What changed in this filing

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Item 1. Financial Statements

2026-02-06 compared with 2025-11-07 · 128 added, 80 removed, 433 unchanged (32% of the section changed)

3 unchanged sentences

(In thousands, except share and per share data)

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Current assets:

Cash and cash equivalents $ 302,819 $ 149,727

Accounts receivable, net of allowance for doubtful accounts of $ 11,929 and $ 11,956 at September 30, 2025 and June 30, 2025, respectively

Accounts receivable, net of allowance for doubtful accounts of $ 11,926 and $ 11,956 at December 31, 2025 and June 30, 2025, respectively

214,376 244,616

25 unchanged sentences

500,000,000 shares authorized:

60,499,555 and 60,492,105 issued and outstanding as of September 30, 2025 and June 30, 2025, respectively

60,499,834 and 60,492,105 issued and outstanding as of December 31, 2025 and June 30, 2025, respectively

Additional paid–in capital 19,685 17,075

6 unchanged sentences

(In thousands, except per share amounts)

Three Months Ended September 30,

Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

Revenues $ 814,867 $ 599,879 $ 1,548,640 $ 1,150,223

18 unchanged sentences

UBIQUITI INC.

Consolidated Statements of Stockholders’ Equity (Deficit)

Consolidated Statements of Stockholders’ Equity

(In thousands, except share data)

Three Months Ended September 30, 2025

Three and Six Months Ended December 31, 2025

Common Stock Additional Paid-In Capital Retained Earnings Total Stockholders’ Equity

8 unchanged sentences

Balance at September 30, 2025 60,499,555 $ 61 $ 17,781 $ 810,602 $ 828,444

Net income — — — 233,610 233,610

Restricted stock units issued, net of tax withholdings 279 — — — —

Share-based compensation expense — — 1,904 — 1,904

Dividends paid on common stock ($ 0.80 per share)

— — — ( 48,401 ) ( 48,401 )

Three Months Ended September 30, 2024

Common Stock Additional Paid-In Capital Retained Earnings (Deficit) Total Stockholders’ Equity (Deficit)

Balance at December 31, 2025 60,499,834 $ 61 $ 19,685 $ 995,811 $ 1,015,557

Three and Six Months Ended December 31, 2024

Common Stock Additional Paid-In Capital Retained Earnings Total Stockholders’ Equity

Shares Amount Amount Amount Amount

8 unchanged sentences

60,470,208 $ 60 $ 12,018 $ 176,061 $ 188,139

Net income — — — 136,795 136,795

Restricted stock units issued, net of tax withholdings 309 — — — —

Share-based compensation expense — — 1,793 — 1,793

Dividends paid on common stock ($ 0.60 per share)

— — — ( 36,282 ) ( 36,282 )

Balances at December 31, 2024

60,470,517 $ 60 $ 13,811 $ 276,574 $ 290,445

See accompanying notes to consolidated financial statements (unaudited).

2 unchanged sentences

(In thousands) (Unaudited)

Three Months Ended September 30,

Six Months Ended December 31,

Cash Flows from Operating Activities:

3 unchanged sentences

Amortization of debt issuance costs 665 1,369

Non-cash lease expense 342 ( 108 )

Provision for excess and obsolete inventory 5,192 2,949

1 unchanged sentence

Share-based compensation 3,788 3,489

Deferred taxes ( 318 ) 99

Provision for bad debts ( 30 ) 5,527

Other, net ( 615 ) ( 757 )

14 unchanged sentences

Repayment against credit facility- Revolver — ( 175,000 )

Repayment against credit facility- Term ( 116,250 ) ( 120,625 )

Repayment against credit facility- Term Loan ( 202,500 ) ( 126,875 )

Payment of common stock cash dividends ( 96,799 ) ( 72,564 )

25 unchanged sentences

These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the fiscal year ended June 30, 2025, included in its Annual Report on Form 10-K, as filed with the SEC on August 22, 2025 (the “Annual Report”).

