What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-12 compared with 2025-11-04 · 119 added, 220 removed, 386 unchanged (47% of the section changed)

4 unchanged sentences

(in thousands, except par values)

SEPTEMBER 28, 2025 DECEMBER 29, 2024

APRIL 5, 2026 DECEMBER 28, 2025

Current assets

7 unchanged sentences

Deferred tax assets

24,923 25,272

Goodwill and intangible assets, net 159,672 163,012

17 unchanged sentences

5,000 shares authorized;

none issued or outstanding at September 28, 2025 and December 29, 2024

none issued or outstanding at April 5, 2026 and December 28, 2025

Common stock, par value $ 0.10 per share;

120,000 shares authorized;

58,391 and 58,304 shares issued and outstanding at September 28, 2025 and December 29, 2024, respectively

58,055 and 57,891 shares issued and outstanding at April 5, 2026 and December 28, 2025, respectively

Additional paid-in capital 228,032 248,910

9 unchanged sentences

(in thousands, except per share data)

THREE MONTHS ENDED NINE MONTHS ENDED

SEPTEMBER 28, 2025 SEPTEMBER 29, 2024 SEPTEMBER 28, 2025 SEPTEMBER 29, 2024

THREE MONTHS ENDED

APRIL 5, 2026 MARCH 30, 2025

Net sales $ 331,037 $ 297,413

5 unchanged sentences

Other expense, net

659 381 5,773 237

Income before income tax expense 28,891 17,109

8 unchanged sentences

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

THREE MONTHS ENDED NINE MONTHS ENDED

SEPTEMBER 28, 2025 SEPTEMBER 29, 2024 SEPTEMBER 28, 2025 SEPTEMBER 29, 2024

THREE MONTHS ENDED

APRIL 5, 2026 MARCH 30, 2025

Net income $ 23,611 $ 13,002

10 unchanged sentences

(in thousands)

NINE MONTHS ENDED

SEPTEMBER 28, 2025 SEPTEMBER 29, 2024

THREE MONTHS ENDED

APRIL 5, 2026 MARCH 30, 2025

OPERATING ACTIVITIES:

4 unchanged sentences

Deferred income taxes 677 ( 837 )

Other ( 1,509 ) ( 2,179 )

Amortization of acquired intangible assets — 1,255

Other 461 3,070

Working capital changes:

6 unchanged sentences

Capital expenditures ( 10,327 ) ( 7,467 )

Proceeds from sale of property, plant and equipment — 1,040

Insurance proceeds from property casualty loss — 2,374

Cash used in investing activities ( 10,327 ) ( 7,467 )

FINANCING ACTIVITIES:

Borrowings of long-term debt

Repayments of long-term debt

Borrowing of long-term debt 4,579 33,381

Repurchase of common stock ( 5,143 ) —

( 27,076 ) ( 122 )

Repurchases of common stock

Tax withholding payments for share-based compensation ( 13,937 ) ( 7,730 )

2 unchanged sentences

Cash used in financing activities ( 12,382 ) ( 8,668 )

Net cash provided by operating, investing and financing activities

Net cash used in operating, investing and financing activities ( 9,171 ) ( 4,396 )

Effect of exchange rate changes on cash ( 921 ) 2,927

CASH AND CASH EQUIVALENTS:

Net decrease ( 10,092 ) ( 1,469 )

Balance, beginning of period 71,323 99,226

10 unchanged sentences

Reference should be made to the Company’s year-end financial statements and notes thereto contained in its Annual Report on Form 10-K for the fiscal year ended December 28, 2025, as filed with the Commission.

In the opinion of management, the unaudited financial information prepared by the Company and included in this report contains all adjustments necessary for a fair presentation of the results for the interim periods.

The financial information included in this report has been prepared by the Company.

In the opinion of management, the financial information included in this report contains all adjustments necessary for a fair presentation of the results for the interim periods.

All such adjustments are of a normal recurring nature unless otherwise disclosed.

1 unchanged sentence

The December 28, 2025, consolidated condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States (“GAAP”).

The nine-month periods ended September 28, 2025 and September 29, 2024 both include 39 weeks.

The three-month periods ended September 28, 2025 and September 29, 2024 both include 13 weeks.

The three-month period ended April 5, 2026 includes 14 weeks, and the three-month period ended March 30, 2025 includes 13 weeks.

Risks and Uncertainties

Global economic challenges including but not limited to the impacts of government-imposed tariffs and retaliatory tariffs, inflation, supply chain disruptions, the Russia-Ukraine war and the conflicts in the Middle East, and slow market conditions in certain parts of the globe could cause economic uncertainty and volatility.

Ongoing global economic challenges including but not limited to inflation, government-imposed tariffs, supply chain disruptions, disruptions in global energy markets, the Russia-Ukraine war and conflicts in the Middle East, and slow market conditions in certain parts of the globe could cause economic uncertainty and volatility.

