procedures relating to revenue recognition using the cost-to-cost method for government contracts in the defense and aerospace division is a critical audit matter are (i) the significant judgment by management when developing the total estimated costs at completion and (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and in evaluating management‘s significant assumptions related to estimated materials, labor, and subcontractor costs. Also as disclosed by management, material weaknesses existed during the year related to this matter. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over the cost-to-cost method for government contracts in the defense and aerospace division. These procedures also included, among others, (i) testing management’s process for developing the total estimated costs at completion for a sample of defense and aerospace government contracts; (ii) testing the completeness and accuracy of underlying data used by management in developing the total estimated costs; and (iii) evaluating the reasonableness of the significant assumptions used by management related to estimated materials, labor, and subcontractor costs. Evaluating management’s assumptions related to the estimated materials, labor and subcontractor costs involved (i) assessing management’s ability to reasonably estimate costs for government contracts by assessing the nature and status of government contracts; (ii) performing retrospective reviews of government contract estimates and changes in estimates over time; and (iii) obtaining evidence to support total estimated costs at completion. /s/ PricewaterhouseCoopers LLP San Jose, California November 13, 2025 We have served as the Company’s auditor since 2016. 46 Table of Contents SANMINA CORPORATION CONSOLIDATED BALANCE SHEETS As of September 27, 2025 September 28, 2024 (In thousands, except par value) ASSETS Current assets: Cash and cash equivalents $ 926,267 $ 625,860 Accounts receivable, net of allowances of approximately $ 8 million and $ 7 million as of September 27, 2025 and September 28, 2024, respectively 1,400,129 1,337,562 Contract assets 425,944 384,077 Inventories 1,988,462 1,443,629 Prepaid expenses and other current assets 124,656 79,301 Total current assets 4,865,458 3,870,429 Property, plant and equipment, net 682,354 616,067 Deferred income tax assets 171,218 160,703 Other 139,143 175,646 Total assets $ 5,858,173 $ 4,822,845 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 1,578,895 $ 1,441,984 Accrued liabilities 179,605 132,513 Deferred revenue and customer advances 878,474 215,553 Accrued payroll and related benefits 167,541 133,129 Short-term debt, including current portion of long-term debt 17,500 17,500 Total current liabilities 2,822,015 1,940,679 Long-term liabilities: Long-term debt 282,974 299,823 Other 214,021 220,835 Total long-term liabilities 496,995 520,658 Commitments and contingencies Stockholders’ equity: Preferred stock, $ 0.01 par value, authorized 5,000 shares, none issued and outstanding — — Common stock, $ 0.01 par value, authorized 166,667 shares; 114,561 and 113,117 shares issued and 53,404 and 53,921 shares outstanding as of September 27, 2025 and September 28, 2024, respectively 534 539 Treasury stock, 61,157 and 59,196 shares as of September 27, 2025 and September 28, 2024, respectively, at cost ( 1,896,367 ) ( 1,739,550 ) Additional paid-in capital 6,641,698 6,576,360 Accumulated other comprehensive income 69,620 66,741 Accumulated deficit ( 2,461,579 ) ( 2,707,472 ) Noncontrolling interest 185,257 164,890 Total stockholders’ equity 2,539,163 2,361,508 Total liabilities and stockholders’ equity $ 5,858,173 $ 4,822,845 See accompanying notes to the consolidated financial statements. 47 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF INCOME Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands, except per share amounts) Net sales $ 8,128,382 $ 7,568,328 $ 8,935,048 Cost of sales 7,412,025 6,927,899 8,191,837 Gross profit 716,357 640,429 743,211 Operating expenses: Selling, general and administrative 290,221 266,194 255,072 Research and development 31,087 28,514 26,427 Acquisition and integration charges 34,162 — — Restructuring 6,319 10,227 6,054 Total operating expenses 361,789 304,935 287,553 Operating income 354,568 335,494 455,658 Interest income 15,855 12,440 13,595 Interest expense ( 20,151 ) ( 29,183 ) ( 36,290 ) Other income (expense), net ( 10,844 ) ( 1,216 ) ( 20,156 ) Interest and other, net ( 15,140 ) ( 17,959 ) ( 42,851 ) Income before income taxes 339,428 317,535 412,807 Provision for income taxes 73,168 79,784 85,294 Net income before noncontrolling interest 266,260 237,751 327,513 Less: Net income attributable to noncontrolling interest 20,367 15,215 17,543 Net income attributable to common shareholders $ 245,893 $ 222,536 $ 309,970 Net income attributable to common shareholders per share: Basic $ 4.56 $ 4.00 $ 5.36 Diluted $ 4.46 $ 3.91 $ 5.18 Weighted-average shares used in computing per share amounts: Basic 53,947 55,592 57,847 Diluted 55,178 56,970 59,815 See accompanying notes to the consolidated financial statements. 48 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Net income before noncontrolling interest $ 266,260 $ 237,751 $ 327,513 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 4,478 4,931 4,376 Defined benefit pension plans ( 1,823 ) 92 4,863 Derivative financial instruments: Change in net unrealized amount 4,376 ( 3,096 ) 19,279 Amount reclassified into net income before noncontrolling interest ( 4,152 ) ( 6,065 ) ( 13,964 ) Total other comprehensive income (loss), net of tax 2,879 ( 4,138 ) 14,554 Comprehensive income before noncontrolling interest 269,139 233,613 342,067 Less: Comprehensive income attributable to noncontrolling interest 20,367 15,215 17,543 Comprehensive income attributable to common shareholders $ 248,772 $ 218,398 $ 324,524 See accompanying notes to the consolidated financial statements. 49 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY Common Stock and Additional Paid-in Capital Treasury Stock Number of Shares Amount Number of Shares Amount Accumulated Other Comprehensive Income Accumulated Deficit Noncontrolling Interest Total (In thousands) BALANCE AT OCTOBER 1, 2022 110,160 $ 6,381,348 ( 52,766 ) $ ( 1,378,159 ) $ 56,325 $ ( 3,239,978 ) $ — $ 1,819,536 Issuances under stock plans 1,390 3,412 — — — — — 3,412 Stock-based compensation expense — 50,402 — — — — — 50,402 Repurchases of treasury stock — — ( 1,578 ) ( 84,784 ) — — — ( 84,784 ) Tax withholding on stock-based compensation — — ( 374 ) ( 22,309 ) — — — ( 22,309 ) Other comprehensive income (loss), net of tax — — — — 14,554 — — 14,554 Sale of noncontrolling interest — 78,169 — — — — 132,132 210,301 Net income — — — — — 309,970 17,543 327,513 BALANCE AT SEPTEMBER 30, 2023 111,550 $ 6,513,331 ( 54,718 ) $ ( 1,485,252 ) $ 70,879 $ ( 2,930,008 ) $ 149,675 $ 2,318,625 Issuances under stock plans 1,567 6,161 — — — — — 6,161 Stock-based compensation expense — 57,407 — — — — — 57,407 Repurchases of treasury stock — — ( 3,965 ) ( 228,456 ) — — — ( 228,456 ) Tax withholding on stock-based compensation — — ( 513 ) ( 25,842 ) — — — ( 25,842 ) Other comprehensive income (loss), net of tax — — — — ( 4,138 ) — — ( 4,138 ) Net income — — — — — 222,536 15,215 237,751 BALANCE AT SEPTEMBER 28, 2024 113,117 $ 6,576,899 ( 59,196 ) $ ( 1,739,550 ) $ 66,741 $ ( 2,707,472 ) $ 164,890 $ 2,361,508 Issuances under stock plans 1,444 — — — — — — — Stock-based compensation expense — 63,396 — — — — — 63,396 Repurchases of treasury stock and other — 1,937 ( 1,435 ) ( 113,797 ) — — — ( 111,860 ) Tax withholding on stock-based compensation — — ( 526 ) ( 43,020 ) — — — ( 43,020 ) Other comprehensive income (loss), net of tax — — — — 2,879 — — 2,879 Net income — — — — — 245,893 20,367 266,260 BALANCE AT SEPTEMBER 27, 2025 114,561 $ 6,642,232 ( 61,157 ) $ ( 1,896,367 ) $ 69,620 $ ( 2,461,579 ) $ 185,257 $ 2,539,163 See accompanying notes to the consolidated financial statements. 50 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES: Net income before noncontrolling interest $ 266,260 $ 237,751 $ 327,513 Adjustments to reconcile net income before noncontrolling interest to cash provided by (used in) operating activities: Depreciation and amortization 119,466 122,418 118,237 Stock-based compensation expense 63,396 57,407 50,402 Deferred income taxes ( 11,812 ) 30,346 28,753 Other, net ( 5,664 ) ( 1,116 ) 1,768 Changes in operating assets and liabilities, net of amounts acquired: Accounts receivable ( 63,764 ) ( 104,389 ) ( 89,462 ) Contract assets ( 41,866 ) 61,680 29,964 Inventories ( 542,739 ) 35,705 210,218 Prepaid expenses and other assets 227 325 ( 17,753 ) Accounts payable 99,050 ( 111,550 ) ( 418,191 ) Deferred revenue and customer advances 662,921 89,194 55,611 Accrued liabilities and other 75,182 ( 77,555 ) ( 61,892 ) Cash provided by operating activities 620,657 340,216 235,168 CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES: Purchases of property, plant and equipment ( 147,357 ) ( 111,227 ) ( 191,367 ) Proceeds from sales of property, plant and equipment 4,881 2,031 1,409 Purchases of investments ( 15,040 ) ( 5,200 ) ( 2,500 ) Proceeds from sale of investments 49,309 — — Cash used in investing activities ( 108,207 ) ( 114,396 ) ( 192,458 ) CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES: Proceeds from revolving credit facility borrowings 562,700 2,108,800 2,980,800 Repayments of revolving credit facility borrowings ( 562,700 ) ( 2,108,800 ) ( 2,980,800 ) Repayments of borrowings ( 17,500 ) ( 21,570 ) ( 17,500 ) Net proceeds from stock issuances — 6,161 3,412 Repurchases of common stock ( 113,797 ) ( 228,456 ) ( 84,784 ) Payments for tax withholding on stock-based compensation ( 43,020 ) ( 25,842 ) ( 22,309 ) Proceeds from sale of noncontrolling interest — — 215,799 Other 477 — ( 113 ) Cash provided by (used in) financing activities ( 173,840 ) ( 269,707 ) 94,505 Effect of exchange rate changes 1,750 2,177 498 Increase (decrease) in cash, cash equivalents and restricted cash equivalents 340,360 ( 41,710 ) 137,713 Cash, cash equivalents and restricted cash equivalents at beginning of year 625,860 667,570 529,857 Cash, cash equivalents and restricted cash equivalents at end of year $ 966,220 $ 625,860 $ 667,570 Cash paid during the year: Interest, net of capitalized interest $ 16,582 $ 26,099 $ 32,486 Income taxes, net of refunds $ 98,575 $ 69,411 $ 57,339 Unpaid purchases of property, plant and equipment at end of period $ 54,342 $ 16,849 $ 21,590 See accompanying notes to the consolidated financial statements. 51 Table of Contents SANMINA CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1. Organization of Sanmina Sanmina Corporation (“Sanmina,” or the “Company”) was incorporated in Delaware in 1989. The Company is a leading global provider of integrated manufacturing solutions, components, products and repair, logistics and after-market services. The Company provides these comprehensive solutions primarily to original equipment manufacturers (“OEMs”) that serve the industrial, medical, defense and aerospace, automotive, communications networks and cloud infrastructure industries. The Company’s operations are managed as two businesses: 1) Integrated Manufacturing Solutions (“IMS”). IMS is a single operating segment consisting of printed circuit board (“PCB”) assembly and test, high-level assembly and test and direct-order-fulfillment. 