The results of operations for the three months ended September 30, 2025 are not necessarily indicative of the results to be expected for any future periods.

The results of operations for the three and six months ended December 31, 2025 are not necessarily indicative of the results to be expected for any future periods.

NOTE 2— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

43 unchanged sentences

The current portion of deferred revenue is included in other current liabilities and the non-current portion is included in other long-term liabilities in our consolidated balance sheets.

As of September 30, 2025 and June 30, 2025, the Company’s customer deposits were $ 1.6 million and $ 2.8 million, respectively.

As of September 30, 2025, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 41.1 million and $ 29.0 million, respectively.

As of December 31, 2025 and June 30, 2025, the Company’s customer deposits were $ 2.6 million and $ 2.8 million, respectively.

As of December 31, 2025, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 45.6 million and $ 32.9 million, respectively.

As of June 30, 2025, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 36.0 million and $ 26.0 million, respectively.

We expect the majority of our deferred revenue to convert to revenue in two years .

For the three months ended September 30, 2025, we recognized revenues amounting to $ 13.0 million from the deferred revenue balance as of June 30, 2025.

For the three months ended September 30, 2024, we recognized revenues amounting to $ 7.4 million from the deferred revenue balance as of June 30, 2024.

For the three and six months ended December 31, 2025 we recognized revenues amounting to $ 8.7 million and $ 21.6 million, respectively, from the deferred revenue balance as of June 30, 2025.

For the three and six months ended December 31, 2024, we recognized revenues amounting to $ 4.9 million and $ 12.3 million, respectively, from the deferred revenue balance as of June 30, 2024.

NOTE 4— EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data):

Three Months Ended September 30,

Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

Net income $ 233,610 $ 136,795 $ 441,486 $ 264,783

9 unchanged sentences

Inventories consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Finished goods $ 633,744 $ 627,971

3 unchanged sentences

Prepaid expenses and other current assets consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Prepaid income taxes $ 14,085 $ 7,339

Prepaid expenses and other current assets 37,687 39,458

Prepaid expenses and other assets 40,643 39,458

Other taxes 10,130 8,775

2 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Testing equipment $ 20,137 $ 20,581

10 unchanged sentences

Other long-term assets consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Hong Kong Tax deposit (1)

5 unchanged sentences

See Note 11, "Income Taxes" to the consolidated financial statements for additional details regarding this ongoing tax audit.

(2) Accumulated amortization was $ 9.4 million and $ 9.1 million as of September 30, 2025, and June 30, 2025, respectively.

( 3) Amortization expense for intangible assets was $ 0.4 million both for the three months ended September 30, 2025 and 2024, respectively.

The following table presents expected future intangible asset amortization as of September 30, 2025:

(2) Accumulated amortization was $ 9.8 million and $ 9.1 million as of December 31, 2025, and June 30, 2025, respectively.

(3) Amortization expense for intangible assets was $ 0.4 million and was $ 0.8 million for both the three and six months ended December 31, 2025 and 2024, respectively.

The following table presents expected future intangible asset amortization as of December 31, 2025:

Fiscal 2026 $ 126

7 unchanged sentences

Other current liabilities consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Deferred revenue — short-term $ 45,642 35,968

10 unchanged sentences

Other long-term liabilities consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Deferred revenue — long-term $ 32,862 $ 26,015

9 unchanged sentences

Warranty obligations, included in other current liabilities, were as follows (in thousands):

Three Months Ended September 30,

Six Months Ended December 31,

Beginning balance $ 11,739 $ 10,825

8 unchanged sentences

The obligations of the Company and certain domestic subsidiaries under the Amended Credit Agreement are required to be guaranteed by the Domestic Guarantors and are collateralized by substantially all assets (excluding intellectual property) of the Company and the Domestic Guarantors.

The Company's unamortized balance of debt issuance costs is $ 0.3 million as of September 30, 2025, which are amortized as interest expense over the life of the Facilities.