The Company considered these impacts and subsequent general uncertainties and volatility in the global economy on the assumptions and estimates used herein.

3 unchanged sentences

This ASU amends the accounting for internal-use software costs by removing reference to prescriptive and sequential software development stages used to evaluate capitalizable costs.

The ASU requires entities to consider whether significant uncertainties associated with development activities have been resolved prior to capitalization of software costs and aligns disclosure requirements with ASC 360, “ Property, Plant, and Equipment”.

The new guidance in ASU 2025-06 is effective for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods, and may be applied prospectively, retrospectively, or using a modified retrospective approach.

10 unchanged sentences

The Company is currently evaluating the impact of this ASU to its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740 ):

Improvements to Income Tax Disclosures”.

This ASU requires public entities on an annual basis to disclose a rate reconciliation with explicit categories, as outlined in the ASU, and requires additional disclosures for reconciling items that meet certain quantitative thresholds.

Other disclosures include disaggregation of income taxes paid, pre-tax income, and income tax expense.

The new guidance is effective for fiscal years beginning after December 15, 2024.

Early adoption is permitted.

The amendments in this ASU should be applied on a prospective basis, however retrospective application is permitted.

The Company is currently assessing the updated guidance;

however, it is not expected to have a material impact to its consolidated financial statements.

NOTE 2 – REVENUE RECOGNITION

The Company generates revenue from sales of modular carpet, resilient flooring, rubber flooring, and other flooring-related material, and from the installation of carpet and other flooring-related material.

A summary of these revenue streams, as a percentage of net sales, for the three and nine months ended September 28, 2025 and September 29, 2024 is as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

A summary of these revenue streams, as a percentage of net sales, for the three months ended April 5, 2026 and March 30, 2025 is as follows:

Three Months Ended

April 5, 2026 March 30, 2025

Revenue from the sale of flooring material 98 % 98 %

1 unchanged sentence

Disaggregation of Revenue

For the three and nine months ended September 28, 2025 and September 29, 2024, revenue from the Company’s customers is broken down by geography as follows:

Three Months Ended Nine Months Ended

Geography September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

For the three months ended April 5, 2026 and March 30, 2025, revenue from the Company’s customers is broken down by geography as follows:

Three Months Ended

Geography April 5, 2026 March 30, 2025

Americas 59 % 60 %

3 unchanged sentences

See Note 10 entitled “Segment Information” for additional information.

For the three months ended April 5, 2026 and March 30, 2025, revenue by material market segment as a percentage of consolidated totals is as follows:

Three Months Ended

Market Segment April 5, 2026 March 30, 2025

Corporate Office

NOTE 3 – INVENTORIES

Inventories are summarized as follows:

September 28, 2025 December 29, 2024

April 5, 2026 December 28, 2025

(in thousands)

8 unchanged sentences

Unvested share-based awards of restricted stock are paid dividends equally with all other shares of common stock and are considered participating securities.

As a result, the Company includes all outstanding restricted stock awards during the period in the calculation of basic and diluted EPS.

As a result, the Company includes all outstanding restricted stock awards in the calculation of basic and diluted EPS.

As of April 5, 2026, there were no unvested restricted stock awards.

Any unvested share-based awards considered non-participating securities (restricted share units and performance shares) are included in diluted EPS calculations when the inclusion of these shares would be dilutive.

The following table shows the computation of basic and diluted EPS:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

April 5, 2026 March 30, 2025

(in thousands, except per share data)

8 unchanged sentences

Diluted EPS $ 0.40 $ 0.22

(1) Income attributable to participating securities for the three and nine month periods ended September 28, 2025 and September 29, 2024, was no t material.

For the three and nine months ended September 28, 2025 and September 29, 2024, there were no securities excluded from the computation of diluted EPS that would have been antidilutive.

(1) Includes income attributable to participating securities, which was not material for the three months ended March 30, 2025.

NOTE 5 – LONG-TERM DEBT

Long-term debt consisted of the following:

September 28, 2025 December 29, 2024

April 5, 2026 December 28, 2025

Outstanding Principal Interest Rate (1)

3 unchanged sentences

Revolving loan borrowings $ 23,103 4.97 % $ 6,158 6.07 %

$ 4,579 4.85 % $ — — %

Term loan borrowings 173,573 4.93 % 175,621 5.09 %

Total borrowings under Syndicated Credit Facility 196,676 4.94 % 181,779 5.12 %

10,054 4.84 % 5,564 5.62 %

5.50% Senior Notes due 2028 300,000 5.50 % 300,000 5.50 %

Total debt 196,676 181,779

3 unchanged sentences

Total long-term debt, net $ 187,698 $ 172,801

(1) Represents the weighted average rate of interest for borrowings under the Syndicated Credit Facility and the stated rate of interest for the 5.50 % Senior Notes due 2028, without the effect of debt issuance costs.

