What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-08-10 compared with 2026-05-08 · 73 added, 67 removed, 144 unchanged (49% of the section changed)

32 unchanged sentences

The Company operates within a cost structure that includes a significant fixed component.

Therefore, higher net sales volumes are expected to result in greater operating income because such higher volumes allow the business operations to better leverage

the fixed component of their respective cost structures.

Therefore, higher net sales volumes are expected to result in greater operating income because such higher volumes allow the business operations to better leverage the fixed component of their respective cost structures.

Conversely, the opposite effect is expected to occur at lower net sales and related production volumes.

5 unchanged sentences

Backlog of Orders

SIFCO’s total backlog as of March 31, 2026 was $157.7 million, compared with total backlog of $129.2 million as of March 31, 2025.

SIFCO’s total backlog as of June 30, 2026 was $164.2 million, compared with total backlog of $130.4 million as of June 30, 2025.

Orders may be subject to modification or cancellation by the customer with limited charges.

1 unchanged sentence

Backlog information may not be indicative of future sales.

Three Months Ended March 31, 2026 compared with Three Months Ended March 31, 2025

Net sales comparative information for the second quarter of fiscal 2026 and 2025 is as follows:

Three Months Ended June 30, 2026 compared with Three Months Ended June 30, 2025

Net sales comparative information for the third quarter of fiscal 2026 and 2025 is as follows:

(Dollars in millions) Three Months Ended

March 31, Increase/ (Decrease)

June 30, Increase/ (Decrease)

Aerospace components for:

5 unchanged sentences

Total $ 26.1 $ 22.1 $ 4.0

Net sales for the second quarter of fiscal 2026 increased $7.4 million to $26.4 million, compared with $19.0 million in the comparable period of fiscal 2025.

Net sales for the third quarter of fiscal 2026 increased $4.0 million to $26.1 million, compared with $22.1 million in the comparable period of fiscal 2025.

The increase is driven by higher production volumes and favorable pricing, partially offset by the impact of customer-supplied raw materials.

Under these arrangements, the Company does not recognize revenue for materials provided by customers, resulting in lower reported net sales relative to comparable programs utilizing company-procured materials.

Fixed wing sales increased $1.9 million compared with the same period last year, primarily due to timing across most programs, including the F-15 and C-130 and increased market share in the F-35CV programs.

Rotorcraft sales increased compared with the same period last year primarily due to the timing of orders for CH53K and CH47 Chinook programs.

Commercial space products increased by $0.2 million due to timing of orders in the commercial space market.

Fixed wing sales decreased $0.5 million compared with the same period last year, primarily due to timing across most programs.

Rotorcraft sales increased compared with the same period last year primarily due to the timing of orders for V-22 Osprey and UH-60 Black Hawk programs.

Commercial space products decreased by $1.1 million due to timing of orders in the commercial space market.

Net sales for the energy components for power generation units decreased by $0.3 million, primarily due to lower customer demand.

Commercial products and other revenue increased $3.5 million compared with the same period last year mostly due to the timing of orders related to munitions programs.

Commercial net sales and military net sales were 31.9% and 68.1%, respectively, of total net sales in the second quarter of fiscal 2026, compared with 43.7% and 56.3%, respectively, in the comparable period in fiscal 2025.

Commercial net sales increased $0.1 million to $8.4 million in the second quarter of fiscal 2026, compared with $8.3 million in the comparable period of fiscal 2025, primarily due to higher demand in the commercial aerospace market, partially offset by reduced procurement of components the Company provides for the power generation market.

Military net sales increased by $7.3 million to $18.0 million in the second quarter of fiscal 2026, compared with $10.7 million in the comparable period of fiscal 2025, primarily due to increased demand across multiple programs, such as munitions, CH47 and CH53K.

Commercial net sales and military net sales were 26.7% and 73.3%, respectively, of total net sales in the third quarter of fiscal 2026, compared with 39.3% and 60.7%, respectively, in the comparable period in fiscal 2025.