Amortization of debt issuance costs included in interest expense for the three months ended September 30, 2025 and September 30, 2024 were $ 0.33 million and $ 1.04 million, respectively.

The Company's unamortized balance of debt issuance costs is $ 0.1 million as of December 31, 2025, which are amortized as interest expense over the life of the Facilities.

Amortization of debt issuance costs included in interest expense for both the three months ended December 31, 2025 and December 31, 2024 were $ 0.3 million.

Amortization of debt issuance costs included in interest expense for the six months ended December 31, 2025 and December 31, 2024 were $ 0.7 million and $ 1.4 million, respectively.

The Company's debt consisted of the following (in thousands):

September 30, 2025 June 30, 2025

December 31, 2025 June 30, 2025

Term Loan Facility - short term $ 47,500 $ 250,000

21 unchanged sentences

The Facilities

As of September 30, 2025, $ 133.8 million was outstanding on the Term Loan Facility.

There was no outstanding balance on the Revolving Facility as of September 30, 2025, resulting in $ 700.0 million being available on the Revolving Facility.

As of September 30, 2025 and June 30, 2025, the fair value of the Company's Facilities approximated the historical cost.

Term Loan Facility

During the three months ended September 30, 2025, the Company made aggregate payments of $ 119.5 million under the Term Loan Facility, of which $ 116.3 million was repayment of principal and $ 3.2 million was payment of interest.

As of December 31, 2025, $ 47.5 million was outstanding on the Term Loan Facility.

There was no outstanding balance on the Revolving Facility as of December 31, 2025, resulting in $ 700.0 million being available on the Revolving Facility.

As of December 31, 2025 and June 30, 2025, the fair value of the Facilities approximated the historical cost.

Term Loan Facilities

During the six months ended December 31, 2025, the Company made aggregate payments of $ 207.4 million under the Term Loan Facilities, of which $ 202.5 million was repayment of principal and $ 4.9 million was payment of interest.

Revolving Facility

There were no payments made under the Revolving Facility during the three months ended September 30, 2025.

The following table summarizes the Company’s estimated debt and interest payment obligations as of September 30, 2025 for the remainder of fiscal 2026 and future fiscal years (in thousands):

There were no payments made under the Revolving Facility during the six months ended December 31, 2025.

The following table summarizes the Company’s estimated debt and interest payment obligations as of December 31, 2025, for the remainder of fiscal 2026 and future fiscal years (in thousands):

2026 (remainder)

4 unchanged sentences

Total $ 48,470 $ — $ — $ — $ — $ — $ 48,470

(1) Interest payments are calculated based on the applicable rates and payment dates as of September 30, 2025.

(1) Interest payments are calculated based on the applicable rates and payment dates as of December 31, 2025.

Although our interest rates on our debt obligations may vary, we have assumed the most recent available interest rates for all periods presented.

2 unchanged sentences

Some of our leases include options to extend the term of such leases for a period from 12 months to 60 months, and/or have options to early terminate the lease.

As of September 30, 2025, we included such options in determining the lease terms for certain of our leases because we were reasonably certain that we would exercise the extension options.

As of December 31, 2025, we included such options in determining the lease terms for certain of our leases because we were reasonably certain that we would exercise the extension options.

Most of our leases require us to pay certain operating expenses in addition to base rent, such as taxes, insurance and maintenance costs.

The following table summarizes our lease costs for the three months ended September 30, 2025 and 2024 (in thousands):

Financial Statement Classification Three Months Ended September 30,

The following table summarizes our lease costs for the three and six months ended December 31, 2025 and 2024 (in thousands):

Financial Statement Classification Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

Operating lease costs:

5 unchanged sentences

The operating lease costs in the table above include costs for long-term and short-term leases.

Total short-term costs for the three months ended September 30, 2025 and 2024 were immaterial.

Total short-term costs for the three and six months ended December 31, 2025 and 2024 were immaterial.

Variable lease costs primarily include maintenance, utilities and operating expenses that are incremental to the fixed base rent payments and are excluded from the calculation of operating lease liabilities and ROU assets.