(2) The Syndicated Credit Facility also includes a multicurrency revolving loan facility up to $ 300.0 million as discussed below.

(1) Represents the weighted average rate of interest for borrowings under the Syndicated Credit Facility, without the effect of unamortized debt issuance costs.

(2) The Syndicated Credit Facility also includes a multicurrency revolving loan facility up to $ 250 million.

Syndicated Credit Facility

The Company’s Syndicated Credit Facility (the “Facility”) provides to the Company U.S.

denominated and multicurrency term loans and provides to the Company and certain of its subsidiaries a multicurrency revolving credit facility.

denominated and multicurrency term loans and provides to the Company and certain of its subsidiaries a multicurrency revolving loan facility.

Each of the Company’s material domestic subsidiaries guarantee the obligations of the Company under its Facility.

The Facility matures December 3, 2030.

At April 5, 2026, the Company had available borrowing capacity of $ 226.3 million under the revolving loan facility.

Interest on base rate loans is charged at varying rates computed by applying a margin depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter.

Interest on secured overnight financing rate (“SOFR”) based and alternative currency loans is charged at varying rates computed by applying a margin over the applicable SOFR rate or alternative currency rate, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter.

In addition, the Company calculates a commitment fee per annum on the unused portion of the Facility (depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter), which is paid quarterly.

Interest on secured overnight financing rate based (“SOFR”) and alternative currency loans is charged at varying rates computed by applying a margin over the applicable SOFR rate or alternative currency rate, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter.

In addition, the Company pays a commitment fee per annum (depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter) on the unused portion of the Facility.

Fees for commercial letters of credit are computed as a percentage of the amount available to be drawn under such letters of credit.

Fees for standby letters of credit are charged at varying rates computed by applying a margin of the amount available to be drawn under such standby letters of credit, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter.

As of September 28, 2025 and December 29, 2024, the Company had $ 0.6 million and $ 0.7 million, respectively, in letters of credit outstanding under the Facility.

Under the Facility, the Company is required to make quarterly payments on the term loan borrowings, which are due on the last day of the calendar quarter.

Under the Facility, the Company is required to make quarterly amortization payments of the term loan borrowings, which are due on the last day of the calendar quarter.

The Company is in compliance with all covenants under the Facility and anticipates that it will remain in compliance with the covenants for the foreseeable future.

Senior Notes due 2028

The 5.50 % Senior Notes due 2028 (the “Senior Notes”) bear an interest rate at 5.50 % per annum and mature on December 1, 2028.

Interest is paid semi-annually on June 1 and December 1 of each year.

The Senior Notes are unsecured and are guaranteed, jointly and severally, by each of the Company’s material domestic subsidiaries, all of which also guarantee the obligations of the Company under the Facility.

The Company is in compliance with all covenants under the indenture governing the Senior Notes and anticipates that it will remain in compliance with the covenants for the foreseeable future.

NOTE 6 – SHAREHOLDERS’ EQUITY

The following tables depict the activity in the accounts which make up shareholders’ equity for the three and nine months ended September 28, 2025 and September 29, 2024:

The following tables depict the activity in the accounts which make up shareholders’ equity for the three months ended April 5, 2026 and March 30, 2025:

SHARES COMMON STOCK ADDITIONAL PAID-IN CAPITAL RETAINED

EARNINGS FOREIGN CURRENCY TRANSLATION ADJUSTMENT PENSION LIABILITY TOTAL

EARNINGS PENSION LIABILITY FOREIGN CURRENCY TRANSLATION ADJUSTMENT TOTAL

(in thousands, except per share data)

5 unchanged sentences

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings ( 440 ) ( 44 ) ( 8,818 ) — — — ( 8,862 )

Foreign currency translation adjustment — — — — 15,834 — 15,834

Pension liability adjustment — — — — — ( 695 ) ( 695 )

Balance, at March 30, 2025 58,610 $ 5,861 $ 257,416 $ 417,802 $ ( 127,483 ) $ ( 40,529 ) $ 513,067

Net income — — — 32,561 — — 32,561

Issuances of stock related to restricted share units and performance shares 1 — — — — — —

Cash dividends declared, $ 0.01 per common share

— — — ( 586 ) — — ( 586 )

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings — — 2,765 — — — 2,765

Share repurchases

( 461 ) ( 46 ) ( 11,954 ) ( 12,000 )

Foreign currency translation adjustment — — — — 33,445 — 33,445

Pension liability adjustment — — — — 1,388 — 1,388

Balance, at June 29, 2025 58,393 $ 5,839 $ 255,758 $ 449,777 $ ( 94,038 ) $ ( 42,311 ) $ 575,025

Net income — — — 46,146 — — 46,146

Issuances of stock related to restricted share units and performance shares 54 5 ( 5 ) — — — —

Cash dividends declared, $ 0.02 per common share

— — — ( 1,170 ) — — ( 1,170 )

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings ( 24 ) ( 2 ) 2,991 — — — 2,989

Share repurchases

( 32 ) ( 3 ) ( 695 ) — — — ( 698 )

Foreign currency translation adjustment — — — — — ( 8,344 ) ( 8,344 )

Pension liability adjustment — — — — — 1,015 1,015

Balance, at September 28, 2025 58,391 $ 5,839 $ 258,049 $ 494,753 $ ( 96,394 ) $ ( 41,296 ) $ 620,951

Balance, at April 5, 2026 58,055 $ 5,805 $ 228,032 $ 539,709 $ ( 37,926 ) $ ( 101,035 ) $ 634,585

SHARES COMMON STOCK ADDITIONAL PAID-IN CAPITAL RETAINED

EARNINGS FOREIGN CURRENCY TRANSLATION ADJUSTMENT PENSION LIABILITY TOTAL

EARNINGS PENSION LIABILITY FOREIGN CURRENCY TRANSLATION ADJUSTMENT TOTAL

(in thousands, except per share data)

Balance, at December 29, 2024 58,304 $ 5,830 $ 261,028 $ 405,441 $ ( 39,834 ) $ ( 143,317 ) $ 489,148

— — — 14,179 — — 14,179

Issuances of stock related to restricted share units and performance shares 472 47 ( 47 ) — — — —

Cash dividends declared, $ 0.01 per common share

— — — ( 589 ) — — ( 589 )

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings ( 311 ) ( 31 ) ( 324 ) — — — ( 355 )

Foreign currency translation adjustment — — — — ( 11,092 ) — ( 11,092 )

Pension liability adjustment — — — — — 458 458

Balance, at March 31, 2024 58,273 $ 5,827 $ 252,538 $ 334,423 $ ( 130,682 ) $ ( 33,558 ) $ 428,548

Net income — — — 13,002 — — 13,002

Issuances of stock related to restricted share units and performance shares 658 66 ( 66 ) — — — —

Restricted stock issuances 58 6 941 — — — 947

Unrecognized compensation expense related to restricted stock awards — — ( 946 ) — — — ( 946 )

Cash dividends declared, $ 0.01 per common share

1 unchanged sentence

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings ( 352 ) ( 35 ) ( 3,546 ) — — — ( 3,581 )

Foreign currency translation adjustment — — — — ( 2,022 ) — ( 2,022 )

Pension liability adjustment — — — — ( 695 ) — ( 695 )

Balance, at June 30, 2024 58,303 $ 5,830 $ 254,666 $ 356,397 $ ( 132,704 ) $ ( 33,024 ) $ 451,165

Net income — — — 28,443 — — 28,443

Issuances of stock related to restricted share units 3 — — — — — —

Cash dividends declared, $ 0.01 per common share

— — — ( 582 ) — — ( 582 )

Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings ( 2 ) — 2,616 — — — 2,616

Foreign currency translation adjustment — — — — — 15,834 15,834

Pension liability adjustment — — — — — ( 1,210 ) ( 1,210 )

Balance, at September 29, 2024 58,304 $ 5,830 $ 257,282 $ 384,258 $ ( 111,573 ) $ ( 34,234 ) $ 501,563

Balance, at March 30, 2025 58,610 $ 5,861 $ 257,416 $ 417,802 $ ( 40,529 ) $ ( 127,483 ) $ 513,067

Repurchase of Common Stock

1 unchanged sentence

The program has no specific expiration date.

During the nine months ended September 28, 2025, the Company repurchased 250,000 shares of common stock at a weighted average price of $ 20.57 per share pursuant to this program.

During the three months ended April 5, 2026, the Company repurchased and retired 460,882 shares of common stock at a weighted average price of $ 26.04 per share pursuant to this program.

Stock Incentive Plan

The Company has share-based employee compensation plans, which are described more fully in Note 13 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025 .

Restricted Stock Awards

Compensation expense related to restricted stock grants was $ 0.4 million and $ 1.9 million for the nine months ended September 28, 2025 and September 29, 2024, respectively.

The Company has reduced its expense for any restricted stock forfeited during the period.

All restricted stock awards outstanding as of December 29, 2024 have fully vested and there is no unrecognized compensation expense as of September 28, 2025.

Restricted Share Unit Awards

Compensation expense related to the restricted share units was $ 4.6 million and $ 2.6 million for the nine months ended September 28, 2025 and September 29, 2024, respectively.

Compensation expense related to the restricted share units was $ 2.1 million and $ 1.8 million for the three months ended April 5, 2026 and March 30, 2025, respectively.

The Company has reduced its expense for any restricted share units forfeited during the period.

The following table summarizes restricted share units outstanding as of September 28, 2025, as well as activity during the nine months then ended:

The following table summarizes restricted share units outstanding as of April 5, 2026, as well as activity during the three months then ended:

Restricted Share Units Weighted Average

3 unchanged sentences

Forfeited or canceled ( 11,300 ) 20.20

Outstanding at September 28, 2025 781,000 $ 15.61

As of September 28, 2025, the unrecognized total compensation cost related to unvested restricted share units was $ 8.0 million.

Outstanding at April 5, 2026 573,300 $ 23.79

As of April 5, 2026, the unrecognized total compensation cost related to unvested restricted share units was $ 11.4 million.

That cost is expected to be recognized by the first quarter of 2029.

Performance Share Awards

The following table summarizes the performance shares outstanding as of September 28, 2025, as well as the activity during the nine months then ended:

Performance Shares Weighted Average

The following table summarizes the performance shares outstanding as of April 5, 2026, as well as the activity during the three months then ended:

Performance Shares Weighted Average Grant Date Fair Value

Outstanding at December 28, 2025 1,070,300 $ 14.04

2 unchanged sentences

Forfeited or canceled ( 14,500 ) 19.05

Outstanding at September 28, 2025 1,080,100 $ 14.03

Compensation expense related to the performance shares was $ 5.5 million and $ 4.7 million for the nine months ended September 28, 2025 and September 29, 2024, respectively.

Outstanding at April 5, 2026 817,400 $ 20.10

Compensation expense related to the performance shares was $ 2.9 million and $ 2.0 million for the three months ended April 5, 2026 and March 30, 2025, respectively.

The Company has reduced its expense for any performance shares forfeited during the period.

Unrecognized compensation expense related to these performance shares was approximately $ 8.9 million as of September 28, 2025.

Unrecognized compensation expense related to these performance shares was approximately $ 13.1 million as of April 5, 2026.

The amount and timing of future compensation expense will depend on the performance of the Company.

The compensation expense related to these outstanding performance shares is expected to be recognized by the first quarter of 2029.

The tax benefit recognized with respect to restricted stock, restricted share units and performance shares was approximately $ 1.0 million for the nine months ended September 28, 2025.

NOTE 7 – LEASES

The table below represents a summary of the balances recorded in the consolidated condensed balance sheets related to the Company’s leases as of September 28, 2025 and December 29, 2024:

September 28, 2025 December 29, 2024

The table below represents a summary of the balances recorded in the consolidated condensed balance sheets related to the Company’s leases as of April 5, 2026 and December 28, 2025:

April 5, 2026 December 28, 2025

Balance Sheet Location Operating Leases Finance Leases Operating Leases Finance Leases

8 unchanged sentences

Total finance lease liabilities $ 10,916 $ 9,972

As of September 28, 2025, there were no significant leases that had not commenced.

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

As of April 5, 2026, there were no significant leases that had not commenced.

Three Months Ended

April 5, 2026 March 30, 2025

(in thousands)

7 unchanged sentences

Other Supplemental Information

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

April 5, 2026 March 30, 2025

(in thousands)

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from finance leases $ 132 $ 115 $ 397 $ 316

Operating cash flows from operating leases 4,696 4,377 13,743 12,797

Financing cash flows from finance leases 738 723 2,282 2,160

Operating cash flows for finance leases

Operating cash flows for operating leases

Financing cash flows for finance leases

Right-of-use assets obtained in exchange for new finance lease liabilities 2,071 548

1 unchanged sentence

Lease Term and Discount Rate

The table below presents the weighted average remaining lease terms and discount rates for finance and operating leases as of September 28, 2025 and December 29, 2024:

September 28, 2025 December 29, 2024

The table below presents the weighted average remaining lease terms and discount rates for finance and operating leases as of April 5, 2026 and December 28, 2025:

April 5, 2026 December 28, 2025

Weighted-average remaining lease term – finance leases (in years) 4.15 4.07

6 unchanged sentences

(in thousands)

2025 (excluding the nine months ended September 28, 2025)

2026 (excluding the three months ended April 5, 2026)

$ 14,069 $ 2,902

9 unchanged sentences

The Company has defined benefit and multi-employer pension plans, which are described more fully in Note 18 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025 .

During the three and nine month periods ended September 28, 2025 and September 29, 2024, the Company recorded multi-employer pension expense related to multi-employer contributions of $ 0.8 million and $ 2.1 million, respectively.

The following tables provide the components of net periodic benefit cost for the three and nine months ended September 28, 2025 and September 29, 2024:

Three Months Ended Nine Months Ended

During the three-month periods ended April 5, 2026 and March 30, 2025, the Company recorded multi-employer pension expense related to multi-employer contributions of $ 0.8 million and $ 0.7 million, respectively.

The following tables provide the components of net periodic benefit cost for the three months ended April 5, 2026 and March 30, 2025:

Three Months Ended

Defined Benefit Retirement Plans (Europe)

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

April 5, 2026 March 30, 2025

(in thousands)

4 unchanged sentences

Net periodic benefit cost $ 536 $ 294

Three Months Ended Nine Months Ended

Salary Continuation Plan September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

Salary Continuation Plan April 5, 2026 March 30, 2025

(in thousands)

2 unchanged sentences

Net periodic benefit cost $ 319 $ 322

Three Months Ended Nine Months Ended

Three Months Ended

nora Defined Benefit Plan

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

April 5, 2026 March 30, 2025

(in thousands)

5 unchanged sentences

NOTE 9 – GOODWILL AND OTHER INTANGIBLE ASSETS

The ending balance and the change in the carrying amount of goodwill for the nine months ended September 28, 2025 is as follows:

The ending balance and the change in the carrying amount of good will fo r the three months ended April 5, 2026 is as follows:

(in thousands)

1 unchanged sentence

Foreign currency translation (2)

Balance, at September 28, 2025 $ 111,499

Balance, at April 5, 2026 $ 109,826

(1) The goodwill balance is allocated entirely to the AMS reportable segment.

(2) A portion of the goodwill balance is comprised of goodwill denominated in foreign currency attributable to the nora acquisition.

The net carrying value of intangible assets other than goodwill was $ 50.6 million and $ 48.3 million at September 28, 2025 and December 29, 2024, respectively.

The net carrying value of intangible assets other than goodwill was $ 49.8 million and $ 50.9 million at April 5, 2026 and December 28, 2025, respectively.

NOTE 10 – SEGMENT INFORMATION

3 unchanged sentences

The AMS operating segment includes the United States, Canada and Latin America geographic areas.

Pursuant to the management approach discussed above, the Company’s CODM, our chief executive officer, evaluates performance at the AMS and EAAA operating segment levels and makes operating and resource allocation decisions based on segment adjusted operating income (“AOI”).

The CODM uses AOI to evaluate segment operating results compared to expectations.

1 unchanged sentence

AOI excludes:

nora purchase accounting amortization;

restructuring, asset impairment, severance, and other, net, and the impact of a cyber event.

Intersegment revenues for the three and nine months ended September 28, 2025, were $ 28.6 million and $ 92.4 million, respectively, and intersegment revenues for the three and nine months ended September 29, 2024, were $ 19.1 million and $ 60.4 million, respectively.

nora purchase accounting amortization and restructuring, asset impairment, severance, and other, net.

Intersegment revenues for both the three months ended April 5, 2026 and March 30, 2025, were $ 28.0 million, respectively.

Intersegment revenues are eliminated from net sales presented below since these amounts are not included in the information provided to the CODM.

1 unchanged sentence

The following table outlines information by reportable segment including net sales, significant segment expenses, and AOI.

The table also includes a reconciliation to income before taxes for the three and nine months ended September 28, 2025 and September 29, 2024.

The table also includes a reconciliation to income before taxes for the three months ended April 5, 2026 and March 30, 2025.

Three Months Ended

September 28, 2025 September 29, 2024

April 5, 2026 March 30, 2025

AMS EAAA TOTAL AMS EAAA TOTAL

18 unchanged sentences

(3) Adjusted selling, general, and administrative expenses exclude restructuring, asset impairment, severance, and other, net.

Nine Months Ended

September 28, 2025 September 29, 2024

AMS EAAA TOTAL AMS EAAA TOTAL

Segment depreciation and amortization for the three months ended April 5, 2026 and March 30, 2025 is presented as follows:

Three Months Ended

April 5, 2026 March 30, 2025

(in thousands)

Net sales $ 637,994 $ 399,467 $ 1,037,461 $ 595,082 $ 385,566 $ 980,648

significant segment expenses (1)

Adjusted cost of sales (2)

371,134 260,683 369,699 246,410

Adjusted selling, general, & administrative expenses (3)

157,676 112,459 148,169 107,754

Segment AOI 109,184 26,325 135,509 77,214 31,402 108,616

Reconciliation of AOI to income before taxes

Restructuring, severance, asset impairment and other, net 3,802 330

Purchase accounting amortization

Cyber event impact — ( 381 )

Interest expense 13,069 18,317

Other expense, net

Income before taxes $ 109,792 $ 86,218

(1) Significant segment expense categories and amounts align with segment level information that is regularly provided to the CODM, included in the measure of segment profit, and considered to be significant.

Amounts include allocation of corporate overhead and global support costs.

Intersegment expenses are excluded.

(2) Adjusted cost of sales excludes purchase accounting amortization.

(3) Adjusted selling, general, and administrative expenses exclude restructuring, asset impairment, severance, and other, net, and the impact of a cyber event.

Segment depreciation and amortization for the three and nine months ended September 28, 2025 and September 29, 2024 is presented as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

(in thousands) (in thousands)

Depreciation and amortization

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Total depreciation and amortization $ 9,876 $ 9,401

A reconciliation of the Company’s total operating segment assets to the corresponding consolidated amounts is presented as follows:

September 28, 2025 December 29, 2024

A reconciliation of the Company’s total operating segment assets to the corresponding consolidated amounts follows:

April 5, 2026 December 28, 2025

(in thousands)

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NOTE 11 – SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information for the nine months ended September 28, 2025 and September 29, 2024 is presented in the following table:

Nine Months Ended

September 28, 2025 September 29, 2024

Supplemental cash flow information for the three months ended April 5, 2026 and March 30, 2025 is presented in the following table:

Three Months Ended

April 5, 2026 March 30, 2025

(in thousands)

Cash paid for interest $ 3,390 $ 169

Cash paid for income taxes, net of refunds 26,919 25,905

See Note 7 entitled “Leases” for additional supplemental disclosures related to finance and operating leases.

Non-Cash Financing Activities

On February 24, 2026, the Company declared cash dividends on its common stock of $ 1.7 million, which were paid during the second quarter of 2026 to shareholders of record as of March 27, 2026.

At April 5, 2026, the dividends were recorded within accrued expenses in the consolidated condensed balance sheet.

NOTE 12 – INCOME TAXES

The Company determines its provision for income taxes for interim periods using an estimate of its annual effective tax rate (“AETR”) and records any changes affecting the estimated AETR in the interim period in which the change occurs, including discrete tax items.

During the nine months ended September 28, 2025, the Company recorded a total income tax provision of $ 18.1 million on pre-tax income of $ 109.8 million resulting in an effective tax rate of 16.5 %, as compared to a total income tax provision of $ 21.0 million on pre-tax income of $ 86.2 million resulting in an effective tax rate of 24.4 % during the nine months ended September 29, 2024.

The decrease in the effective tax rate for the nine months ended September 28, 2025 as compared to the nine months ended September 29, 2024, was primarily due to the remeasurement and adjustment of deferred taxes as discussed below and a favorable mix of geographic earnings.

In July 2025, Germany enacted tax legislation to gradually reduce the corporate income tax rate.

The current income tax rate of 15 % is set to decrease by 1% annually beginning in 2028 reaching 10 % by 2032.

As a result of this change to tax rates, deferred assets and liabilities were remeasured using the new rates applicable to the periods in which the underlying temporary differences are expected to reverse.

The remeasurement of the Company’s German deferred tax positions and other deferred tax adjustments resulted in a favorable deferred income tax benefit of $ 10.4 million in the quarter ended September 28, 2025.

On July 4, 2025, the U.S.

1, commonly referred to as the One Big Beautiful Bill Act (“OBBBA”).

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 framework and the restoration of favorable tax treatment for certain business provisions.

The OBBBA did not have a material impact on our estimated annual effective tax rate in 2025.

As we continue to analyze the impact of the OBBBA, we expect it to reduce our cash taxes owed in the current year.

During the three months ended April 5, 2026, the Company recorded a total income tax provision of $ 5.3 million on pre-tax income of $ 28.9 million resulting in an effective tax rate of 18.3 %, as compared to a total income tax provision of $ 4.1 million on pre-tax income of $ 17.1 million resulting in an effective tax rate of 24.0 % during the three months ended March 30, 2025.

The decrease in the effective tax rate for the three months ended April 5, 2026, as compared to the three months ended March 30, 2025, was primarily due to higher excess tax benefits related to share-based compensation.

On December 20, 2021, the Organization for Economic Co-operation and Development (“OECD”) published Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large corporations at a minimum rate of 15 %.

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Many non-U.S.

tax jurisdictions have enacted legislation to adopt the Pillar Two Model Rules beginning in 2024 (including the European Union Member States) or announced plans to enact legislation in future years.

For fiscal year 2025, we do not expect these provisions to have a material impact on the Company’s financial statements.

tax jurisdictions have either recently enacted legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 (including the European Union Member States) with the adoption of additional components in later years or announced their plans to enact legislation in future years.

For fiscal year 2026, we expect to meet the Transitional Country-by-Country (“CbCR”) Safe Harbor rules for most if not all jurisdictions and do not expect these provisions to have a material impact on the Company’s financial statements.

We will continue to closely monitor ongoing developments and evaluate any potential impact on future periods.

In the first nine months of 2025, the Company increased its liability for unrecognized tax benefits by $ 0.3 million.

As of September 28, 2025, the Company had accrued approximately $ 5.1 million for unrecognized tax benefits.

The Company’s deferred tax asset as of September 28, 2025, reflects a reduction of $ 2.5 million of these unrecognized tax benefits.

Unrecognized tax benefits are reviewed on an ongoing basis and are adjusted for changing facts and circumstances, including the progress of tax audits and the closing of statutes of limitations.

While it is reasonably possible that some of the unrecognized tax benefits will be recognized within the next 12 months, the Company does not expect the recognition of such amounts will have a material impact on the Company’s financial results.

In 2026, the OECD issued a Side-by-Side package (“SbS”) that simplifies Pillar Two, creates new safe harbors, fully exempts U.S.

parent groups from two of the three top-up taxes, and extends the CbCR Safe Harbor through fiscal year 2027.

In certain jurisdictions, local legislative action is needed to effectuate the SbS agreement and cannot be considered in our accounting estimate until enactment.

In the first three months of 2026, the Company increased its liability for unrecognized tax benefits by $ 0.2 million.

As of April 5, 2026, the Company had accrued approximately $ 5.1 million for unrecognized tax benefits.

NOTE 13 – ITEMS RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE LOSS

Amounts reclassified out of accumulated other comprehensive loss (“AOCL”), before tax, to the consolidated condensed statements of operations during the three and nine months ended September 28, 2025 and September 29, 2024 are reflected in the tables below:

Three Months Ended Nine Months Ended

Statement of Operations Location September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

(in thousands) (in thousands)

Amounts reclassified out of accumulated other comprehensive loss (“AOCL”), before tax, to the consolidated condensed statements of operations during the three months ended April 5, 2026 and March 30, 2025 are reflected in the table below:

Three Months Ended

Statement of Operations Location April 5, 2026 March 30, 2025

(in thousands)

Amortization of benefit plan net actuarial losses and prior service cost Other expense, net

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From time to time, we are a party to legal proceedings, whether arising in the ordinary course of business or otherwise.

Some of these proceedings are summarized below.

In April 2025, The Water Works Board of the City of Opelika, Alabama filed a lawsuit in the Circuit Court of Lee County, Alabama, The Water Works of the City of Opelika, Alabama, v.

3M Company, et al., Case No.

43-CV-2025-900229.00 , against Interface, Inc., our subsidiary InterfaceFLOR, LLC, and numerous other defendants.

The lawsuit alleges that the defendants, including Interface, manufactured, sold, used, and discharged per- and poly-fluoroalkyl substances (PFAS), which have allegedly contaminated the plaintiff's water supply.

The case was removed by defendant 3M Company to the United States District Court for the Middle District of Alabama, Case No.

3:25-cv-411-ECM-CWB.

Subsequently, a motion was filed to transfer the case to the Multi-District Litigation (MDL) concerning Aqueous Film-Forming Foams (AFFF) Products Liability Litigation, and the plaintiff filed a motion to remand the case to the Circuit Court of Lee County, Alabama.

On October 9, 2025, the United States Judicial Panel on Multidistrict Litigation issued a Transfer Order directing that the case be transferred to the District of South Carolina for inclusion in MDL No.

The nature of this litigation involves complex scientific, legal and factual issues.

Interface believes it has meritorious defenses to the claims brought against it, and intends to defend vigorously against them.

Former CEO Lawsuit

See disclosure under the heading “Lawsuit by Former CEO in Connection with Termination” set forth in Note 18 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 2 9, 2024.

On October 2, 2025, the U.S.

Court of Appeals for 11 th Circuit issued its opinion affirming the District Court's summary judgment in favor of the Company.

For additional information see disclosures set forth in Note 17 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025 .

There have been no material changes since December 28, 2025.

NOTE 15 – FAIR VALUE OF FINANCIAL INSTRUMENTS

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The following table presents the carrying values and estimated fair values, including the level within the fair value hierarchy, of certain financial instruments:

September 28, 2025 December 29, 2024

April 5, 2026 December 28, 2025

Carrying Value Fair Value (Level 1) Fair Value (Level 2) Carrying Value Fair Value (Level 1) Fair Value (Level 2)

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196,676 — 196,676 181,779 — 181,779

5.50% Senior Notes due 2028 (3)

300,000 — 300,081 300,000 — 294,738

(1) Carrying values are presented gross, excluding the impact of unamortized debt issuance costs and including amounts presented as current liabilities on the consolidated condensed balance sheets.

(2) Unamortized debt issuance costs associated with the revolving loan borrowings under the Facility were $ 0.8 million and $ 1.1 million as of September 28, 2025 and December 29, 2024, respectively, and are recorded as other assets in the consolidated condensed balance sheets.

(2) The carrying value of borrowings under the Facility approximates fair value as the Facility bears variable interest rates that are similar to existing market rates.

The fair value of borrowings under the Facility is estimated using observable market rates.

(3) Unamortized debt issuance costs associated with the Senior Notes, recorded as a reduction of long-term debt in the consolidated condensed balance sheets, were $ 2.3 million and $ 2.8 million as of September 28, 2025 and December 29, 2024, respectively.

Fair value of the Senior Notes is derived using quoted prices for similar instruments.

The fair value of Company-owned life insurance is measured on a readily determinable cash surrender value on a recurring basis.

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

What changed 10-Q

Item 1. Financial Statements