Commercial net sales decreased $1.7 million to $7.0 million in the third quarter of fiscal 2026, compared with $8.7 million in the comparable period of fiscal 2025, primarily due to reduced procurement of components the Company provides for the power generation and commercial space market partially offset by higher demand in the commercial aerospace market.

Military net sales increased by $5.7 million to $19.1 million in the third quarter of fiscal 2026, compared with $13.4 million in the comparable period of fiscal 2025, primarily due to increased demand across multiple programs, such as munitions, V-22 Osprey and UH-60 Black Hawk.

Cost of Goods Sold

Cost of goods sold (“COGS”) increased by $3.3 million, or 19.1%, to $20.8 million, or 78.6% of net sales, during the second quarter of fiscal 2026, compared with $17.5 million, or 91.7% of net sales, in the comparable period of fiscal 2025.

The increase is primarily as a result of higher sales volume.

However, the increase in COGS was partially offset by the impact of customer-supplied raw materials, which reduced material costs by the Company (generally neutral impact on gross profit).

Gross profit increased by $4.1 million to $5.7 million in the second quarter of fiscal 2026, compared with $1.6 million gross profit in the comparable period of fiscal 2025.

The margin expansion was primarily driven by improved pricing and more favorable customer and product mix, including increased volumes on higher-margin programs, improved overhead absorption resulting from higher production volumes, and the benefit of pricing actions.

Cost of goods sold (“COGS”) increased by $6.5 million, or 40.3%, to $22.7 million, or 86.9% of net sales, during the third quarter of fiscal 2026, compared with $16.2 million, or 73.3% of net sales, in the comparable period of fiscal 2025.

The increase is primarily as a result of higher sales volume and a $3.2 million increase in LIFO expense resulting from higher inventory costs and increased purchases.

In addition, COGS in the prior year third quarter was reduced by a $2.4 million Employee Retention Credit (“ERC”) benefit that did not recur in the current period and included a LIFO benefit of $0.4 million.

Gross profit decreased by $2.5 million to $3.4 million in the third quarter of fiscal 2026, compared with $5.9 million gross profit in the comparable period of fiscal 2025.

The prior year period included a $2.4 million ERC benefit recognized within COGS.

Excluding the impact of the ERC benefit, gross profit would have decreased by $0.1 million.

Higher sales volume, improved pricing, a more favorable customer and product mix, including increased volumes on higher-margin programs, and improved overhead absorption resulting from higher production volumes substantially offset the unfavorable impact of a $3.2 million increase in LIFO expense.

Selling, General and Administrative Expenses

Selling, general and administrative (“SG&A”) expenses were $3.0 million, or 11.3% of net sales, during the second quarter of fiscal 2026, compared with $2.4 million, or 12.4% of net sales, in the comparable period of fiscal 2025.

The increase is primarily driven by $0.2 million of environmental reserve and associated legal and professional fees, $0.1 million in incentive compensation accruals and $0.1 million increase in the provision for expected credit losses.

Selling, general and administrative (“SG&A”) expenses were $3.1 million, or 11.9% of net sales, during the third quarter of fiscal 2026, compared with $2.6 million, or 11.9% of net sales, in the comparable period of fiscal 2025.

The increase is primarily driven by $0.5 million in incentive compensation accruals.

Interest Expense, Net

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s debt agreements in the second quarter of fiscal 2026 and 2025:

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s debt agreements in the third quarter of fiscal 2026 and 2025:

(Dollars in millions) Weighted Average

Interest Rate

Three Months Ended March 31,

Three Months Ended June 30,

Weighted Average

Outstanding Balance

Three Months Ended March 31,

Three Months Ended June 30,

2026 2025 2026 2025

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The impact of this provision may continue in future periods to the extent that outstanding borrowings remain below the specified minimum level.

The Company’s effective tax rate through the second quarter of fiscal 2026 was (13.0)%, compared with (5.9)% for the same period of fiscal 2025.