For the three months ended September 30, 2025 and 2024, cash paid for amounts associated with the Company's operating lease liabilities were approximately $ 4.6 million and $ 4.4 million, respectively.

For the three months ended December 31, 2025 and 2024, cash paid for amounts associated with the Company's operating lease liabilities was approximately $ 4.7 million and $ 4.5 million, respectively.

For the six months ended December 31, 2025 and 2024, cash paid for amounts associated with the Company's operating lease liabilities were approximately $ 9.3 million and $ 8.9 million, respectively.

Cash paid for amounts associated with the Company’s operating lease liabilities were classified as operating activities in the consolidated statement of cash flows.

The following table shows the Company’s undiscounted future fixed payment obligations under the Company’s recognized operating leases and a reconciliation to the operating lease liabilities as of September 30, 2025:

Remainder of Fiscal 2026

8 unchanged sentences

We subcontract with third parties to manufacture our products and supply key components.

As of September 30, 2025, we had $ 1,249.8 million of purchase commitments with these third parties.

As of December 31, 2025, we had $ 1,263.8 million of purchase commitments with these third parties.

If we cancel all or part of the orders, we may still be liable to the contract manufacturers for the cost of the components purchased by the subcontractors to manufacture our products.

There have been no significant liabilities for current or anticipated cancellations recorded as of September 30, 2025.

There have been no significant liabilities for current or anticipated cancellations recorded as of December 31, 2025.

Our consolidated financial position and results of operations could be negatively impacted if we were required to compensate these third parties.

1 unchanged sentence

Other Obligations

As of September 30, 2025, the Company has other obligations of $ 4.9 million which consisted primarily of commitments related to research and development projects.

As of December 31, 2025, the Company has other obligations of $ 4.9 million which consisted primarily of commitments related to research and development projects.

Indemnification Obligations

9 unchanged sentences

However, the Company’s estimates may be incorrect and the Company could ultimately incur more or less than the amounts initially recorded.

The Company may also incur significant legal fees, which are expensed as incurred, in defending against these claims.

The Company is not currently aware of any pending or threatened litigation that would have a material

adverse effect on the Company’s financial statements.

The Company may also incur significant legal fees, which are expensed as incurred, in

defending against these claims.

The Company is not currently aware of any pending or threatened litigation that would have a material adverse effect on the Company’s financial statements.

Intellectual Ventures I LLC v.

5 unchanged sentences

The Company cannot currently estimate the possible loss or range of losses, if any, that it may experience in connection with this litigation.

Ax Wireless, LLC Litigation

On February 2, 2026, Ax Wireless, LLC (“Ax Wireless”) filed a complaint against the Company with the U.S.

International Trade Commission (“ITC”) alleging infringement of certain U.S.

patents related to Wi-Fi 6 (802.11ax) technology, including U.S.

and 11,812,134.

The complainant seeks a limited exclusion order and a cease and desist order that would prohibit the Company from importing into the United States, and selling in the United States, certain wireless networking products and components that allegedly infringe these patents.

Concurrently with the ITC filing, Ax Wireless filed a related complaint in the U.S.

District Court for the Northern District of Illinois alleging infringement of the same patents and seeking unspecified monetary damages, interest, and fees.

The Company plans to vigorously defend itself in both the ITC investigation and the District Court action;

however, there can be no assurance that the Company will prevail.

The Company cannot currently estimate the possible loss or range of losses, if any, that it may experience in connection with either the ITC investigation or the District Court action.

An adverse ruling at the ITC could result in an order excluding our products from the U.S.

market, which would have a material adverse effect on our business, financial condition, and results of operations.

The Company cannot currently estimate the possible loss or range of losses, if any, that it may experience in connection with either the ITC investigation or the District Court action.

NOTE 10— SHARE-BASED COMPENSATION

1 unchanged sentence

The Company’s 2020 and 2010 Equity Incentive Plans are described in the Annual Report.