2) Components, Products and Services (“CPS”). Components include advanced PCBs, backplanes and backplane assemblies, cable assemblies, fabricated metal parts, precision machined parts, and plastic injected molded parts. Products include optical, radio frequency (“RF”) and microelectronic design and manufacturing services from the Company’s Advanced Microsystems Technologies division; multi-chip package memory solutions from the Company’s Viking Technology division; high-performance storage platforms for hyperscale and enterprise solutions from the Company’s Viking Enterprise Solutions division; defense and aerospace products, design, manufacturing, repair and refurbishment services from the Company’s SCI Technology, Inc. (“SCI”) subsidiary; and cloud-based smart manufacturing execution software from the Company’s 42Q division. Services include design, engineering, and logistics and repair. The Company has one reportable segment, IMS, for financial reporting purposes which represented approximately 80 % of total revenue in 2025. The Company’s CPS business consists of multiple operating segments which do not individually meet the quantitative thresholds for being presented as reportable segments. Therefore, financial information for these operating segments is combined and presented in a single category called “CPS”. The accounting policies for each segment are the same as those disclosed by the Company for its consolidated financial statements. Basis of Presentation Fiscal Year. The Company operates on a 52 or 53 week year ending on the Saturday nearest September 30. Fiscal 2025, 2024 and 2023 were each a 52 week year. All references to years relate to fiscal years unless otherwise noted. Principles of Consolidation. The consolidated financial statements include all accounts of the Company, its wholly-owned subsidiaries and subsidiaries in which the Company has a controlling financial interest. All intra-company accounts and transactions have been eliminated. Noncontrolling interest represents a noncontrolling investor’s interest in the results of operations of subsidiaries that the Company controls and consolidates. Reclassification. Beginning in the first quarter of 2025, the Company changed the presentation of deferred revenue and customer advances, which were previously included within accrued liabilities, to be a separate line item on the consolidated balance sheets. Similarly, a separate line for the change in those amounts is presented on the consolidated statements of cash flows. Certain prior period balances have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes. Note 2. Summary of Significant Accounting Policies Management Estimates and Uncertainties. The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The Company has considered information available to it as of the date of issuance of these financial statements and is not aware of any specific events or circumstances that would require an update to its estimates or judgments, or a revision to the carrying value of its assets or liabilities. Significant estimates made in preparing the consolidated financial statements relate to provisions for excess and obsolete inventories, environmental matters, and legal exposures; determining liabilities for uncertain tax positions; determining the realizability of deferred tax assets; determining fair values of tangible and intangible assets for purposes of 52 Table of Contents impairment tests; and estimating costs expected to be incurred to satisfy performance obligations under long-term contracts and variable consideration related to such contracts. These estimates may change as new events occur and additional information becomes available. Actual results could differ materially from these estimates. Noncontrolling Interest. In 2023, the Company entered into a joint venture transaction pursuant to which RSBVL acquired 50.1 % of the outstanding shares of Sanmina SCI India Private Limited (“SIPL”), the Company’s existing Indian manufacturing entity for $ 216 million of cash. The remaining 49.9 % is held by the Company. In accordance with ASC Topic 810, Consolidation (“ASC 810”), the Company is required to consolidate entities in which it has a controlling financial interest. The Company determined the voting interest model was applicable under ASC 810 and concluded that, despite not having a majority ownership interest, the Company has a controlling financial interest in SIPL through the management services contract. Therefore, the Company has, by contract, the unilateral ability to control the significant decisions made in the ordinary course of SIPL’s business. Because the Company has a controlling financial interest in SIPL, it consolidates SIPL. However, the Company periodically assesses whether any changes in facts and circumstances have occurred that could require the Company to deconsolidate SIPL. As of September 27, 2025, an aggregate of $ 215 million of cash and cash equivalents of SIPL’s and Sanmina SCI Technology India Private Limited, the Company’s existing Indian manufacturing entity, is designated to fund its operations use. Financial Instruments. Financial instruments consist primarily of cash and cash equivalents, restricted cash equivalents, accounts receivable, foreign currency forward contracts, interest rate swap agreements, a total return swap contract (“TRS”), accounts payable and debt obligations. The fair value of these financial instruments approximates their carrying amount as of September 27, 2025 and September 28, 2024 due to the nature or short maturity of these instruments, or because, in some cases, the instruments are recorded at fair value on the consolidated balance sheets. Cash and Cash Equivalents and Restricted Cash Equivalents. Cash and cash equivalents include cash on hand and on deposit and investments in highly liquid debt instruments with initial maturities of three months or less. Restricted cash equivalents are funds that are contractually restricted and invested in money market funds, solely for distribution to participants of the deferred compensation plan. Accounts Receivable and Other Related Allowances. The Company had allowances of approximately $ 8 million and $ 7 million as of September 27, 2025 and September 28, 2024, respectively, for uncollectible accounts, product returns and other net sales adjustments. To establish the allowance for doubtful accounts, the Company estimates credit risk associated with accounts receivable by considering the creditworthiness of its customers, past experience, specific facts and circumstances, and the overall economic climate in industries that it serves. To establish the allowance for product returns and other adjustments, the Company primarily utilizes historical data. Accounts Receivable Sales. The Company is a party to a Receivables Purchase Agreement (the “RPA”) with certain third-party banking institutions for the sale of trade receivables generated from sales to certain customers, subject to acceptance by, and a funding commitment from, the banks that are party to the RPA. Trade receivables sold pursuant to the RPA are serviced by the Company. In addition to the RPA, the Company has the option to participate in trade receivables sales programs that have been implemented by certain of the Company’s customers, as in effect from time to time. The Company does not service trade receivables sold under these other programs. Under each of the programs noted above, the Company sells its entire interest in a trade receivable for 100% of face value, less a discount. Upon sale, these receivables are removed from the consolidated balance sheets and the cash received is presented as cash provided by operating activities in the consolidated statements of cash flows. Inventories. Inventories are stated at the lower of cost (based on standard cost, which approximates first-in, first-out method) and net realizable value. Cost includes labor, materials and manufacturing overhead. Provisions are made to reduce excess and obsolete inventories to their estimated net realizable values. The ultimate realization of inventory carrying amounts is primarily affected by changes in customer demand. Inventory provisions are established based on forecasted demand, past experience with specific customers, the age and nature of the inventory, the ability to redistribute inventory to other programs or back to suppliers and whether customers are contractually obligated and have the ability to pay for the related inventory. The Company’s raw materials inventories are generally acquired in anticipation of specific customer orders and pursuant to customer-specific design specifications. When the Company and its customers agree that the quantity of customer-specific inventory is in excess of anticipated demand, the Company may seek advance payments from its customers against such inventories. These advances are presented under deferred revenue and customer advances on 53 Table of Contents the consolidated balance sheets. In the past, in some arrangements with some customers, the Company transferred control of excess inventories to its customers in exchange for a cash payment, which resulted in a derecognition of the inventory. Those transactions were reported as transfers of non-financial assets – i.e., reported on a net basis in the income statement – and not included in revenue. Long-lived Assets. Property, plant and equipment are stated at cost or, in the case of property and equipment acquired through business combinations, at fair value as of the acquisition date. Depreciation is provided on a straight-line basis over 20 to 40 years for buildings and 3 to 15 years for machinery, equipment, furniture and fixtures. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or useful life of the asset. The Company reviews property, plant and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. An asset group is the unit of accounting which represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets. An asset or asset group is considered impaired if its carrying amount exceeds the undiscounted future net cash flows the asset or asset group is expected to generate. If an asset or asset group is considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset or asset group exceeds its fair value. For asset groups for which the primary asset is a building, the Company estimates fair value based on data provided by commercial real estate brokers. For other asset groups, the Company estimates fair value based on projected discounted future net cash flows. Foreign Currency Translation. For foreign subsidiaries using the local currency as their functional currency, assets and liabilities are translated to U.S. dollars at exchange rates in effect at the balance sheet date and income and expenses are translated at average exchange rates. The effects of these translation adjustments are reported in stockholders’ equity as a component of accumulated other comprehensive income (“AOCI”). For all entities, remeasurement adjustments for non-functional currency monetary assets and liabilities are included in other income (expense), net in the accompanying consolidated statements of income. Remeasurement gains and losses arising from long-term intercompany loans denominated in a currency other than an entity’s functional currency are recorded in AOCI if repayment of the loan is not anticipated in the foreseeable future. Derivative Instruments and Hedging Activities. The Company conducts business on a global basis in numerous currencies. In addition, the Company has a deferred compensation plan liability and certain of its outstanding debt has a variable interest rate. Therefore, the Company is exposed to movements in foreign currency exchange rates, interest rates and market volatility. The Company uses derivatives, such as foreign currency forward contracts, interest rate swap agreements and TRS, to minimize the volatility of earnings and cash flows associated with changes in foreign currency exchange rates and interest rates. The Company accounts for derivative instruments and hedging activities in accordance with ASC Topic 815, Derivatives and Hedging , which requires each derivative instrument to be recorded on the consolidated balance sheets at its fair value as either an asset or a liability. If a derivative is designated as a cash flow hedge, the Company excludes the change in the fair value of the contract related to the changes in the difference between the spot price and the forward price from its assessment of hedge effectiveness and recognizes these amounts, which are primarily related to time value, in earnings over the life of the derivative instrument. Gains or losses on the derivative not caused by changes in time value are recorded in AOCI, and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Derivative instruments are entered into for periods of time consistent with the related underlying exposures and are not entered into for speculative purposes. At the inception of a hedge, the Company documents all relationships between derivative instruments and related hedged items, as well as its risk-management objectives and strategies for the hedging transaction. Leases. The Company’s leases consist of operating leases for buildings and land and have initial lease terms of up to 44 years. Certain of these leases contain an option to extend the lease term for additional periods or to terminate the lease after an initial non-cancelable term. Renewal options are considered in the measurement of the Company’s initial lease liability and corresponding right-of-use (“ROU”) asset only if it is reasonably certain that the Company will exercise such options. Leases with a term of twelve months or less are not recorded on the Company’s balance sheet. The Company’s lease liability and ROU assets represent the present value of future fixed lease payments which are a combination of lease components and non-lease components such as maintenance and utilities. Operating lease expense is recognized on a straight-line basis over the term of the lease. Certain of the Company’s lease payments are variable because such payments adjust periodically based on changes in consumer price and other indexes. Variable payments are expensed as incurred and not included in the measurement of lease liabilities and ROU assets. Since the Company’s leases generally do not provide an implicit rate, the Company uses its incremental borrowing rate based on information available at the lease 54 Table of Contents commencement date for purposes of determining the present value of lease payments. The Company’s incremental borrowing rate is based on the term of the lease, the economic environment of the lease and the effect of collateralization, if any. Revenue Recognition. The Company derives revenue principally from sales of integrated manufacturing solutions, components and Company-proprietary products. Other sources of revenue include logistics and repair services; design, development and engineering services; defense and aerospace programs; and sales of raw materials to customers whose requirements change after the Company has procured inventory to fulfill the customer’s forecasted demand. The Company determines the appropriate revenue to recognize as described in ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”) by applying a 5-step model: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the Company satisfies a performance obligation. Each of these steps may involve the use of significant judgments, as discussed below. Step 1 - Identify the contract with a customer The Company generally enters into a master supply agreement (“MSA”) with its customers that provides the framework under which business will be conducted, and pursuant to which a customer will issue purchase orders or other binding documents to specify the quantity, price and delivery requirements for products or services the customer wishes to purchase. The Company generally considers its contract with a customer to be a firm commitment, consisting of the combination of an MSA and a purchase order or any other similar binding document. Step 2 - Identify the performance obligations in the contract A performance obligation is a promised good or service that is material in the context of the contract and is both capable of being distinct (customer can benefit from the good or service on its own or together with other readily available resources) and distinct within the context of the contract (separately identifiable from other promises). The Company reviews its contracts to identify promised goods or services and then evaluates such items to determine which of those items are performance obligations. The majority of the Company’s contracts have a single performance obligation since the promise to transfer an individual good or service is not separately identifiable from other promises in the contract. The Company’s performance obligations generally have an expected duration of one year or less. Step 3 - Determine the transaction price Contracts with customers may include certain forms of variable consideration such as early payment discounts, volume discounts and shared cost savings. The Company includes an estimate of variable consideration when determining the transaction price and the appropriate amount of revenue to be recognized. This estimate is limited to an amount which will not result in a significant reversal of revenue in a future period. Factors considered in the Company’s estimate of variable consideration are the potential amount subject to these contract provisions, historical experience and other relevant facts and circumstances. Step 4 - Allocate the transaction price to the performance obligations in the contract A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. In the event that more than one performance obligation is identified in a contract, a portion of the transaction price is allocated to each performance obligation. This allocation would generally be based on the relative standalone price of each performance obligation, which most often would represent the price at which the Company would sell similar goods or services separately. S tep 5 - Recognize revenue when (or as) a performance obligation is satisfied The Company is required to assess whether control of a product or services promised under a contract is transferred to the customer at a point-in-time or over time as the product is being manufactured or the services are being provided. If the criteria in ASC 606, for recognizing revenue on an over time basis are not met, revenue must be recognized at the point-in-time determined by the Company at which its customer obtains control of a product or service. The Company recognizes revenue for the majority of its contracts on an over time basis. This is primarily due to the fact that the Company does not have an alternative use for the end products it manufactures for its customers and has an enforceable right to payment, including a reasonable profit, for work in progress upon a customer’s cancellation of a contract 55 Table of Contents for convenience. In certain circumstances, the Company recognizes over time because its customer simultaneously receives and consumes the benefits provided by the Company’s services or the Company’s customer controls the end product as the Company performs manufacturing services (continuous transfer of control). At least 95 % of the Company’s revenue is recognized on an over time basis, which is as products are manufactured or services are performed. Because of this, and the fact that there is no work in process or finished goods inventory associated with contracts for which revenue is recognized on an over-time basis, 99 % or more of the Company’s inventory at the end of a given period is in the form of raw materials. For contracts for which revenue is required to be recognized at a point in time, the Company recognizes revenue when it has transferred control of the related goods, which generally occurs upon shipment or delivery of the goods to the customer. In the Defense and Aerospace division, the Company applies the cost-to-cost method for government contracts which requires the use of significant judgments with respect to estimated materials, labor and subcontractor costs included in the total estimated costs at completion. Additionally, the Company evaluates whether contract modifications for claims have been approved and, if so, estimates the amount, if any, of variable consideration that can be included in the transaction price of the contract. Estimates of materials, labor and subcontractor costs expected to be incurred to satisfy a performance obligation are updated on a quarterly basis. These estimates consider costs incurred to date and estimated costs to be incurred over the remaining expected period of performance to satisfy a performance obligation. There is inherent uncertainty in estimating the amount of costs that will be required to complete a contract. Factors that contribute to the inherent uncertainty in estimates include, among others, (1) the long-term duration of contracts, (2) the highly-complex nature of the products the Company manufactures, (3) the readiness of our customer’s design for manufacturing, (4) the cost and availability of purchased materials, (5) labor cost, availability and productivity, (6) subcontractor performance and (7) the risk of delayed performance/completion. Therefore, such estimates are reviewed each quarter by a group of employees that includes representatives from numerous functions such as engineering, materials, contracts, manufacturing, program management, finance and senior management. If a change in estimate is deemed necessary, the impact of the change is recognized in the period of change. Additionally, contract modifications for claims are assessed each quarter to determine whether the claims have been approved. If it is determined that a claim has been approved, the amount of the claim, if any, that can be included in transaction price is estimated considering a number of factors such as the length of time expected to lapse until uncertainty about the claim has been resolved and the extent to which our experience with claims for similar contracts has predictive value. Contract Assets A contract asset is recognized when the Company has recognized revenue, but has not issued an invoice to its customer for payment. Contract assets are classified separately on the consolidated balance sheets and transferred to accounts receivable when rights to payment become unconditional. Because of the Company’s short manufacturing cycle times, the transfer from contract assets to accounts receivable generally occurs within the next fiscal quarter. Other Taxes assessed by governmental authorities that are both imposed on and concurrent with a specific revenue-producing transaction, and are collected by the Company from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control of a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of sales. The Company applies the following practical expedients or policy elections under ASC 606: • The promised amount of consideration under a contract is not adjusted for the effects of a significant financing component because, at inception of a contract, the Company expects the period between when a good or service is transferred to a customer and when the customer pays for that good or service will generally be one year or less. • The Company has elected to not disclose information about remaining performance obligations that have original expected durations of one year or less, which is substantially all of the Company’s remaining performance obligations. • Incremental costs of obtaining a contract are not capitalized if the period over which such costs would be amortized to expense is less than one year. Stock-based Compensation . The Company recognizes stock-based compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period of the award, which generally ranges from one year to four years and/or upon achievement of specified performance criteria. Stock-based compensation expense for time-based and performance-based 56 Table of Contents restricted stock awards is valued at the closing market price of the Company’s common stock on the date of grant. During the requisite service period, performance-based restricted stock awards are monitored by management for probability of achievement of performance goals and if it becomes probable that the number of awarded shares that will vest is greater than or less than the previous estimate of the number of awarded shares that will vest, an adjustment to stock-based compensation expense will be recognized as a change in accounting estimate. The Company recognizes stock-based compensation expense for market-based restricted stock units measured at fair value on the grant date using a Monte Carlo valuation model. The stock-based compensation expense for awards with market conditions will be recognized over the requisite service periods regardless of whether the market conditions are satisfied. Income taxes. The Company estimates its income tax provision or benefit in each of the jurisdictions in which it operates, including estimating exposures and making judgments regarding the realizability of deferred tax assets. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The carrying value of the Company’s net deferred tax assets is based on the Company’s belief that it is more likely than not that the Company will generate sufficient future taxable income in certain jurisdictions to realize these deferred tax assets. A valuation allowance has been established for deferred tax assets that do not meet the “more likely than not” criteria discussed above . The Company’s tax rate is dependent upon the geographic distribution of its worldwide income or losses, the tax regulations and tax holidays in each geographic region, the availability of tax credits and carryforwards, including net operating losses, and the effectiveness of its tax planning strategies. The Company makes an assessment of whether each income tax position is “more likely than not” of being sustained on audit, including resolution of related appeals or litigation, if any. For each income tax position that meets the “more likely than not” recognition threshold, the Company then assesses the largest amount of tax benefit that is greater than 50% likely of being realized upon effective settlement with the tax authority. Interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. Recently Issued Accounting Pronouncement Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires the Company to disclose information about its reportable segment’s significant expenses and other segment items on an interim and annual basis. The Company adopted ASU 2023-07 in the fourth quarter of 2025 and incremental disclosure was included in Note 13 “Business Segment and Geographic Information” of the notes to the Consolidated Financial Statements contained in this report. Recently Issued Accounting Pronouncements Not Yet Adopted 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, which provides a practical expedient for estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606. The ASU is effective for the Company for annual reporting and interim periods within the fiscal year 2027, with early adoption permitted, and will be applied prospectively. The Company is currently evaluating the impact ASU 2025-05 will have on its financial statement disclosures. In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosure, which will require additional disclosure of certain costs and expenses within the notes to the financial statements. The disclosure requirements are effective for the Company for annual reporting periods beginning in fiscal 2028 and for interim periods beginning in fiscal 2029, with early adoption permitted, and will be applied prospectively, with the option to apply retrospectively. The Company is currently evaluating the impact ASU 2024-03 will have on its financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which will require the Company, on an annual basis, to provide disclosure of specific categories in its effective income tax rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is 57 Table of Contents effective for the Company for annual reporting beginning in fiscal 2026, with early adoption permitted. The Company is currently evaluating the impact ASU 2023-09 will have on its financial statement disclosures. Note 3. Balance Sheet Details Cash and Cash Equivalents, and Restricted Cash Equivalents Reconciliation of cash and cash equivalents to consolidated statements of cash flows is as follows. As of September 27, 2025 September 28, 2024 (In thousands) Cash and cash equivalents $ 926,267 $ 625,860 Restricted cash equivalents (1) 39,953 — Total cash, cash equivalents and restricted cash equivalents $ 966,220 $ 625,860 (1) Represents money market funds related to the deferred compensation plan. Due to the restrictions on the distributions of these funds, the amount is considered restricted and recorded in prepaid expenses and other current assets on the consolidated balance sheets. Property, Plant and Equipment, net Property, plant and equipment consisted of the following: As of September 27, 2025 September 28, 2024 (In thousands) Machinery and equipment $ 1,808,699 $ 1,749,377 Land and buildings 753,187 735,197 Leasehold improvements 45,619 46,074 Furniture and fixtures 28,823 27,253 Construction in progress 109,283 20,338 2,745,611 2,578,239 Less: Accumulated depreciation and amortization ( 2,063,257 ) ( 1,962,172 ) Property, plant and equipment, net $ 682,354 $ 616,067 Depreciation expense was $ 119 million, $ 122 million and $ 116 million for 2025, 2024 and 2023, respectively. Deferred Revenue and Customer Advances As of September 27, 2025 and September 28, 2024, customer advances for raw materials inventory of $ 852 million and $ 151 million, respectively, were recorded under deferred revenue and customer advances in the consolidated balance sheets. These customer advances received by the Company as an advance on customer-specific raw materials acquired at the customer’s request. 58 Table of Contents Note 4. Revenue Net sales by geographic segment is determined based on the country in which a product is manufactured. The following table presents revenue disaggregated by segment, market sector and geography. Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Segments: Reportable segment - IMS $ 6,512,891 $ 6,033,867 $ 7,289,037 Other segments - CPS $ 1,615,491 $ 1,534,461 $ 1,646,011 Total $ 8,128,382 $ 7,568,328 $ 8,935,048 End Markets: Industrial, Medical, Defense and Aerospace, and Automotive $ 5,022,934 $ 4,915,880 $ 5,388,877 Communications Networks and Cloud Infrastructure $ 3,105,448 $ 2,652,448 $ 3,546,171 Total $ 8,128,382 $ 7,568,328 $ 8,935,048 Geography: Americas (1) $ 4,650,934 $ 3,962,652 $ 4,426,690 APAC (2) $ 2,611,053 $ 2,558,073 $ 3,187,017 EMEA $ 866,395 $ 1,047,603 $ 1,321,341 Total $ 8,128,382 $ 7,568,328 $ 8,935,048 Percentage of net sales represented by ten largest customers 52 % 47 % 48 % Percentage of net sales from each significant customer (3) 10.1 % 10.1 % 13.2 % (1) Mexico represents 67 %, 63 % and 65 % of Americas revenue for the years ended September 27, 2025, September 28, 2024 and September 30, 2023, respectively. The U.S. represents 30 %, 35 % and 32 % of Americas revenue for the years ended September 27, 2025, September 28, 2024 and September 30, 2023, respectively. (2) Malaysia represents 24 %, 30 % and 26 % of APAC revenue for the years ended September 27, 2025, September 28, 2024 and September 30, 2023, respectively . (3) Primarily from IMS business. As an electronics manufacturing services company, the Company primarily provides manufacturing and related services for products built to its customers’ unique specifications. Therefore, it is impracticable for the Company to provide revenue from external customers for each product and service it provides. Changes in the Company’s estimates of transaction price and/or costs to complete result in a favorable or unfavorable impact to revenue and operating income. The impact of changes in estimates on revenue and operating income resulting from the application of the cost-to-cost method for recognizing revenue was as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 Revenue: (In thousands) Favorable $ 23,740 $ 12,220 $ 6,023 Unfavorable ( 3,786 ) ( 2,697 ) ( 2,556 ) Total $ 19,954 $ 9,523 $ 3,467 59 Table of Contents Year Ended September 27, 2025 September 28, 2024 September 30, 2023 Operating Income: (In thousands) Favorable $ 25,640 $ 21,229 $ 8,657 Unfavorable ( 19,510 ) ( 16,102 ) ( 44,838 ) Total $ 6,130 $ 5,127 $ ( 36,181 ) Note 5. Financial Instruments and Concentration of Credit Risk Fair Value Measurements Fair Value of Financial Instruments The fair values of cash equivalents (representing 21 % of cash and cash equivalents), restricted cash equivalents, accounts receivable, accounts payable and short-term debt approximate carrying value due to the short-term duration of these instruments. Additionally, the fair value of variable rate long-term debt approximates carrying value as of September 27, 2025. The Company’s cash equivalents are classified as Level 1 in the fair value hierarchy. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company’s deferred compensation plan and defined benefit plan assets are measured at fair value using Level 1 inputs on a recurring basis. See Note 15 “Employee Benefit Plans” of the notes to the Consolidated Financial Statements contained in this report for details on defined benefit plan assets. In 2025, the Company liquidated $ 49 million of investments held in a former rabbi trust for its deferred compensation plan assets. These funds were reinvested in other types of investments as of September 27, 2025, with $ 40 million recorded in prepaid expenses and other current assets as restricted cash equivalent and $ 10 million recorded in other assets on the consolidated balance sheets. As of September 28, 2024, assets associated with the deferred compensation plan were $ 47 million and recorded in other assets on the consolidated balance sheets. Liabilities associated with the deferred compensation plan were $ 54 million and $ 47 million as of September 27, 2025 and September 28, 2024, respectively, and recorded in other liabilities on the consolidated balance sheets. The Company also measures fair value of foreign exchange contracts, interest rate swap agreements and TRS on a recurring basis. Interest rate swaps are valued based on a discounted cash flow analysis that incorporates observable market inputs such as interest rate yield curves and credit spreads. The TRS is measured at fair value using quoted prices of the underlying investments. For currency contracts, inputs include foreign currency spot and forward rates and interest rates at commonly quoted intervals. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Other non-financial assets, such as goodwill and other long-lived assets, are measured at fair value as of the date such assets are acquired or in the period an impairment is recorded. Offsetting Derivative Assets and Liabilities The Company has entered into master netting arrangements with each of its derivative counterparties that allows net settlement of derivative assets and liabilities under certain conditions, such as multiple transactions with the same currency maturing on the same date. The Company presents its derivative assets and derivative liabilities on a gross basis on the consolidated balance sheets. 60 Table of Contents The following table presents the location and fair value of derivative financial instruments included in our consolidated balance sheets as of September 27, 2025. Fair Value Measurements Using Level 1, Level 2, or Level 3 Prepaid Expenses and Other Current Assets Other Assets Accrued Liabilities Other Liabilities (In thousands) Derivatives designated as accounting hedges: foreign currency forward contracts Level 2 $ 74 $ — $ 21 $ — Derivatives not designated as accounting hedges: foreign currency forward contracts Level 2 $ 4,352 $ — $ 622 $ — Derivatives designated as accounting hedges: interest rate swaps Level 2 $ 1,156 $ 108 $ — $ 446 Derivative not designated as accounting hedge: total return swap Level 2 $ 973 $ — $ — $ — The following table presents the location and fair value of derivative financial instruments included in our consolidated balance sheets as of September 28, 2024. Fair Value Measurements Using Level 1, Level 2, or Level 3 Prepaid Expenses and Other Current Assets Other Assets Accrued Liabilities Other Liabilities (In thousands) Derivatives designated as accounting hedges: foreign currency forward contracts Level 2 $ 759 $ — $ 53 $ — Derivatives not designated as accounting hedges: foreign currency forward contracts Level 2 $ 3,229 $ — $ 2,265 $ — Derivatives designated as accounting hedges: interest rate swaps Level 2 $ 1,518 $ 21 $ — $ 1,771 61 Table of Contents Derivative Instruments The Company had the following outstanding derivative contracts that were entered into to hedge foreign currency, interest rate and deferred compensation plan liability exposures: As of September 27, 2025 September 28, 2024 (in thousands, except number of contracts) Foreign Currency Forward Contracts: Derivatives Designated as Accounting Hedges: Notional amount $ 131,061 $ 117,015 Number of contracts 45 47 Derivatives Not Designated as Accounting Hedges: Notional amount $ 490,506 $ 366,425 Number of contracts 42 38 Interest Rate Swaps: Derivatives Designated as Accounting Hedges: Notional amount $ 300,000 $ 300,000 Number of contracts 6 6 Total Return Swap: Derivatives Not Designated as Accounting Hedges: Notional amount $ 54,298 $ — Number of contracts 1 — Foreign Currency Forward Contracts The Company is exposed to certain risks related to its ongoing business operations. The primary risk managed by using derivative instruments is foreign currency exchange risk. Forward contracts on various foreign currencies are used to manage foreign currency risk associated with forecasted foreign currency transactions and certain monetary assets and liabilities denominated in non-functional currencies. The Company’s primary foreign currency cash flows are in India, Mexico and China. The Company utilizes foreign currency forward contracts to hedge certain operational (“cash flow”) exposures resulting from changes in foreign currency exchange rates. Such exposures generally result from (1) forecasted non-functional currency sales and (2) forecasted non-functional currency materials, labor, overhead and other expenses. These contracts are designated as cash flow hedges for accounting purposes and are generally one to two months in duration but, by policy, may be up to twelve months in duration. The amount of gain or loss recognized in other comprehensive income on derivative instruments and the amount of gain or loss reclassified from AOCI into income were not material for any period presented herein and is included as a component of cost of sales in the consolidated statements of income. The Company enters into short-term foreign currency forward contracts to hedge foreign currency exposures associated with certain monetary assets and liabilities denominated in non-functional currencies. These contracts have maturities of up to two months and are not designated as accounting hedges. Accordingly, these contracts are marked-to-market at the end of each period with unrealized gains and losses recorded in other income (expense), net, in the consolidated statements of income. The amount of gains or losses associated with these forward contracts was not material for any period presented herein. From an economic perspective, the objective of the Company’s hedging program is for gains and losses on forward contracts to substantially offset gains and losses on the underlying hedged items. In addition to the contracts disclosed in the table above, the Company has numerous contracts that have been closed from an economic and financial accounting perspective and will settle early in the first month of the following quarter. Since these offsetting contracts do not expose the Company to risk of fluctuations in exchange rates, these contracts have been excluded from the above table. 62 Table of Contents Interest Rate Swaps The Company enters into forward interest rate swap agreements with independent counterparties to partially hedge the variability in cash flows due to changes in Secured Overnight Financing Rate benchmark interest rate (“SOFR”) associated with anticipated variable rate borrowings. These interest rate swaps have a maturity date of September 27, 2027 and effectively convert a portion of the Company’s variable interest rate obligations to fixed interest rate obligations. These swaps are accounted for as cash flow hedges under ASC Topic 815, Derivatives and Hedging . The aggregate effective interest rate of these swaps as of September 27, 2025 was approximately 4.7 %. Subsequent to the fourth quarter of 2025, the Company entered into forward interest rate swap agreements with independent counterparties with an aggregate notional amount of $ 1.2 billion and a maturity date of October 31, 2030 , effectively convert a portion of the Company’s variable interest rate obligations under the Credit Facilities to fixed interest rate obligations. Total Return Swap In the second quarter of fiscal 2025, the Company entered into a TRS to substantially offset changes in the deferred compensation plan liabilities resulting from changes in the value of investment elections made by participants. The Company elected not to designate the TRS as an accounting hedge and recognized the changes in fair value of the derivative instrument, as well as the offsetting change in the fair value of the hedged item, in cost of sales, and selling, general and administrative expense in the consolidated statements of income. Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist primarily of cash, cash equivalents, restricted cash equivalents and trade accounts receivable. The Company maintains its cash and cash equivalents, and restricted cash equivalents with recognized financial institutions, both domestic and foreign. Cash and cash equivalents, and restricted cash equivalents may exceed the amount of insurance provided on such deposits, but may generally be redeemed upon demand. Periodic evaluations of the relative credit standing of the financial institutions are performed and the Company attempts to limit its exposure with any one institution. One of the Company’s most significant credit risks is the ultimate realization of accounts receivable. This risk is mitigated by ongoing credit evaluations of, and frequent contact with, the Company’s customers, especially its most significant customers, thus enabling it to monitor changes in business operations and respond accordingly. The Company generally does not require collateral for sales on credit. The Company considers these concentrations of credit risks when estimating its allowance for doubtful accounts. Foreign currency forward contracts, TRS and interest rate swaps are maintained with high quality counterparties to reduce the Company’s credit risk and are recorded on the Company’s balance sheets at fair value. Two customers represented 10 % or more of the Company’s gross accounts receivable as of September 27, 2025. One customer represented 10 % or more of the Company’s gross accounts receivable as of September 28, 2024. Note 6. Debt Long-term debt consisted of the following: As of September 27, 2025 September 28, 2024 (In thousands) Term Loan Due 2027, net of issuance costs $ 300,474 $ 317,323 Less: Current portion of Term Loan Due 2027 17,500 17,500 Long-term debt $ 282,974 $ 299,823 63 Table of Contents Term Loan Due 2027 maturities by fiscal year are as follows: As of September 27, 2025 (In thousands) 2026 21,875 2027 280,000 $ 301,875 Credit Facilities Existing Credit Agreement On September 27, 2022 , the Company entered into a Fifth Amended and Restated Credit Agreement (the “Existing Credit Agreement”) that provides for a $ 800 million revolving credit facility and a $ 350 million secured term loan (the “Term Loan Due 2027”). Subject to the satisfaction of certain conditions, including obtaining additional commitments from existing and/or new lenders, the Company may increase the revolving commitment up to an additional $ 200 million. Costs incurred in connection with Existing Credit Agreement of $ 3 million are classified as long-term debt and are being amortized to interest expense over the life of the Term Loan Due 2027 using the effective interest method. Loans under the Existing Credit Agreement bear interest, at the Company’s option, at either the SOFR or a base rate, in each case plus a spread determined based on the Company’s credit rating. Interest on the loans is payable quarterly in arrears with respect to base rate loans and at the end of an interest period (and at three month intervals if the interest period exceeds three months) in the case of SOFR loans. The outstanding principal amount of all loans under the Existing Credit Agreement, including the Term Loan Due 2027, together with accrued and unpaid interest, is due on September 27, 2027 . The Company is required to repay a portion of the principal amount of the Term Loan Due 2027 equal to 1.25 % of the principal in quarterly installments. Certain of the Company’s domestic subsidiaries are guarantors in respect of the Existing Credit Agreement. The Company and the subsidiary guarantors’ obligations under the Existing Credit Agreement are secured by a lien on substantially all of their respective assets (excluding real property), including cash, accounts receivable and the shares of certain Company subsidiaries, subject to certain exceptions. On June 6, 2025, the Company amended the Existing Credit Agreement to permit the acquisition of ZT Group Int’l, Inc. (“ZT Systems”) from AMD Design, LLC, a wholly owned subsidiary of Advanced Micro Devices, Inc. See Note 16 “Business Combination” of the notes to the Consolidated Financial Statements contained in this report for details. As of September 27, 2025, no borrowings under the revolving credit facility and $ 9 million of letters of credit were outstanding under the Existing Credit Agreement, under which $ 791 million was available to borrow. Bridge Loan Facility On May 18, 2025 , in connection with the acquisition of ZT Systems (the “ZT Acquisition”), the Company entered into a commitment letter with certain financial institutions that have agreed to provide the Company with, subject to satisfaction of customary conditions and covenants, a senior secured 364-day bridge loan facility in an aggregate principal amount of up to $ 2.5 billion (the “Bridge Loan Facility”) to fund a portion of the purchase consideration and to pay related fees and expenses. The commitment was intended to be drawn only to the extent that permanent financing was not obtained prior to the closing the ZT Acquisition. On July 30, 2025, the Bridge Loan Facility was reduced from $ 2.5 billion to $ 800 million upon the Company entering into the New Credit Agreement (as defined below). As of September 27, 2025, $ 24 million of financing fees incurred in connection with the Bridge Loan Facility were recorded as acquisition and integration charges in the consolidated statements of income as the Bridge Loan Facility was not utilized and was terminated in its entirety upon the close of ZT acquisition. 64 Table of Contents New Credit Agreement On July 29, 2025 , the Company entered into a credit agreement (the “New Credit Agreement”) that provided for senior secured credit facilities in an aggregate of $ 3.5 billion (the “Credit Facilities”), consisting of a $ 1.5 billion revolving credit facility and a $ 2.0 billion term loan A facility. As of September 27, 2025, the commitments under the New Credit Agreement were completely unfunded, and the Existing Credit Agreement remained in effect until the Credit Facilities were drawn at the closing of the ZT Acquisition, as described below. Borrowings under the Credit Facilities have a maturity date of five years from the date when the Credit Facilities will be initially drawn (the “Initial Funding Date”), subject to extension as provided in the New Credit Agreement and will bear interest, at the Company’s option, at either a base or SOFR-based rate plus a margin that varies depending on the Company’s consolidated total net leverage ratio. The Company expects that, at the time of the Initial Funding Date, the applicable margin for base rate and term SOFR-based rate borrowing would be 0.75 % and 1.75 %, respectively. The Company is obligated to pay customary fees, including commitment fees on the unused portion of the revolving facility and letter of credit fees. Additionally, the Company will pay a ticking fee at an annual rate of 0.25 % on the aggregate amount of the unfunded commitments regardless of whether the Initial Funding Date occurs. As of the Initial Funding Date, the obligations under the New Credit Agreement are secured by first-priority liens on substantially all of the assets of the Company and the subsidiary guarantors, subject to certain exceptions and thresholds. The New Credit Agreement requires the Company to comply with certain financial covenants, namely consolidated leverage ratio and a minimum interest coverage ratio, in both cases measured on the basis of a trailing 12-month look-back period. In addition, the negative covenants limit the Company’s ability to incur additional debt, grant liens, make investments and other restricted payments, sell assets and pay dividends, subject to certain exceptions. The New Credit Agreement also includes covenants that require the Company to file quarterly and annual financial statements with the SEC on a timely basis. Debt issuance costs incurred in connection with the New Credit Agreement were $ 5 million as of September 27, 2025 and were recorded in other assets in the consolidated balance sheets. Subsequent to the year ended September 27, 2025, the Company entered into Amendment No. 1 to the New Credit Agreement on October 20, 2025 to permit and finance the ZT Acquisition, including adding necessary definitions, funding conditions, and providing a delayed draw term loan A of $ 600 million, which may be drawn by the Company in up to two separate drawings during the period commencing on the closing of the ZT Acquisition and ending on the one year anniversary of such closing. On October 27, 2025 (the “Closing Date”), the Company completed the acquisition of ZT Systems for a purchase consideration of up to $ 1.6 billion (subject to adjustment for certain working capital and other items) consisting of $ 1.46 billion in cash consideration and a number of shares of the Company’s common stock valued at $ 150 million (at $ 130.32 market value representing 1.2 million shares). Pursuant to the acquisition agreement, the seller is also entitled up to $ 450 million in contingent cash consideration upon the achievement of certain financial metrics during the three-year period following the Closing Date. See Note 16 “Business Combination” of the notes to the Consolidated Financial Statements contained in this report for details. In addition, on October 27, 2025 , the Company executed an amendment to increase the Credit Facilities to include an $ 800 million term loan B facility. Borrowings under the term loan B facility bears interest, at the Company’s option, at either SOFR plus 2.0 % or base rate plus 1.0 %. To finance the cash portion of the acquisition and to settle all outstanding amounts under the Company’s Existing Credit Agreement, the Company simultaneously drew $ 1.4 billion under the term loan A facility and the full $ 800 million under the term loan B facility. Concurrently on the Closing Date, the Existing Credit Agreement was fully repaid and the Bridge Loan Facility was terminated in its entirety. Short-term Borrowing Facilities Certain foreign subsidiaries of the Company had a total of $ 71 million of uncommitted short-term borrowing facilities available, under which no borrowings were outstanding as of September 27, 2025. Some of these facilities expire at various dates through the first quarter of 2027 and are expected to be renewed. 65 Table of Contents Debt Covenants The Existing Credit Agreement requires the Company to comply with certain financial covenants, namely a maximum consolidated leverage ratio and a minimum interest coverage ratio, in both cases measured on the basis of a trailing 12-month look-back period. In addition, the Company’s debt agreements contain a number of restrictive covenants, including restrictions on incurring additional debt, making investments and other restricted payments, selling assets and paying dividends, subject to certain exceptions. Finally, the agreements also include covenants that require us to file quarterly and annual financial statements with the SEC on a timely basis. The Company was in compliance with these covenants as of September 27, 2025. Note 7. Leases ROU assets and lease liabilities recorded in the consolidated balance sheets are as follows: As of September 27, 2025 September 28, 2024 (In thousands) Other assets $ 67,808 $ 77,612 Accrued liabilities $ 21,725 $ 22,270 Other long-term liabilities 36,022 44,513 Total lease liabilities $ 57,747 $ 66,783 Weighted average remaining lease term (in years) 11.94 13.93 Weighted average discount rate 4.2 % 4.2 % Lease expense and supplemental cash flow information related to operating leases are as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Operating lease expense (1) $ 31,925 $ 30,803 $ 35,347 Cash paid for operating lease liabilities $ 25,643 $ 26,180 $ 24,388 Right-of-use assets obtained in exchange for lease liabilities $ 1,939 $ 1,215 $ 21,180 (1) Includes immaterial amounts of short term leases, variable lease costs and sublease income. 