The Company’s effective tax rate through the third quarter of fiscal 2026 was (122.2)%, compared with 1.2% for the same period of fiscal 2025.

The change in the effective rate was primarily attributable to changes in jurisdictional mix of income in fiscal 2026 compared with the same period of fiscal 2025 along with the Company's transition from a pre-tax loss to a pre-tax income position.

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Income (Loss) from Continuing Operations

Income from continuing operations was $2.7 million during the second quarter of fiscal 2026, compared with a loss from continuing operations of $1.3 million in the comparable period of fiscal 2025.

The improvement is primarily attributable to increased gross profit as noted above.

Six Months Ended March 31, 2026 compared with Six Months Ended March 31, 2025

Net sales comparative information for the first six months of fiscal 2026 and 2025 is as follows:

(Dollars in millions) Six Months Ended

March 31, Increase/ (Decrease)

Loss from continuing operations was nominal during the third quarter of fiscal 2026, compared with income of $3.3 million in the comparable period of fiscal 2025.

The prior period included a net benefit of $2.7 million related to the ERC.

The change in results was primarily attributable to the factors impacting gross profit discussed above.

Nine Months Ended June 30, 2026 compared with Nine Months Ended June 30, 2025

Net sales comparative information for the first nine months of fiscal 2026 and 2025 is as follows:

(Dollars in millions) Nine Months Ended

June 30, Increase/ (Decrease)

Aerospace components for:

5 unchanged sentences

Total $ 76.6 $ 62.0 $ 14.6

Net sales for the first six months of fiscal 2026 increased $10.5 million to $50.4 million, compared with $39.9 million in the comparable period of fiscal 2025.

Net sales for the first nine months of fiscal 2026 increased $14.6 million to $76.6 million, compared with $62.0 million in the comparable period of fiscal 2025.

The increase was primarily driven by higher volumes in military programs, partially offset by declines in certain commercial markets.

Fixed wing sales decreased $0.9 million compared with the same period last year due to program timing.

Rotorcraft sales increased $10.2 million compared with the same period last year primarily due to the timing of orders in the CH47 and CH53K programs.

Commercial space products decreased by $1.1 million year-over-year due to reduced procurement activity, including one specific customer significantly scaling back orders to manage excess inventory.

Rotorcraft sales increased $12.6 million compared with the same period last year primarily due to the timing of orders in the V-22 Osprey and UH-60 Black Hawk programs.

Commercial space products decreased by $2.2 million year-over-

year due to reduced procurement activity, including one specific customer scaling back orders to manage excess inventory.

Net sales for the energy components for power generation units decreased by $1.5 million due to lower customer demand.

Commercial products and other revenue increased $6.6 million compared with the same period last year mostly due to the timing of orders related to munitions programs.

Commercial net sales and military net sales were 33.9% and 66.1%, respectively, of total net sales in the first six months of fiscal 2026, compared with 48.8% and 51.2%, respectively, in the comparable period in fiscal 2025.

Commercial net sales decreased $2.4 million to $17.1 million in the first six months of fiscal 2026, compared with $19.5 million in the comparable period of fiscal 2025, reflecting reduced demand in commercial space market and reduced procurement of components the Company provides for the power generation market.

Military net sales increased by $12.9 million to $33.3 million in the first six months of fiscal 2026, compared with $20.4 million in the comparable period of fiscal 2025, primarily due to increased demand across most programs.

Commercial net sales and military net sales were 31.5% and 68.5%, respectively, of total net sales in the first nine months of fiscal 2026, compared with 45.4% and 54.6%, respectively, in the comparable period in fiscal 2025.

Commercial net sales decreased $4.1 million to $24.1 million in the first nine months of fiscal 2026, compared with $28.2 million in the comparable period of fiscal 2025, reflecting reduced demand in commercial space market and reduced procurement of components the Company provides for the power generation market.