As of September 30, 2025, the Company had 4,849,977 authorized shares available for future issuance under all of its stock incentive plans.

As of December 31, 2025, the Company had 4,941,077 authorized shares available for future issuance under all of its stock incentive plans.

Share-Based Compensation

The following table shows total share-based compensation expense included in the consolidated statements of operations for the three months ended September 30, 2025 and 2024 (in thousands):

Three Months Ended September 30,

The following table shows total share-based compensation expense included in the consolidated statements of operations for the three and six months ended December 31, 2025 and 2024 (in thousands):

Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

Cost of revenues $ 72 $ 57 $ 142 $ 111

3 unchanged sentences

Stock Options

There were no options exercised under the Company’s stock incentive plans during the three months ended September 30, 2025 and 2024.

As of September 30, 2025, the Company had no unrecognized compensation costs related to stock options, and the Company did no t grant any employee stock options during the three months ended September 30, 2025 and 2024.

There were no options exercised under the Company’s stock incentive plans during the three and six months ended December 31, 2025 and 2024.

As of December 31, 2025, the Company had no unrecognized compensation costs related to stock options, and the Company did no t grant any employee stock options during the three and six months ended December 31, 2025, and 2024.

Restricted Stock Units (“RSUs”)

6 unchanged sentences

RSUs canceled ( 5,466 ) $ 209.80

Non-vested RSUs, September 30, 2025

Non-vested RSUs, December 31, 2025

88,962 $ 223.69

The intrinsic value of RSUs vested during the three months ended September 30, 2025 and 2024 was $ 4.4 million and $ 1.5 million, respectively.

The total intrinsic value of all outstanding RSUs was $ 60.4 million as of September 30, 2025.

As of September 30, 2025, there were unrecognized compensation costs related to RSUs of $ 14.0 million which the Company expects to recognize over a weighted average period of 3.0 years.

The intrinsic value of RSUs vested in both the three months ended December 31, 2025 and 2024 was $ 0.1 million.

The intrinsic value of RSUs vested in the six months ended December 31, 2025 and 2024 was $ 4.5 million and $ 1.6 million, respectively.

The total intrinsic value of all outstanding RSUs was $ 49.2 million as of December 31, 2025.

As of December 31, 2025, there were unrecognized compensation costs related to RSUs of $ 12.0 million which the Company expects to recognize over a weighted average period of 2.8 years.

NOTE 11— INCOME TAXES

The Company recorded tax provisions of $ 50.7 million for the three months ended September 30, 2025 as compared to $ 30.6 million for the three months ended September 30, 2024.

Our effective tax rate increased to 19.6 % for the three months ended September 30, 2025 as compared to 19.3 % for the three months ended September 30, 2024.

The change in effective tax rates for the three months ended September 30, 2025, as compared to the same period in the prior year, was primarily driven by changes in the mix of the income earned in various tax jurisdictions as well as in the mix of income eligible for the Foreign-Derived Intangible Income (“FDII”) rules and subject to the Global Intangible Low-Taxes Income ("GILTI") and Pillar Two rules.

The Company recorded tax provisions of $ 57.7 million and $ 108.4 million for the three and six months ended December 31, 2025, respectively, as compared to $ 30.6 million and $ 61.2 million for the three and six months ended December 31, 2024, respectively.

Our effective tax rate increased to 19.8 % for the three months ended December 31, 2025 as compared to 18.3 % for the three months ended December 31, 2024.

Our effective tax rate increased from 18.8 % for the six months ended December 31, 2024 to 19.7 % for the six months ended December 31, 2025.

The change in effective tax rates for the three and six months ended December 31, 2025, as compared to the same periods in the prior year, was primarily driven by changes in the mix of the income earned in various tax jurisdictions as well as in the mix of income eligible for the Foreign-Derived Intangible Income (“FDII”) rules and subject to the Global Intangible Low-Taxes Income ("GILTI") and Pillar Two rules.

The Company’s estimated fiscal year 2026 effective tax rate, before discrete items, differs from the U.S.