66 Table of Contents Future fixed lease payments under non-cancelable operating leases as of September 27, 2025, by fiscal year, are as follows: Operating Leases (In thousands) 2026 $ 23,246 2027 19,585 2028 8,742 2029 2,079 2030 763 Thereafter 7,741 Total lease payments 62,156 Less: imputed interest 4,409 Total $ 57,747 Note 8. Accounts Receivable Sale Programs The Company’s sole risk with respect to receivables it services is with respect to commercial disputes regarding such receivables. Commercial disputes include billing errors, returns and similar matters. To date, the Company has not been required to repurchase any receivable it has sold due to a commercial dispute. Additionally, the Company is required to remit amounts collected as a servicer under the RPA on a weekly basis to the financial institutions that purchased the receivables. Trade receivables sold and discount on trade receivables sold under these programs are as follows: Year Ended September 27, 2025 September 28, 2024 (In thousands) Trade receivables sold $ 323,438 $ 1,143,315 Discount on trade receivables (1) $ 1,770 $ 7,636 (1) Recorded in other income (expense), net in the consolidated statements of income Trade receivables sold under the RPA and subject to servicing by the Company that remained outstanding and uncollected and collected are as follows: As of September 27, 2025 September 28, 2024 (In thousands) Outstanding and uncollected $ 12,813 $ 33,874 Outstanding and collected (1) $ 187 $ 2,688 (1) Amount collected but not yet remitted to bank as of September 27, 2025 and September 28, 2024 is classified in accrued liabilities on the consolidated balance sheets. Note 9. Contingencies From time to time, the Company is a party to litigation, claims and other contingencies, including environmental, regulatory and employee matters and examinations and investigations by governmental agencies, which arise in the ordinary course of business. The Company records a contingent liability when it is probable that a loss has been incurred and the amount of loss is reasonably estimable in accordance with ASC Topic 450, Contingencies, or other applicable accounting standards. As of September 27, 2025 and September 28, 2024, the Company had reserves of $ 39 million for environmental matters, warranty, 67 Table of Contents litigation and other contingencies (excluding reserves for uncertain tax positions), which the Company believes are adequate. However, there can be no assurance that the Company’s reserves will be sufficient to settle these contingencies. Such reserves are included in accrued liabilities and other long-term liabilities on the consolidated balance sheets. Legal Proceedings Environmental Matters The Company is subject to various federal, state, local and foreign laws and regulations and administrative orders concerning environmental protection, including those addressing the discharge of pollutants into the environment, the management and disposal of hazardous substances, the cleanup of contaminated sites, the materials used in products, and the recycling, treatment and disposal of hazardous waste. In June 2008, the Company was named by the Orange County Water District in a suit alleging that a predecessor company’s actions at a plant the Company sold in 1998 contributed to polluted groundwater managed by the plaintiff. The complaint sought recovery of compensatory and other damages, as well as declaratory relief, for the payment of costs necessary to investigate, monitor, remediate, abate and contain contamination of groundwater. In April 2013, all claims against the Company were dismissed. The plaintiff appealed this dismissal and the Court of Appeal reversed the judgment in August 2017, remanding the case back to the Superior Court of California for trial. The trial against the Company and several other defendants commenced in April 2021 and the submission of evidence concluded in May 2022. On April 3, 2023, the court published a statement of decision finding the Company and other remaining defendants liable for certain past investigation costs incurred by the plaintiff. Subsequent proceedings to assess the Company’s and other defendants’ liability for the plaintiff’s future remediation and other costs, including attorneys’ fees, were expected. However, without admitting any liability, in August 2024, the Company and plaintiff agreed to settle this matter and all pending litigation in exchange for the Company’s payment to the plaintiff of $ 3 million, which amount was paid during the fiscal quarter ended December 28, 2024. Item 103 of the SEC’s Regulation S-K requires disclosure of certain environmental matters when a governmental authority is a party to the proceedings and the proceedings involve potential monetary sanctions unless the Company reasonably believes the monetary sanctions, exclusive of interest and costs, will not equal or exceed a threshold which the Company determines is reasonably designed to result in disclosure of any such proceeding that is material to its business or financial condition. Item 103 states that the disclosure threshold is $ 300,000 , or at our election, a threshold that does not exceed the lesser of $ 1 million or one percent of our consolidated current assets. As permitted by Item 103, the Company has elected to adopt a quantitative threshold for environmental proceedings of $ 1 million. Given the size of its operations, the Company believes that environmental matters under this threshold are not material to its business or financial condition. On May 4, 2023, the Company received a summon to respond to a misdemeanor criminal complaint stemming from certain alleged violations of the California Health & Safety Code at the Company’s O’Toole Street plant in San Jose, California. The charging document (as amended), filed in the Superior Court for Santa Clara County, alleged: (a) improper releases of chlorine gas on four occasions, (b) improper and incomplete reporting of such releases, (c) improper treatment and storage of hazardous waste, and (d) improper assessment and record keeping regarding hazardous waste treatment system tanks. In December 2024, after fully addressing the issues raised in the action, the Company pled nolo contendre to three of the alleged counts (the government dismissed all other counts) and agreed to pay fines and penalty assessments totaling $ 0.6 million, which payment was made in March 2025. Other Matters In December 2019, the Company sued a former customer, Dialight plc (“Dialight”), in the United States District Court for the Southern District of New York (the “Court”) to collect unpaid accounts receivable and net obsolete inventory obligations (which, by the time of the September 2024 trial referenced below, totaled $ 9 million, exclusive of interest and attorneys’ fees). On the same day the Company filed its suit, Dialight commenced its own action in the same court. Dialight alleged that the Company fraudulently misrepresented its capabilities to induce Dialight to enter into a Manufacturing Services Agreement (“MSA”) and then allegedly committed multiple, willful breaches of contract when performing under the MSA. After a trial in September 2024, a jury awarded the Company the full $ 9 million on its claims, rejected Dialight’s claims for fraudulent inducement and willful breach of contract, and awarded Dialight $ 1 million for breach of contract (collectively, the “Verdict”). The parties filed post-trial motions in October 2024, including a motion by the Company for prejudgment interest and its costs and expenses of the suit, and a motion by Dialight for pre-judgment and post-judgment interest, its costs and expenses of the suit and for a new trial. Effective March 27, 2025, the parties entered into a Stipulation for Entry of Judgment and Conditional Covenant Not to Execute (the “Stipulation”), which resolved conclusively all pending claims and disputed issues through (i) a series of payments by Dialight to the Company over the next two years totaling $ 12 million, and (ii) Dialight’s assignment to Sanmina of the $ 2 million (including prejudgment interest) otherwise due Dialight from Sanmina’s 68 Table of Contents insurer in respect of the Verdict. On April 4, 2025, the Court entered a final judgment consistent with the Stipulation, marking the end of this litigation. On October 9, 2025, the Company and Dialight agreed to accelerate the payment schedule (final payment now is due December 31, 2025) and reduce the total amount due by $ 350,000 . In May 2023, the Company and its SCI Technology, Inc. subsidiary (“SCI”) received Civil Investigative Demands (“CIDs”) from the United States Department of Justice (“DOJ”) pursuant to the civil False Claims Act (“FCA”). The stated purpose of the CIDs—a form of subpoena requiring responses to written interrogatories and the production of documents relating to certain contracts, projects, proposals, and business activities of SCI going back to 2010—is to determine whether there is or has been a violation of the FCA with respect to the provision of products and services to the government. These CIDs supplemented several CIDs relating to the same subject matter served upon SCI and certain current and former SCI and Sanmina employees beginning in August 2020, pursuant to which SCI produced documents and information and certain of the current and former employees provided oral testimony. The Company and SCI cooperated with the DOJ investigation. On May 13, 2024, the Company learned that United States of America ex rel. Carl R. Eckert v. SCI Technology, Inc. et al. (the “Eckert Qui Tam Suit”) had been filed under seal by a former SCI employee in June 2020, and recently unsealed. On May 13, 2024, the Company also learned that the DOJ had filed a notice in the Eckert Qui Tam Suit stating that, while its investigation would continue, it was declining to intervene at the current time. As narrowed by a September 23, 2025 court order granting in part and denying in part the Company and SCI’s motion to dismiss, the Eckert Qui Tam Suit alleges on behalf of the United States 6 FCA counts that relate substantially to the same contracts and issues that the DOJ previously had investigated, including making false certifications under the Truth in Negotiations Act and Cost Accounting Standards, claims for submitting false cost or pricing data, and overcharging the government through underpayment of certain employees in violation of the Service Contract Act. The suit alleges such claimed violations defrauded the government in an amount approximating $ 100 million, and seeks, on behalf of the U.S. government, treble damages, civil penalties, interest, attorneys’ fees and costs, and expenses of suit. The Company and SCI intend to continue to defend vigorously the suit. The Company is unable to predict the ultimate outcome of the Eckert Qui Tam Suit, although a loss currently is not considered to be probable or estimable. On November 14, 2023, former employee Gerardo Ramirez filed two lawsuits against the Company in the Alameda County Superior Court (together, the “Ramirez Cases”). The first, a putative class action, alleges violations of various California Labor Code and Wage Order requirements, including provisions governing overtime, meal and rest periods, minimum wage requirements, payment of wages during employment, wage statements, payroll records, and reimbursement of business expenses. The class action complaint seeks certification of a class of all current and former non-exempt employees who worked for the Company within the State of California at any time between March 1, 2021 and final judgment, as well as unspecified damages, penalties, restitution, attorneys’ fees, pre-judgment interest, and costs of suit. The second action, a complaint under California’s Private Attorneys General Act of 2004 (“PAGA”), alleges substantially similar violations and a violation of the provision governing payment of final wages and seeks penalties individually and on behalf of the State of California and other “aggrieved employees,” along with attorneys’ fees and costs. On May 16, 2024 and June 14, 2024, former employee Carlos Lobatos filed class and PAGA actions in the Santa Clara County Superior Court (the “Lobatos Cases”) alleging violations substantially similar to the violations in the Ramirez Cases, and, in the case of the Lobatos PAGA action, additional violations related to sick leave, suitable rest facilities, seating, failure to retain and provide employment and payroll records, reporting time pay, day of rest rules, payroll deductions, paid time off, and various unlawful employment practices. The Lobatos class action complaint seeks certification of a class of all current and former non-exempt employees who worked for the Company (directly or via a staffing agency) within the State of California at any time between May 16, 2020 and final judgment, as well as unspecified damages, penalties, restitution, attorneys’ fees, pre-judgment interest, and costs of suit. On August 12, 2024, former employee Mando Gomez filed a class and PAGA action in the Alameda County Superior Court (the “Gomez Case”) alleging violations substantially similar to the violations in the Ramirez Cases. The Gomez Case seeks certification of a class of all current and former non-exempt employees who worked for the Company (directly or via a staffing agency) within the State of California at any time between August 12, 2020 and final judgment, as well as unspecified damages, penalties, restitution, attorneys’ fees, pre-judgment interest, and costs of suit. On September 20, 2024 and November 26, 2024, former employee Frank J. Leon Guerrero filed class and PAGA actions in the Alameda County Superior Court (the “Guerrero Cases”) alleging violations substantially similar to the violations in the Ramirez Cases. The Guerrero class action seeks certification of several classes comprised of all current and former non-exempt employees who worked for the Company (directly or via a staffing agency) within the State of California at any time between September 20, 2020 and final judgment, as well as unspecified damages, penalties, restitution, attorneys’ fees, pre- and post-judgment interest, and costs of suit. The Company expects the Lobatos Cases, the Gomez Case, and the Guerrero Cases to be related to or consolidated with the Ramirez Cases and intends to defend all such cases vigorously. For each of the pending matters noted above, the Company is unable to reasonably estimate a range of possible loss at this time. 69 Table of Contents In addition, from time to time, the Company may become involved in routine legal proceedings, demands, claims, threatened litigation and regulatory inquiries and investigations that arise in the normal course of our business. The Company records liabilities for such matters when a loss becomes probable and the amount of loss can be reasonably estimated. The ultimate outcome of any litigation is uncertain and unfavorable outcomes could have a negative impact on the Company’s results of operations and financial condition. Note 10. Income Taxes Domestic and foreign components of income before income taxes were as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Domestic $ 131,662 $ 131,930 $ 157,548 Foreign 207,766 185,605 255,259 Total $ 339,428 $ 317,535 $ 412,807 The provision for income taxes consists of the following: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Federal: Current $ 7,378 $ 1,814 $ 362 Deferred 15,717 23,581 36,431 State: Current 4,791 2,888 3,188 Deferred ( 1,323 ) 3,048 3,329 Foreign: Current 64,724 44,816 53,346 Deferred ( 18,119 ) 3,637 ( 11,362 ) Total provision for income taxes $ 73,168 $ 79,784 $ 85,294 The Company’s provision for income taxes for 2025, 2024 and 2023 was $ 73 million ( 22 % of income before taxes), $ 80 million ( 25 % of income before taxes) and $ 85 million ( 21 % of income before taxes), respectively. The effective tax rate for 2025 and 2024 was higher than the expected U.S. statutory rate of 21% primarily due to foreign earnings taxed at rates higher than the U.S. statutory rate, state taxes, and unfavorable permanent differences. The effective tax rate for 2023 was lower than the expected U.S. statutory rate of 21 % primarily due to a $ 12 million tax benefit resulting from the release of certain foreign tax reserves due to lapse of time and expiration of statutes of limitations. 70 Table of Contents The tax effects of temporary differences that give rise to significant portions of deferred tax assets and liabilities are as follows: As of September 27, 2025 September 28, 2024 (In thousands) Deferred tax assets: U.S. net operating loss carryforwards $ 13,045 $ 15,600 Foreign net operating loss carryforwards 115,715 111,332 Intangibles 11,719 14,268 Accruals not currently deductible 63,624 45,515 Property, plant and equipment 29,891 25,945 Tax credit carryforwards 9,610 23,086 Reserves not currently deductible 16,842 17,332 Stock compensation expense 6,871 6,725 Federal benefit of foreign operations 24,296 25,679 Capitalized research and development 15,219 13,630 Lease deferred tax asset 15,533 17,802 Other 10,298 13,822 Valuation allowance ( 120,888 ) ( 121,035 ) Total deferred tax assets 211,775 209,701 Deferred tax liabilities on undistributed earnings ( 11,025 ) ( 21,414 ) Deferred tax liabilities on branch operations ( 26,038 ) ( 23,473 ) Revenue recognition — — Lease deferred tax liability ( 15,237 ) ( 17,510 ) Net deferred tax assets $ 159,475 $ 147,304 Recorded as: Deferred tax assets $ 171,218 $ 160,703 Deferred tax liabilities ( 11,743 ) ( 13,399 ) Net deferred tax assets $ 159,475 $ 147,304 A valuation allowance is established or maintained when, based on currently available information and other factors, it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company regularly assesses its valuation allowance against deferred tax assets on a jurisdiction-by-jurisdiction basis. The Company considers all available positive and negative evidence, including future reversals of temporary differences, projected future taxable income, tax planning strategies and recent financial results. Significant judgment is required in assessing the Company’s ability to generate revenue, gross profit, operating income and jurisdictional taxable income in future periods. The Company’s valuation allowance as of September 27, 2025 relates primarily to foreign net operating losses, except for $ 11 million related to U.S. state net operating losses. The Company provides deferred tax liabilities for the tax consequences associated with the undistributed earnings that are expected to be repatriated to the subsidiaries’ parent unless the subsidiaries’ earnings are considered indefinitely reinvested. As of September 27, 2025, income taxes and foreign withholding taxes have not been provided for approximately $ 491 million of cumulative undistributed earnings of several non-U.S. subsidiaries. The Company intends to reinvest these earnings indefinitely in operations outside of the U.S. Determination of the amount of unrecognized deferred tax liabilities on these undistributed earnings is not practicable. As of September 27, 2025, the Company has cumulative net operating loss carryforwards for state and foreign tax purposes of $ 200 million and $ 481 million, respectively, and none for federal tax. The state net operating loss carryforwards begin expiring in fiscal year 2026 and expire at various dates through September 26, 2043 . Certain foreign net operating losses will begin expiring in 2026. However, the majority of foreign net operating losses carryforward indefinitely. As of September 27, 2025, the Company has federal tax credits of $ 8 million that expire in 2045. There are certain restrictions on the 71 Table of Contents utilization of net operating loss and tax credit carryforwards in the event of an “ownership change” as defined in the Internal Revenue Code. The utilization of certain net operating losses may be restricted due to changes in ownership and business operations. Following is a reconciliation of the statutory federal tax rate to the Company’s effective tax rate: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 Federal tax at statutory tax rate 21.00 % 21.00 % 21.00 % Effect of foreign operations 0.34 2.15 0.81 Permanent items 1.34 1.87 0.96 Federal credits ( 0.64 ) ( 0.98 ) ( 0.57 ) Other 0.65 ( 0.20 ) 0.06 State income taxes, net of federal benefit 0.46 2.24 1.43 Release of foreign tax reserves ( 1.59 ) ( 0.95 ) ( 3.03 ) Effective tax rate 21.56 % 25.13 % 20.66 % A reconciliation of the beginning and ending amount of total liabilities for unrecognized tax benefits, excluding accrued penalties and interest, is as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Balance, beginning of year $ 48,543 $ 44,707 $ 53,552 Increase (decrease) related to prior year tax positions ( 1,192 ) 3,480 ( 331 ) Increase related to current year tax positions 725 2,500 2,040 Settlements — — ( 1,911 ) Decrease related to lapse of time and expiration of statutes of limitations ( 4,047 ) ( 2,144 ) ( 8,643 ) Balance, end of year $ 44,029 $ 48,543 $ 44,707 The Company had reserves of $ 9 million as of September 27, 2025 and $ 8 million as of September 28, 2024 for the payment of interest and penalties relating to unrecognized tax benefits. During both 2025 and 2024, the Company recognized an income tax benefit for interest and penalties of $ 1 million due to lapse of time and expiration of statutes of limitations. The Company recognizes interest and penalties related to liabilities for unrecognized tax benefits as a component of income tax expense. Should the Company be able to ultimately recognize all of these uncertain tax positions, it would result in a benefit to net income of $ 31 million in 2026. The Company conducts business globally and, as a result, files income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world. As a result of an audit by the Internal Revenue Service (“IRS”) for fiscal 2008 through 2010, the Company received a Revenue Agent’s Report (“RAR”) on November 17, 2023 asserting an underpayment of tax of approximately $ 8 million for fiscal 2009. The asserted underpayment results from the IRS’s proposed disallowance of a $ 503 million worthless stock deduction in fiscal 2009. Such disallowance, if upheld, would reduce the Company’s available net operating loss carryforwards and result in additional tax and interest attributable to fiscal 2021 and later years, which could be material. The Company disagrees with the IRS’s position as asserted in the RAR and is vigorously contesting this matter through the applicable IRS administrative and judicial procedures, as appropriate. The Company cannot predict with any certainty the timing of the resolution. Although the final resolution of this matter remains uncertain, the Company continues to believe that it is more likely than not the Company’s tax position will be sustained. However, an unfavorable resolution of this matter could have a material adverse impact on the Company’s consolidated financial statements. Additionally, the Company is being audited by various state tax agencies and certain foreign countries. To the extent the final tax liabilities are different from the amounts accrued, the increases or decreases would be recorded as income tax 72 Table of Contents expense or benefit in the consolidated statements of income. Although the Company believes that the resolution of these audits will not have a material adverse impact on the Company’s results of operations, the outcome is subject to uncertainty. In general, the Company is no longer subject to United States federal or state income tax examinations for years before 2003, and to foreign examinations for years prior to 2006 in its major foreign jurisdictions. It is reasonably possible that the balance of gross unrecognized tax benefits could decrease in the next twelve months by approximately $ 8 million related to payments, the resolution of audits and expiration of statutes of limitations. In addition, there could be a corresponding decrease in accrued interest and penalties of approximately $ 2 million. The Organization for Economic Co-operation and Development (“OECD”), an international association of 38 countries including the United States, has proposed changes to numerous long-standing tax principles, namely, its Pillar Two framework, which imposes a global minimum corporate tax rate of 15%. Various countries have enacted or have announced plans to enact new tax laws to implement the global minimum tax and where enacted, the rules begin to be effective for the Company in fiscal 2025. The Pillar Two rules are considered an alternative minimum tax and therefore deferred taxes would not be recognized or adjusted for the estimated effects of the future minimum tax. The adoption and effective dates of these rules may vary by country and could increase tax complexity and uncertainty and may adversely affect the Company’s provision for income taxes. There was no material impact from these tax law changes in fiscal 2025. On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax frame work, and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. Those that did have an effect on the Company’s fiscal 2025 tax year, such as 100% bonus reinstatement, have been calculated and included in the Company’s provision for income taxes. There was no material impact from the OBBBA to the fiscal 2025 financial statements. Note 11. Earnings Per Share Basic and diluted earnings per share amounts are calculated by dividing net income attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period, as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands, except per share amounts) Numerator: Net income attributable to common shareholders $ 245,893 $ 222,536 $ 309,970 Denominator: Weighted average common shares outstanding 53,947 55,592 57,847 Effect of dilutive stock options and restricted stock units 1,231 1,378 1,968 Denominator for diluted earnings per share 55,178 56,970 59,815 Net income attributable to common shareholders per share: Basic $ 4.56 $ 4.00 $ 5.36 Diluted $ 4.46 $ 3.91 $ 5.18 Weighted-average dilutive securities that were excluded from the above calculation because their inclusion would have had an anti-dilutive effect under ASC Topic 260, Earnings per Share , due to application of the treasury stock method were not material for any period presented. Note 12. Stockholders’ Equity On March 11, 2019, the Company’s stockholders approved the Company’s 2019 Equity Incentive Plan (“2019 Plan”) and the reservation of 4 million shares of common stock for issuance thereunder, including any shares subject to stock options or similar awards granted under the 2009 Stock Plan that expired or otherwise terminated without having been exercised in full and shares issued pursuant to awards granted that are forfeited by the Company. 73 Table of Contents As of September 27, 2025, an aggregate of 5 million shares were authorized for future issuance under the Company’s stock plans, of which 3 million of such shares were for issuance upon vesting of restricted stock units and 2 million shares of common stock were available for future grant. Awards other than stock options reduce common stock available for grant by 1.36 shares for every share of common stock subject to such an award. Awards under the 2019 Plan and 2009 Plan that expire or are cancelled without delivery of shares generally become available for issuance under the 2019 Plan. The 2019 Plan will expire as to future grants in December 2028 . Stock Repurchase Program During 2025, 2024 and 2023, the Company repurchased 1.4 million shares, 4.0 million shares and 1.6 million shares of its common stock for $ 114 million, $ 227 million and $ 84 million (including commissions), respectively, under stock repurchase programs authorized by the Company’s Board of Directors. During the second quarter of 2025, the Company’s Board of Directors authorized the repurchase of up to $ 300 million of the Company’s common stock in the open market or in negotiated private transactions. These programs have no expiration dates and the timing of repurchases will depend upon capital needs to support the growth of the Company’s business, market conditions and other factors. As of September 27, 2025, an aggregate of $ 239 million remains available under the stock purchase program. In addition to the repurchases discussed above, the Company withheld 0.5 million of its common stock during each of 2025 and 2024 and 0.4 million shares of its common stock during 2023, in settlement of employee tax withholding obligations due upon the vesting of restricted stock units. Accumulated Other Comprehensive Income Accumulated other comprehensive income, net of tax as applicable, consisted of the following: As of September 27, 2025 September 28, 2024 (In thousands) Foreign currency translation adjustments $ 77,714 $ 73,236 Unrealized holding gain on derivative financial instruments 490 266 Unrecognized net actuarial loss and unrecognized transition cost for benefit plans ( 8,584 ) ( 6,761 ) Total $ 69,620 $ 66,741 Note 13. Business Segment and Geographic Information The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer who allocates resources and assesses performance of operating segments based on sales and a measure of segment gross profit that excludes items not directly related to the Company’s ongoing business operations. This assessment is predominantly performed during the Company’s annual budgeting and quarterly forecasting process where segment resourcing decisions, such as employee and capital, are made. Segment revenue is attributable to the segment for which the products are manufactured or services are performed. Intersegment sales consist primarily of sales of components from CPS to IMS. Segment income, which is the segment gross profit, generally does not include stock-based compensation expense, litigation settlements, charges resulting from distressed customers and are either non-recurring or non-cash in nature. Segment information is as follows: 74 Table of Contents Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Sales: Reportable segment - IMS $ 6,556,736 $ 6,072,053 $ 7,328,651 Other segments - CPS 1,697,438 1,598,397 1,747,854 Intersegment sales elimination ( 125,792 ) ( 102,122 ) ( 141,457 ) Net sales $ 8,128,382 $ 7,568,328 $ 8,935,048 Reportable segment expenses - IMS: Cost of sales 6,005,539 5,577,256 6,727,871 Total expenses $ 6,005,539 $ 5,577,256 $ 6,727,871 Gross Profit: Reportable segment gross profit - IMS $ 507,352 $ 456,610 $ 561,166 Other segments gross profit - CPS 236,453 203,948 202,000 Selling, general and administrative (1) ( 248,247 ) ( 227,327 ) ( 222,291 ) Research and development (1) ( 29,801 ) ( 27,467 ) ( 25,569 ) Stock-based compensation expense ( 63,396 ) ( 57,407 ) ( 50,402 ) Restructuring ( 6,319 ) ( 10,227 ) ( 6,054 ) Acquisition and integration charges ( 34,162 ) — — Interest income 15,855 12,440 13,595 Interest expense ( 20,151 ) ( 29,183 ) ( 36,290 ) Other income (expense), net ( 10,844 ) ( 1,216 ) ( 20,156 ) Other corporate expenses (2) ( 7,312 ) ( 2,636 ) ( 3,192 ) Income before income taxes $ 339,428 $ 317,535 $ 412,807 (1) Amount excludes allocation of stock-based compensation expense. (2) Primarily related to corporate unallocated expenses such as charges or credits resulting from distressed customers, litigation settlements and amortization of intangible assets. Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Depreciation and amortization: Reportable segment - IMS $ 76,918 $ 81,880 $ 79,508 Other segments - CPS 37,635 36,205 34,348 Total 114,553 118,085 113,856 Unallocated corporate items (1) 4,913 4,333 4,381 Total $ 119,466 $ 122,418 $ 118,237 Capital expenditures (receipt basis): Reportable segment - IMS $ 112,610 $ 57,933 $ 114,036 Other segments - CPS 68,149 40,903 53,102 Total 180,759 98,836 167,138 Unallocated corporate items (1) 4,093 5,487 7,249 Total $ 184,852 $ 104,323 $ 174,387 (1) Primarily related to selling, general and administration functions. 75 Table of Contents As of September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Segment assets: Reportable segment - IMS (1) $ 3,109,754 $ 2,591,909 $ 2,173,170 Other unallocated assets 2,748,419 2,230,936 2,700,798 Total assets $ 5,858,173 $ 4,822,845 $ 4,873,968 (1) Segment assets consists of accounts receivable, inventories and property, plant and equipment, net. Long-lived assets, net by geographic area is as follows: As of September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) U.S. (country of domicile) $ 170,634 $ 175,562 $ 168,808 Mexico (>10% of total) 267,430 210,275 235,797 Other 244,290 230,230 228,231 Total $ 682,354 $ 616,067 $ 632,836 Location of long-lived assets was determined based on entities that owned the long-lived assets. No other individual foreign country accounted for more than 10% of the long-lived assets as of September 27, 2025 and September 28, 2024. Note 14. Stock-based Compensation Stock-based compensation expense was recognized as follows: Year Ended September 27, 2025 September 28, 2024 September 30, 2023 (In thousands) Cost of sales $ 20,135 $ 17,493 $ 16,763 Selling, general and administrative 41,975 38,867 32,781 Research and development 1,286 1,047 858 Total $ 63,396 $ 57,407 $ 50,402 The Company grants restricted stock units (“RSUs”) and restricted stock units with performance conditions (“PSUs”) primarily to executive officers, directors and certain employees. These units vest over periods ranging from one year to four years and/or upon achievement of specified performance criteria, with associated compensation expense recognized ratably over the vesting period. Generally, the Company’s PSUs vest contingent on achievement of cumulative non-GAAP earnings per share measured over three fiscal years. If a minimum threshold is not achieved during the measurement period, the PSUs will be cancelled. If a minimum threshold is achieved or exceeded, the number of shares of common stock that will be issued will range from 70 % to 130 % of the number of PSUs granted, depending on the extent of performance. Additionally, for certain grants, the number of shares that vest may be adjusted up or down by up to 15 % based on the Company’s total shareholder return relative to that of its peer group over this same period. 76 Table of Contents Activity with respect to the Company’s RSUs and PSUs was as follows: Number of Shares Weighted Average Grant-Date Fair Value ($) Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value ($) (In thousands) (In thousands) Outstanding as of October 1, 2022 3,280 37.11 1.35 155,049 Granted 972 59.78 Vested/Forfeited/Cancelled ( 1,371 ) 36.45 Outstanding as of September 30, 2023 2,881 45.07 1.14 150,547 Granted 1,444 50.81 Vested/Forfeited/Cancelled ( 1,438 ) 40.73 Outstanding as of September 28, 2024 2,887 50.11 1.15 195,052 Granted 1,048 78.47 Vested/Forfeited/Cancelled ( 1,405 ) 46.93 Outstanding as of September 27, 2025 2,530 63.63 1.11 301,584 Expected to vest as of September 27, 2025 2,333 63.08 1.06 278,070 The fair value of RSUs that vested during the year was $ 104 million for 2025, $ 66 million for 2024 and $ 70 million for 2023. As of September 27, 2025, unrecognized compensation expense of $ 87 million is expected to be recognized over a weighted average period of 1.1 years. Note 15. Employee Benefit Plans The Company has various defined contribution retirement plans that cover the majority of its domestic employees. These retirement plans permit participants to elect to have contributions made to the retirement plans in the form of salary deferrals. Under these retirement plans, the Company may match a portion of employee contributions. Amounts contributed by the Company were not material for any period presented herein. The Company sponsors a deferred compensation plan for eligible employees that allows participants to defer payment of all or part of their compensation. Deferrals under this plan were immaterial. The Company provides defined benefit pension plans in certain other countries. The assumptions used for calculating the pension benefit obligations for non-U.S. plans depend on the local economic environment and regulations. The measurement date for the Company’s defined benefit plans is September 27, 2025. The funded status and plan assets for the non-U.S defined benefit plans and amount reported on the consolidated balance sheets were as follows: As of September 27, 2025 September 28, 2024 (In thousands) Plan Assets $ 18,279 $ 18,230 Projected Benefit Obligation 63,850 57,307 Underfunded Status $ 45,571 $ 39,077 Current Liabilities $ 3,722 $ 4,173 Non-current liabilities 41,849 34,904 Total liabilities $ 45,571 $ 39,077 The Company’s investment strategy is designed to help ensure that sufficient pension assets are available to pay benefits as they become due. Plan assets are invested in mutual funds that are valued using the net asset value that is quoted in active markets (Level 1 input). These plans are managed consistent with regulations or market practices of the country in which 77 Table of Contents the assets are invested. As of September 27, 2025, there were no significant concentrations of credit risk related to pension plan assets. All other amounts and assumptions were not material for any period presented herein. Note 16. Business Combination On May 18, 2025, the Company entered into the Equity Purchase Agreement to acquire ZT Systems from AMD Design, LLC, a wholly owned subsidiary of Advanced Micro Devices, Inc., pursuant to which the Company will purchase all of the outstanding equity interests of ZT Systems, a provider of AI and general purpose computer infrastructure for hyperscale computing companies. Under the Equity Purchase Agreement, the Company will acquire ZT Systems’ data center infrastructure manufacturing business, excluding certain research and development functions. The consideration is subject to certain adjustments based on ZT System’s closing cash, closing net working capital relative to a target amount, closing indebtedness and closing expenses. In connection with the execution of the Equity Purchase Agreement, the Company obtained the Bridge Loan Facility in an aggregate principal amount of up to $ 2.5 billion to fund a portion of the purchase consideration in the ZT Acquisition and to pay related fees and expenses. The commitment was intended to be drawn only to the extent that permanent financing was not obtained prior to closing the ZT Acquisition. On July 29, 2025 , the Company entered into the New Credit Agreement that provides for $ 3.5 billion in Credit Facilities, consisting of a $ 1.5 billion revolving credit facility and a $ 2.0 billion term loan A facility. On July 30, 2025, the Bridge Loan Facility was reduced from $ 2.5 billion to $ 800 million, upon the Company entering into the New Credit Agreement. Effective October 20, 2025, the Company executed an amendment to permit and finance the ZT Acquisition, including adding necessary definitions, funding conditions, and providing a delayed draw term loan A of $ 600 million, which may be drawn by the Company in up to two separate drawings during the period commencing on the closing of the ZT Acquisition and ending on the one year anniversary of such closing. Additionally, effective October 27, 2025 , the Company executed an amendment to increase the Credit Facilities to, among other amendments, include a $ 800 million term loan B facility. During the year ended September 27, 2025, the Company incurred $ 34 million of acquisition and integration charges. These costs primarily consisted of advisory, legal, accounting, and other professional and consulting fees, and were expensed as incurred. On the Closing Date, the Company completed the acquisition of ZT Systems pursuant to the Equity Purchase Agreement for a purchase consideration of $ 1.6 billion (subject to adjustment for certain working capital and other items) consisting of $ 1.46 billion in cash consideration and a number of shares of the Company’s common stock valued at $ 150 million (at $ 130.32 market value representing 1.2 million shares). Pursuant to the acquisition agreement, the seller is also entitled up to $ 450 million in contingent cash consideration upon the achievement of certain financial metrics during the three-year period following the Closing Date. The Company also entered into a Manufacturing Services Agreement with ZT Systems on October 27, 2025 with an initial term of five years. This transaction will be accounted for as a business combination using the acquisition method of accounting. To finance the acquisition and settle all outstanding amounts under the Company’s Existing Credit Agreement, the Company simultaneously drew upon its Credit Facilities at the Closing Date. The Company is in the process of determining the fair values of the acquired assets and assumed liabilities, with assistance from a third-party specialist. The initial accounting for the ZT Acquisition is incomplete due to the proximity of the transaction date to the filing of the Annual Report on Form 10-K for the fiscal year ended September 27, 2025. The preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed are anticipated to be completed in the first quarter of fiscal 2026. The preliminary allocation is expected to result in the recognition of goodwill, intangible assets and tangible assets such as accounts receivable, inventories and property, plant, and equipment. The major classes of liabilities assumed are anticipated to be accounts payable, accrued liabilities and other long-term liabilities. See Note 6, “Debt” of the notes to the Consolidated Financial Statements contained in this report. 78 Table of Contents Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure None.