Military net sales increased by $18.7 million to $52.5 million in the first nine months of fiscal 2026, compared with $33.8 million in the comparable period of fiscal 2025, primarily due to timing of munitions orders, increased demand and pricing across most programs.

Cost of Goods Sold

COGS increased by $2.2 million, or 5.8%, to $39.6 million, or 78.5% of net sales, during the first six months of fiscal 2026, compared with $37.4 million, or 93.7% of net sales, in the comparable period of fiscal 2025.

The increase in COGS was primarily attributable to higher production and sales volumes.

As a percentage of net sales, COGS decreased, reflecting improved overhead absorption on higher volumes and the impact of pricing actions.

Gross profit increased $8.4 million to $10.9 million in the first six months of fiscal 2026, compared with $2.5 million gross profit in the comparable period of fiscal 2025.

The increase was primarily driven by higher sales volumes, favorable product mix, and improved pricing.

COGS increased by $8.7 million, or 16.2%, to $62.3 million, or 81.4% of net sales, during the first nine months of fiscal 2026, compared with $53.6 million, or 86.5% of net sales, in the comparable period of fiscal 2025.

The increase in COGS was primarily attributable to higher production and sales volumes and a $4.4 million increase in LIFO expense resulting from higher inventory costs and increased purchases.

As a percentage of net sales, COGS decreased, reflecting improved overhead absorption on higher volumes, pricing actions, and an increase of customer supplied material.

Prior year included a $2.4 million ERC benefit in COGS which was not repeated in the current year.

Gross profit increased $5.9 million to $14.3 million in the first nine months of fiscal 2026, compared with $8.4 million gross profit in the comparable period of fiscal 2025.

The prior year period included a $2.4 million ERC benefit recognized within COGS.

Excluding the impact of the ERC benefit, gross profit would have increased by $8.3 million.

The increase was primarily driven by higher sales volumes, favorable product mix, and improved pricing, partially offset by LIFO expense noted above.

Gross margin also increased, reflecting the benefit of these factors, as well as improved cost absorption and impact of cost drivers noted above.

Selling, General and Administrative Expenses

SG&A expenses were $5.6 million, or 11.2% of net sales, during the first six months of fiscal 2026, compared with $5.2 million, or 13.0% of net sales, in the comparable period of fiscal 2025.

The increase in SG&A expenses was primarily driven by $0.4 million related to environmental reserve and associated legal and professional fees as discussed in Note 10 — Commitments and Contingencies of the notes to unaudited consolidated condensed financial statements, $0.2 million increase in incentive compensation and $0.1 million in severance-related costs, partially offset by $0.3 million in lower legal and professional and consulting fees.

SG&A expenses were $8.7 million, or 11.4% of net sales, during the first nine months of fiscal 2026, compared with $7.8 million, or 12.6% of net sales, in the comparable period of fiscal 2025.

The increase in SG&A expenses was primarily driven $0.7 million increase in incentive compensation and $0.4 million related to environmental reserve and associated legal and professional fees as discussed in Note 10 — Commitments and Contingencies of the notes to unaudited consolidated condensed financial statements.

Interest Expense, Net

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s debt agreement in the first six months of both fiscal 2026 and 2025:

The following table sets forth the weighted average interest rates and weighted average outstanding balances under the Company’s debt agreement in the first nine months of both fiscal 2026 and 2025:

(Dollars in millions) Weighted Average

Interest Rate

Six Months Ended March 31,

Nine Months Ended June 30,

Weighted Average

Outstanding Balance

Six Months Ended March 31,

Nine Months Ended June 30,

2026 2025 2026 2025

2 unchanged sentences

Other debt 13.5 % 4.3 % $ 0.2 $ 0.4

Interest expense for the six months ended reflects the impact of a provision within the Company's Loan Agreement that requires interest be calculated on a specified minimum borrowing level, regardless of actual outstanding borrowings.