2 unchanged sentences

operations as well as income subject to GILTI.

As of September 30, 2025, the Company had approximately $ 34.7 million of unrecognized tax benefits, substantially all of which would, if recognized, affect its tax expense.

As of December 31, 2025, the Company had approximately $ 34.7 million of unrecognized tax benefits, substantially all of which would, if recognized, affect its tax expense.

Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheets.

As of September 30, 2025, the Company had $ 6.0 million accrued interest related to uncertain tax matters.

As of December 31, 2025, the Company had $ 6.6 million accrued interest related to uncertain tax matters.

The Company and one or more of its subsidiaries, file income tax returns in the United States federal jurisdiction, and various state, local, and foreign jurisdictions and is currently undergoing income tax examinations by the U.S.

2 unchanged sentences

The majority of the Company's foreign jurisdictions have been concluded through 2015, with the exception of Hong Kong which has been reviewed through 2009 and is currently under audit for the 2010-2019 statutory tax years.

In July 2018, the Company received a draft Notice of Proposed Adjustment (“NOPA”) from the IRS proposing an adjustment to income for the fiscal 2015 and fiscal 2016 tax years based on its interpretation of certain obligations of the non-U.S.

In July 2018, the Company received a draft Notice of Proposed Adjustment (“Draft NOPA”) from the IRS proposing an adjustment to income for the fiscal 2015 and fiscal 2016 tax years based on its interpretation of certain obligations of the non-U.S.

entities under the credit facility.

4 unchanged sentences

The Appeals Officer issued a Notice of Deficiency on August 3, 2022, which upheld the position of the Examination Division.

The Company filed a petition with the United States Tax Court seeking to have the Notice of Deficiency reversed.

The Company filed a petition with the United States Tax Court seeking

to have the Notice of Deficiency reversed.

On November 8, 2023, the Company filed a Motion for Summary Judgment.

5 unchanged sentences

Regardless of whether the matter is resolved in the Company’s favor, the final resolution of this matter could be expensive and time-consuming to defend and/or settle.

The Company estimates the incremental tax liability associated with the income adjustment proposed in the AOF would be approximately $ 50.0 million, excluding potential interest and penalties, after adjusting for the impact of an adjustment on the amount of transition tax paid by the Company.

As the Company believes that the tax originally paid in fiscal 2015 and fiscal 2016 is correct, it has not provided a reserve for this tax uncertainty.

3 unchanged sentences

The Company continues to believe that its tax positions filed with the IRD are more likely than not to be sustained based on their technical merits and therefore no reserve has been provided for this tax uncertainty.

Between fiscal years 2018 and 2024, the Company made payments totaling a combined amount of $ 60.4 million as deposits with the IRD in connection with extending the statute of limitation for income tax examinations currently under audit for 2010-2018 income tax audits.

On March 28, 2025, the Company received notification that the IRD is seeking an additional $ 2.0 million deposit covering the 2019 statutory tax year.

The Company filed a formal protest in response to this notice and the Assessor's office agreed to a reduced deposit of $ 0.2 million covering the 2019 statutory tax year.

The Company filed a formal protest in response to this notice and the Assessor's office agreed to a reduced deposit of under $ 0.2 million covering the 2019 statutory tax year.

The refundable deposits are included within other long-term assets on our consolidated balance sheets.

The Company expects the $ 60.8 million (net of foreign currency impact) of deposits made with the IRD to be refunded upon completion of the audit.

However, there can be no assurance that this matter will be resolved in the Company’s favor and therefore it's possible that an adverse outcome of the matter

could have a material effect on the Company’s results of operations and financial condition.

However, there can be no assurance that this matter will be resolved in the Company’s favor and therefore it's possible that an adverse outcome of the matter could have a material effect on the Company’s results of operations and financial condition.

The Organization for Economic Co-operation and Development Inclusive Framework on Base Erosion and Profit Shifting released Pillar Two Model Rules (“Pillar Two”) for a global minimum tax.

1 unchanged sentence

Entities operating in countries where Pillar Two has been enacted are required to estimate Pillar Two top-up tax obligations beginning in the first quarter of fiscal year 2025.

For the three months ended December 31, 2025, the Company included approximately $ 2.4 million Pillar Two top-up tax obligations impacting the Company’s estimated annual effective tax rate.

The Company will continue to evaluate the impact of proposed and enacted legislation as new guidance becomes available.

13 unchanged sentences

Revenues by product type are as follows (in thousands, except percentages):

Three Months Ended September 30,

Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

Enterprise technology $ 728,991 89 % $ 518,202 86 % $ 1,386,137 90 % $ 988,385 86 %

2 unchanged sentences

Revenues by geography based on customer’s ship-to destinations were as follows (in thousands, except percentages):

Three Months Ended September 30,

Three Months Ended December 31, Six Months Ended December 31,

2025 2024 2025 2024

North America (1)

4 unchanged sentences

Total revenues $ 814,867 100 % $ 599,879 100 % $ 1,548,640 100 % $ 1,150,223 100 %

(1) Revenue for the United States was $ 351.3 million and $ 248.7 million for the three months ended September 30, 2025 and 2024, respectively.

For the periods presented, there were no customers with an accounts receivable balance of 10% or greater or customers with net revenues of 10% or greater of total revenues.

(1) Revenue for the United States was $ 388.3 million and $ 296.1 million for the three months ended December 31, 2025 and 2024, respectively.

Revenue for the United States was $ 739.6 million and $ 544.8 million for the six months ended December 31, 2025 and 2024, respectively.

Customers with an accounts receivable balance of 10% or greater of total accounts receivable and customers with net revenues of 10% or greater of total revenues are presented below for the periods indicated:

Percentage of Revenues Percentage of Accounts Receivable

Three months ended December 31, December 31, June 30,

2025 2024 2025 2025

Customer A * * 12 % *

* Denotes less than 10%

NOTE 13— COMMON STOCK AND TREASURY STOCK

Common Stock Repurchases

On August 21, 2025, the Company’s Board of Directors approved a $ 500 million stock repurchase program (the “2025 August Program”).

1 unchanged sentence

2025 August Program expires on September 30, 2026.

During the three months ended September 30, 2025, the Company did not make any repurchases under the 2025 August Program.

During the three and six months ended December 31, 2025, the Company did not make any repurchases under the 2025 August Program.

NOTE 14— RELATED PARTY TRANSACTIONS AND CERTAIN OTHER TRANSACTIONS

1 unchanged sentence

From time to time, the Grizzlies purchase our products through our webstore, on terms that we believe are no less favorable than terms generally available to an unaffiliated third party under the same or similar circumstances.

During the three months ended September 30, 2025, we received approximately $ 190,000 from sales to the Grizzlies, inclusive of sales tax and shipping charges.

During the three and six months ended December 31, 2025, we received approximately $ 8,000 and $ 198,000 , respectively, from sales to the Grizzlies, inclusive of sales tax and shipping charges.

Additionally, from time to time, the Grizzlies may participate in our product testing and marketing activities.

NOTE 15— SUBSEQUENT EVENTS

On November 5, 2025, the Company's Board of Directors approved a quarterly cash dividend of $ 0.80 per share payable on November 24, 2025 to shareholders of record at the close of business on November 17, 2025.

On February 6, 2026, the Company's Board of Directors approved a quarterly cash dividend of $ 0.80 per share payable on February 23, 2026 to shareholders of record at the close of business on February 17, 2026.

Any future dividends will be subject to the approval of the Company’s Board of Directors.

Ax Wireless, LLC Litigation

On February 2, 2026, Ax Wireless, LLC filed a complaint with the U.S.

International Trade Commission and a related complaint in the U.S.

District Court for the Northern District of Illinois alleging patent infringement.

Refer to Part I, Item 1, Note 9, "Commitments and Contingencies" of the notes to consolidated financial statements for further information.

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