Interest expense for the nine months ended reflects the impact of a provision within the Company's Loan Agreement that requires interest be calculated on a specified minimum borrowing level, regardless of actual outstanding borrowings.

As average borrowings during the period were below threshold, the Company incurred interest expense in amounts in excess of the actual debt outstanding.

2 unchanged sentences

The impact of this provision may continue in future periods to the extent that outstanding borrowings remain below the specified minimum level.

The Company’s effective tax rate through the first six months of fiscal 2026 was 2.2%, compared with (2.2)% for the same period of fiscal 2025.

The change in the effective rate was primarily attributable to changes in jurisdictional mix of income in fiscal 2026 compared with the same period of fiscal 2025, as well as the Company's transition from a pre-tax loss to a pre-tax income position.

The Company’s effective tax rate through the first nine months of fiscal 2026 was 2.7%, compared with (37.2)% for the same period of fiscal 2025.

The change in the effective rate was primarily attributable to changes in jurisdictional mix of income in

fiscal 2026 compared with the same period of fiscal 2025, as well as the Company's transition from a pre-tax loss to a pre-tax income position.

The effective tax rate differs from the U.S.

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Income (Loss) from Continuing Operations

Income from continuing operations was $4.4 million during the first six months of fiscal 2026, compared with a loss of $3.7 million in the comparable period of fiscal 2025 due to higher sales volumes and gross margin improvements as referenced above.

Income from continuing operations was $4.4 million during the first nine months of fiscal 2026, compared with a loss of $0.4 million in the comparable period of fiscal 2025 is due to higher sales volumes and gross margin improvements as referenced above.

The prior year net loss includes a net benefit of $2.7 million related to ERC that did not repeat in the current period.

Liquidity and Capital Resources

Cash and cash equivalents were $0.3 million and $0.5 million as of March 31, 2026 and September 30, 2025, respectively.

Cash and cash equivalents were $0.1 million and $0.5 million as of June 30, 2026 and September 30, 2025, respectively.

A nominal amount of the Company’s cash and cash equivalents were in the possession of its non-U.S.

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Historically, the main sources of liquidity of the Company have been cash flows from operations and borrowings under our debt agreements.

As of March 31, 2026, the Company was not party to any off-balance sheet arrangements that have had or are reasonably likely to have a current or future material effect on our financial condition, results of operations, liquidity, capital expenditures, or capital resources.

As of June 30, 2026, the Company was not party to any off-balance sheet arrangements that have had or are reasonably likely to have a current or future material effect on our financial condition, results of operations, liquidity, capital expenditures, or capital resources.

The Company's primary cash requirements consist of obligations related to outstanding debt and lease payments, operating and capital purchase commitments, and contributions to our defined benefit and contribution plans.

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Operating Activities

Net cash provided by operating activities was $5.2 million for the first six months of fiscal 2026, compared to net cash used of $1.0 million in the first six months of fiscal 2025.

Net cash provided by operating activities was $3.4 million for the first nine months of fiscal 2026, compared to net cash used of $0.6 million in the first nine months of fiscal 2025.

The increase was primarily driven by improved operating results, with net income of $4.4 million compared to a net loss of $0.4 million in the prior year period.

Non-cash adjustments included $2.1 million of depreciation and amortization and $1.2 million of LIFO expense in the current period, partially offset by a $0.6 million decrease in related inventory valuation accounts.

Non-cash adjustments included $4.4 million of LIFO expense and $3.1 million of depreciation and amortization in the current period, partially offset by a $0.7 million decrease in related inventory valuation accounts.

Changes in working capital resulted in a net use of cash of approximately $8.3 million during the period.

This use was primarily driven by increases in operating assets, including a $3.1 million increase in accounts receivable, $3.3 million increase in inventories, and a $1.7 million increase in contract assets, reflecting higher business activity and the timing of billings and production.

These uses were partially offset by increases in operating liabilities, including a $4.4 million increase in contract liabilities and a $1.3 million increase in accounts payable, reflecting the timing of customer advance payments and vendor disbursements.

In contrast, during the six months of fiscal 2025, operating activities used $1.0 million of cash, primarily due to net loss of $3.7 million, partially offset by of $2.4 million depreciation and amortization and $0.3 million related to inventory valuation accounts.

Changes in working capital resulted in a net use in cash, primarily driven by decreases in accounts payable and accrued liabilities due to timing of payments, increases in prepaid expenses related to deferred financing costs associated with the refinancing of the revolving credit facility, decreases in contract liabilities due to satisfaction of performance obligations, and increase in inventories due to timing of raw material receipts.

These uses were partially offset by a decrease in accounts receivable, reflecting the timing of customer receipts and billings.

This use was primarily driven by increases in operating assets, including a $9.6 million increase in inventories, $3.0 million increase in accounts receivable, and a $1.3 million increase in contract assets, reflecting higher business activity and the timing of billings and production.

These uses were partially offset by increases in operating liabilities, including a $3.1 million in accounts payable and $1.8 million increase in contract liabilities, reflecting the timing of customer advance payments, timing of raw material receipts and vendor disbursements.

In contrast, during the nine months of fiscal 2025, operating activities used $0.6 million of cash, primarily due to net loss of $0.4 million, partially offset by of $3.9 million depreciation and amortization and $0.5 million related to inventory valuation accounts.

Changes in working capital resulted in a net use in cash, primarily driven by decreases in accounts payable and

accrued liabilities due to timing of payments, partially offset by a decrease in accounts receivable, reflecting the timing of customer receipts and billings.

Investing Activities

During the first six months of fiscal 2026 and 2025, cash used for investing activities was $0.2 million and $0.3 million, respectively, attributable to capital expenditures.

Capital commitments as of March 31, 2026 were $0.4 million.

During the first nine months of fiscal 2026 and 2025, cash used for investing activities was $0.5 million and $0.3 million, respectively, attributable to capital expenditures.

Capital commitments as of June 30, 2026 were $0.6 million.

The Company anticipates that the remaining fiscal 2026 capital expenditures will be within the range of $0.5 million to $0.7 million and will relate principally to the further enhancement of production and product offering capabilities and drive operating cost reductions.

Financing Activities

Cash used for financing activities was $5.6 million in the first six months of fiscal 2026, compared with $13.1 million in the first six months of fiscal 2025.

The year-over-year decrease in cash used from financing was primarily related to lower repayments on debt obligations during fiscal 2026.

Refer to Note 5 — Debt of the notes to unaudited consolidated condensed financial statements for details regarding our financing activities during the six months ended March 31, 2026.

Cash used for financing activities was $3.7 million in the first nine months of fiscal 2026, compared with $13.4 million in the first nine months of fiscal 2025.

The year-over-year decrease in cash used for financing was primarily related to lower repayments on debt obligations during fiscal 2026 versus prior year included the refinancing of debt.

Refer to Note 5 — Debt of the notes to unaudited consolidated condensed financial statements for details regarding our financing activities during the nine months ended June 30, 2026.

Future cash flows from the Company’s operations may be used to pay down outstanding debt amounts.

The Company believes it has adequate cash/liquidity available to finance its operations from the combination of (i) the Company’s expected cash flows from operations and (ii) funds available under its loan and security agreement as described in Note 5 — Debt of the notes to unaudited consolidated condensed financial statements for its domestic locations.

Tightening of the credit market and standards, as well as capital market volatility, could negatively impact our ability to obtain additional debt financing on terms equivalent to our existing debt agreements when needed in the future.

Capital market uncertainty and volatility, together with the Company’s market capitalization and status as a smaller reporting company, could also negatively impact our ability to obtain equity financing.

Recent Accounting Standards

ASU 2024-01 was adopted during the six months ended March 31, 2026 .

ASU 2024-01 was adopted during the nine months ended June 30, 2026 .

Refer to Note 1 — Summary of Significant Accounting Policies for further detail.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis