What changed in this filing

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Item 1. Financial Statements

2026-05-08 compared with 2026-02-06 · 170 added, 119 removed, 442 unchanged (40% of the section changed)

3 unchanged sentences

(In thousands, except share and per share data)

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Current assets:

Cash and cash equivalents $ 368,658 $ 149,727

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

Accounts receivable, net of allowance for doubtful accounts of $ 11,984 and $ 11,956 at March 31, 2026 and June 30, 2025, respectively

245,843 244,616

25 unchanged sentences

500,000,000 shares authorized:

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

60,521,059 and 60,492,105 issued and outstanding as of March 31, 2026 and June 30, 2025, respectively

Additional paid–in capital 20,827 17,075

6 unchanged sentences

(In thousands, except per share amounts)

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

Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

21 unchanged sentences

(In thousands, except share data)

Three and Six Months Ended December 31, 2025

Three and Nine Months Ended March 31, 2026

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

14 unchanged sentences

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

Three and Six Months Ended December 31, 2024

Net income — — — 233,914 233,914

Restricted stock units issued, net of tax withholdings 21,225 — ( 470 ) — ( 470 )

Share-based compensation expense — — 1,612 — 1,612

Dividends paid on common stock ($ 0.80 per share)

— — — ( 48,417 ) ( 48,417 )

Balance at March 31, 2026 60,521,059 $ 61 $ 20,827 $ 1,181,308 $ 1,202,196

Three and Nine Months Ended March 31, 2025

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

16 unchanged sentences

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

Net income — — — 180,435 180,435

Restricted stock units issued, net of tax withholdings 19,952 1 ( 321 ) — ( 320 )

Share-based compensation expense — — 1,848 — 1,848

Dividends paid on common stock ($ 0.60 per share)

— — — ( 36,295 ) ( 36,295 )

Balances at March 31, 2025

60,490,469 $ 61 $ 15,338 $ 420,714 $ 436,113

See accompanying notes to consolidated financial statements (unaudited).

2 unchanged sentences

(In thousands) (Unaudited)

Six Months Ended December 31,

Nine Months Ended March 31,

Cash Flows from Operating Activities:

7 unchanged sentences

Share-based compensation 5,400 5,337

Deferred taxes ( 275 ) ( 434 )

Provision for bad debts 28 5,563

14 unchanged sentences

Cash Flows from Financing Activities:

Proceeds from borrowing under the credit facility- Revolver — 30,000

Repayment against credit facility- Revolver — ( 205,000 )

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

The results of operations for the three and nine months ended March 31, 2026 are not necessarily indicative of the results to be expected for any future periods.

NOTE 2— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

11 unchanged sentences

Recent Accounting Pronouncements Not Yet Effective

In December 2023, the FASB issued ASU No.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-09, Income Taxes (Topic 740) (“ASU 2023-09”), which amends the existing guidance relating to the annual disclosures for accounting for income taxes.

14 unchanged sentences

We expect this ASU to only impact our disclosures with no impact to our results of operations, cash flows, and financial condition.

Measurement of Credit Losses for Accounts Receivable and Contract Assets

In July 2025, the FASB issued ASU No.

2025-05, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets.

The amendments in this update provide a practical expedient permitting a public business entity to assume that conditions at the balance sheet date remain unchanged over the life of the asset when estimating expected credit losses for current classified accounts receivable and contract assets.

The amendments in ASU 2025-05 will become effective for annual and interim reporting period disclosures in the Company's fiscal year beginning July 1, 2026.

We are currently evaluating the impact of adopting the practical expedient permitted under this ASU.

Interim Reporting

In December 2025, the FASB issued ASU No.

2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements.

The ASU clarifies interim disclosure requirements and the applicability of Topic 270.

The objective of the amendments is to provide further clarity about the current interim disclosure requirements.

The ASU is effective for the Company for interim reporting periods within annual reporting periods beginning July 1, 2028.

Adoption of this ASU can be applied using either a prospective or a retrospective approach.

Early adoption is permitted.

We are currently evaluating the provisions of this ASU and do not expect this ASU to have a material impact on our consolidated financial statements.

Codification Improvements

In December 2025, the FASB issued ASU No.

2025-12, Codification Improvements.

The ASU addresses thirty-three items, representing the changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements.

Generally, the amendments in this ASU are not intended to result in significant changes for most entities.

The ASU is effective for the Company for interim reporting periods within annual reporting periods beginning July 1, 2027.

The adoption method of this ASU may vary, on an issue-by-issue basis.

Early adoption is permitted.

We are currently evaluating the provisions of this ASU and do not expect this ASU to have a material impact on our consolidated financial statements.

NOTE 3— REVENUES

13 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 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 March 31, 2026 and June 30, 2025, the Company’s customer deposits were $ 2.4 million and $ 2.8 million, respectively.

As of March 31, 2026, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 52.4 million and $ 36.2 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 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.

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

For the three and nine months ended March 31, 2026, we recognized revenues amounting to $ 7.7 million and $ 29.3 million, respectively, from the deferred revenue balance as of June 30, 2025.

For the three and nine months ended March 31, 2025, we recognized revenues amounting to $ 4.3 million and $ 16.6 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 December 31, Six Months Ended December 31,

Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

10 unchanged sentences

Inventories consisted of the following (in thousands):

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Finished goods $ 612,823 $ 627,971

3 unchanged sentences

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

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Prepaid income taxes $ 30,144 $ 7,339

4 unchanged sentences

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

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Testing equipment $ 20,582 $ 20,581

10 unchanged sentences

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

December 31, 2025 June 30, 2025

March 31, 2026 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 $ 9.8 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

(2) Accumulated amortization was $ 9.8 million and $ 9.1 million as of March 31, 2026, and June 30, 2025, respectively.

(3) Amortization expense for intangible assets was $ 0.1 million and $ 0.8 million for the three and nine months ended March 31, 2026, respectively.

Amortization expense for intangible assets was $ 0.4 million and $ 1.2 million for the three and nine months ended March 31, 2025, respectively.

The following table presents expected future intangible asset amortization as of March 31, 2026:

Fiscal 2026 (remainder) $ 63

Fiscal 2027 252

6 unchanged sentences

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

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Deferred revenue — short-term $ 52,376 35,968

10 unchanged sentences

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

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Deferred revenue — long-term $ 36,177 $ 26,015

9 unchanged sentences

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

Six Months Ended December 31,

Nine Months Ended March 31,

Beginning balance $ 11,739 $ 10,825

3 unchanged sentences

Ending balance $ 10,810 $ 11,940

On March 30, 2021, the Company, as borrower and certain domestic subsidiaries, as guarantors (the "Domestic Guarantors"), entered into an amended and restated credit agreement (as amended by a first amendment on April 3, 2023, the “Amended Credit Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo”), the other financial institutions named as lenders therein, and Wells Fargo as administrative agent and collateral agent for the lenders, that extended the $ 700 million senior secured revolving credit facility (the “Revolving Facility,” together with the Term Loan Facility, as defined below, the "Facilities") and provided a $ 500 million senior secured term loan facility (the “Term Loan Facility”), and extended the maturity of the Facilities to March 30, 2026.

In addition, the Facilities include an option to request increases in the amounts of such credit facilities by up to an additional $ 500

million in the aggregate.

The loans under the Term Loan Facility are payable in quarterly installments of $ 6.25 million per quarter, commencing with the quarter ending June 30, 2021.

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 $ 0.1 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 Facilities

On February 27, 2026, the company fully repaid its Term Loan Facility (defined below).

There was no outstanding balance under the Revolving Facility (defined below) at the March 30, 2026 maturity date.

Term Loan Facilities

During the nine months ended March 31, 2026, the Company made aggregate payments of $ 255.1 million under the Term Loan Facilities, of which $ 250.0 million was repayment of principal and $ 5.1 million was payment of interest.

Revolving Facility

There were no payments made under the Revolving Facility during the nine months ended March 31, 2026.

On March 30, 2021, the Company, as borrower and certain domestic subsidiaries, as guarantors (the “Domestic Guarantors”), entered into an amended and restated credit agreement (as amended by a first amendment on April 3, 2023, the “Amended Credit Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo”), the other financial institutions named as lenders therein, and Wells Fargo as administrative agent and collateral agent for the lenders, that extended the $ 700 million senior secured revolving credit facility (the “Revolving Facility”) and provided a $ 500 million senior secured term loan facility (the “Term Loan Facility,” and together with the Term Loan Facility, the “Facilities”), and extended the maturity of the Facilities to March 30, 2026.

In addition, the Facilities include an option to request increases in the amounts of such credit facilities by up to an additional $ 500 million in the aggregate.

The loans under the Term Loan Facility were payable in quarterly installments of $ 6.25 million per quarter, commencing with the quarter ending June 30, 2021.

On February 27, 2026, we fully repaid the Term Loan Facility.

The Facilities were scheduled to mature on March 30, 2026.

There were no amounts outstanding under the Revolving Facility at maturity.

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

There are no unamortized debt issuance costs as of March 31, 2026.

Amortization of debt issuance costs included in interest expense for both the three months ended March 31, 2026 and March 31, 2025 were $ 0.3 million.

Amortization of debt issuance costs included in interest expense for the nine months ended March 31, 2026 and March 31, 2025 were $ 1.0 million and $ 1.7 million, respectively.

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

December 31, 2025 June 30, 2025

March 31, 2026 June 30, 2025

Term Loan Facility - short term $ — $ 250,000

1 unchanged sentence

Total Debt - short term — 249,557

The Revolving Facility includes a sub-limit of $ 25.0 million for letters of credit and a sub-limit of $ 25.0 million for swingline loans.

The Facilities are available for working capital and general corporate purposes that comply with the terms of the Amended Credit Agreement, including to finance the repurchase of the Company’s common stock or to make dividends to the holders of the Company's common stock.

Under the Amended Credit Agreement, revolving loans and swingline loans may be borrowed, repaid and reborrowed until March 30, 2026, at which time all amounts borrowed must be repaid.

Loans under the Facilities may be prepaid at any time without penalty.

The revolving loans and term loans under the Term Loan Facility bear interest, at the Company’s option, at either (i) a floating rate per annum equal to the Base Rate (as defined below) plus a margin of between 0.50 % and 1.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter or (ii) a floating per annum rate equal to the Adjusted Term SOFR (as defined below) for a specified period, plus a margin of between 1.50 % and 2.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

Swingline loans bear interest at a floating rate per annum equal to the Base Rate plus a margin of be tween 0.50 % and 1.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

Base Rate is defined in the Amended Credit Agreement as the highest of (a) the Prime Rate (as defined in the Amended Credit Agreement), (b) the Federal Funds Rate (as defined in the Amended Credit Agreement) plus 0.50 % and (c) Adjusted Term SOFR for a one-month tenor in effect on such day plus 1.00 %;

The Revolving Facility included a sub-limit of $ 25.0 million for letters of credit and a sub-limit of $ 25.0 million for swingline loans.

The Facilities were available for working capital and general corporate purposes that comply with the terms of the Amended Credit Agreement, including to finance the repurchase of the Company’s common stock or to make dividends to the holders of the Company's common stock.

Under the Amended Credit Agreement, revolving loans and swingline loans could be borrowed, repaid and reborrowed until March 30, 2026, at which time all amounts borrowed must be repaid.

Loans under the Facilities could be prepaid at any time without penalty.

There was no outstanding balance under the Revolving Facility at maturity.

The revolving loans and term loans under the Term Loan Facility bore interest, at the Company’s option, at either (i) a floating rate per annum equal to the Base Rate (as defined below) plus a margin of between 0.50 % and 1.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter or (ii) a floating per annum rate equal to the Adjusted Term SOFR (as defined below) for a specified period, plus a margin of between 1.50 % and 2.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

Swingline loans bore interest at a floating rate per annum equal to the Base Rate plus a margin of be tween 0.50 % and 1.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

Base Rate was defined in the Amended Credit Agreement as the highest of (a) the Prime Rate (as defined in the Amended Credit Agreement), (b) the Federal Funds Rate (as defined in the Amended Credit Agreement) plus 0.50 % and (c) Adjusted Term SOFR for a one-month tenor in effect on such day plus 1.00 %;

each change in the Base Rate shall take effect simultaneously with the corresponding change or changes in the Prime Rate, the Federal Funds Rate or Adjusted Term SOFR, as applicable (provided that clause (c) shall not be applicable during any period in which Adjusted Term SOFR is unavailable or unascertainable).

The Base Rate shall not be less than 1.00 %.

Adjusted Term SOFR is Term SOFR (as defined in the Amended Credit Agreement) plus 0.10 % per annum;

provided that Adjusted Term SOFR shall in no event be less than 0.00 %.

A default interest rate shall apply on all obligations during certain events of default under the Amended Credit Agreement at a rate per annum equal to 2.00 % above the applicable interest rate.

The Company will pay to each lender a facility fee on a quarterly basis based on the unused amount of each lender’s commitment to make revolving loans, of between 0.20 % and 0.35 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

The Company will also pay to the applicable lenders on a quarterly basis certain fees based on the daily amount available to be drawn under each outstanding letter of credit, including aggregate letter of credit commissions of between 1.50 % and 2.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter, and issuance fees of 0.125 % per annum.

The Company is also obligated to pay Wells Fargo, as agent, fees customary for a credit facility of this size and type.

The Amended Credit Agreement requires the Company to maintain during the term of the Facilities a maximum consolidated total leverage ratio of 3.50 to 1.00 and a minimum consolidated interest coverage ratio of 3.50 to 1.00.

In addition, the Amended Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict the ability of the Company and its subsidiaries to, among other things, grant liens or enter into agreements restricting their ability to grant liens on property, enter into mergers, dispose of assets, change their accounting or reporting policies, change their business and incur indebtedness, in each case subject to customary exceptions for a credit facility of this size and type.

The Amended Credit Agreement includes customary events of default that include, among other things, non-payment of principal, interest or fees, inaccuracy of representations and warranties, violation of covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments, change of control and certain ERISA events.

The Base Rate should not be less than 1.00 %.

Adjusted Term SOFR was Term SOFR (as defined in the Amended Credit Agreement) plus 0.10 % per annum;

provided that Adjusted Term SOFR should in no event be less than 0.00 %.

A default interest rate should apply on all obligations during certain events of default under the Amended Credit Agreement at a rate per annum equal to 2.00 % above the applicable interest rate.

The Company would pay to each lender a facility fee on a quarterly basis based on the unused amount of each lender’s commitment to make revolving loans, of between 0.20 % and 0.35 %, depending on the

Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter.

The Company would also pay to the applicable lenders on a quarterly basis certain fees based on the daily amount available to be drawn under each outstanding letter of credit, including aggregate letter of credit commissions of between 1.50 % and 2.25 %, depending on the Company’s consolidated total leverage ratio as of the most recently ended fiscal quarter, and issuance fees of 0.125 % per annum.

The Company was also obligated to pay Wells Fargo, as agent, fees customary for a credit facility of this size and type.

The Amended Credit Agreement required the Company to maintain during the term of the Facilities a maximum consolidated total leverage ratio of 3.50 to 1.00 and a minimum consolidated interest coverage ratio of 3.50 to 1.00.

In addition, the Amended Credit Agreement contained customary affirmative and negative covenants, including covenants that limit or restrict the ability of the Company and its subsidiaries to, among other things, grant liens or enter into agreements restricting their ability to grant liens on property, enter into mergers, dispose of assets, change their accounting or reporting policies, change their business and incur indebtedness, in each case subject to customary exceptions for a credit facility of this size and type.

The Amended Credit Agreement included customary events of default that include, among other things, non-payment of principal, interest or fees, inaccuracy of representations and warranties, violation of covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments, change of control and certain ERISA events.

The occurrence of an event of default could result in the acceleration of the obligations under the Amended Credit Agreement.

The Facilities

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 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)

2027 2028 2029 2030 Thereafter Total

Debt payment obligations $ 47,500 $ — $ — $ — $ — $ — $ 47,500

Interest and other payments on debt payment obligations (1)

970 — — — — — 970

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

(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.

On May 7, 2026, the Company, as borrower, and certain domestic subsidiaries, as guarantors, entered into the 2026 Credit Agreement (defined herein) with PNC Bank, National Association.

See Note 15, “Subsequent Events” for additional information on the 2026 Credit Agreement.

NOTE 8— LEASES

1 unchanged sentence

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 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.

As of March 31, 2026, 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 and six months ended December 31, 2025 and 2024 (in thousands):

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

The following table summarizes our lease costs for the three and nine months ended March 31, 2026 and 2025 (in thousands):

Financial Statement Classification Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

6 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 and six months ended December 31, 2025 and 2024 were immaterial.

Total short-term costs for the three and nine months ended March 31, 2026 and 2025 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 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.

For the three months ended March 31, 2026 and 2025, cash paid for amounts associated with the Company's operating lease liabilities was approximately $ 4.7 million and $ 4.3 million, respectively.

For the nine months ended March 31, 2026 and 2025, cash paid for amounts associated with the Company's operating lease liabilities were approximately $ 14.1 million and $ 13.3 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 December 31, 2025:

Remainder of Fiscal 2026

8 unchanged sentences

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

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

As of March 31, 2026, we had $ 1,226.7 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 December 31, 2025.

There have been no significant liabilities for current or anticipated cancellations recorded as of March 31, 2026.

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

As of March 31, 2026, the Company has other obligations of $ 6.1 million which consisted primarily of commitments related to research and development projects.

Indemnification Obligations

36 unchanged sentences

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

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

As of March 31, 2026, the Company had 4,919,852 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 and six months ended December 31, 2025 and 2024 (in thousands):

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

The following table shows total share-based compensation expense included in the consolidated statements of operations for the three and nine months ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

4 unchanged sentences

Stock Options

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.

There were no options exercised under the Company’s stock incentive plans during the three and nine months ended March 31, 2026 and 2025.

As of March 31, 2026, 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 nine months ended March 31, 2026, and 2025.

Restricted Stock Units (“RSUs”)

6 unchanged sentences

RSUs canceled ( 9,261 ) $ 214.95

Non-vested RSUs, December 31, 2025

Non-vested RSUs, March 31, 2026

77,897 $ 283.27

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.

The intrinsic value of RSUs vested in the three months ended March 31, 2026 and 2025 was $ 12.2 million and $ 6.9 million, respectively.

The intrinsic value of RSUs vested in the nine months ended March 31, 2026 and 2025 was $ 16.7 million and $ 8.5 million, respectively.

The total intrinsic value of all outstanding RSUs was $ 61.6 million as of March 31, 2026.

As of March 31, 2026, there were unrecognized compensation costs related to RSUs of $ 16.9 million which the Company expects to recognize over a weighted average period of 3.3 years.

NOTE 11— INCOME TAXES

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 recorded tax provisions of $ 56.2 million and $ 164.6 million for the three and nine months ended March 31, 2026, respectively, as compared to $ 41.0 million and $ 102.2 million for the three and nine months ended March 31, 2025, respectively.

Our effective tax rate increased to 19.4 % for the three months ended March 31, 2026 as compared to 18.5 % for the three months ended March 31, 2025.

Our effective tax rate increased from 18.7 % for the nine months ended March 31, 2025 to 19.6 % for the nine months ended March 31, 2026.

The change in effective tax rates for the three and nine months ended March 31, 2026, 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 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.

As of March 31, 2026, 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 December 31, 2025, the Company had $ 6.6 million accrued interest related to uncertain tax matters.

As of March 31, 2026, the Company had $ 7.1 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.

Internal Revenue Service ( “ IRS ” ) and the Hong Kong Inland Revenue Department (“IRD”).

Internal Revenue Service (“IRS”) and the IRD.

All material consolidated federal, state and local income tax matters have been concluded for years through 2015.

6 unchanged sentences

The Company formally protested the adjustment and the case was moved from the Examination Division to the IRS Appeals Division where a formal review of the facts and the applicable law took place on May 9, 2022.

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 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.

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

8 unchanged sentences

However, an adverse outcome may have a material and adverse effect on the Company’s results of operations and financial condition.

The Hong Kong Inland Revenue Department (the “IRD”) is examining the Company’s claims that its revenue is generated through activities performed wholly outside of the Hong Kong tax jurisdiction and are therefore exempt from Hong Kong tax.

The IRD is examining the Company’s claims that its revenue is generated through activities performed wholly outside of the Hong Kong tax jurisdiction and are therefore exempt from Hong Kong tax.

The Company is fully cooperating with the examination including submitting documentation in support of its position.

2 unchanged sentences

On March 27, 2026, the Company received notification that the IRD is seeking an additional $ 0.2 million deposit covering the 2020 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 Company filed a formal protest in response to this notice and is waiting for a confirmation from the Assessor's office which the Company expects to receive in the fourth quarter of fiscal 2026.

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

4 unchanged sentences

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.

For the three months ended March 31, 2026, the Company included approximately $ 3.0 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.

2 unchanged sentences

taxation of profits derived from foreign operations.

ASC 740, "Income Taxes", requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted.

Accounting Standards Codification 740, “Income Taxes”, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted.

The legislation has multiple effective dates, with certain provisions effective in 2025 (our current fiscal year 2026) and others implemented through 2027 (our fiscal year 2028).

8 unchanged sentences

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

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

Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

3 unchanged sentences

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

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

Three Months Ended March 31, Nine Months Ended March 31,

2026 2025 2026 2025

5 unchanged sentences

Total revenues $ 788,199 100 % $ 664,170 100 % $ 2,336,839 100 % $ 1,814,393 100 %

(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

(1) Revenue for the United States was $ 374.1 million and $ 298.5 million for the three months ended March 31, 2026 and 2025, respectively.

Revenue for the United States was $ 1,113.7 million and $ 843.3 million for the nine months ended March 31, 2026 and 2025, respectively.

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

Percentage of Accounts Receivable

March 31, June 30,

Customer A 10 % *

* Denotes less than 10%

For all periods presented, there were no customers representing net revenues of 10% or greater of the Company's total revenues.

NOTE 13— COMMON STOCK AND TREASURY STOCK

2 unchanged sentences

2025 August Program expires on September 30, 2026.

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

During the three and nine months ended March 31, 2026, 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 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.

During the three and nine months ended March 31, 2026, we received approximately $ 106,000 and $ 304,000 , 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 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.

On May 8, 2026, the Company's Board of Directors approved a quarterly cash dividend of $ 0.80 per share payable on May 26, 2026 to shareholders of record at the close of business on May 18, 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.

New Credit Agreement

On May 7, 2026, the Company, as borrower, and certain domestic subsidiaries, as guarantors, entered into a credit agreement (the “2026 Credit Agreement”) with PNC Bank, National Association (“PNC”), the other financial institutions named as lenders therein (collectively with PNC, the “Lenders”), and PNC, as administrative agent for the Lenders, pursuant to which PNC provided the Company with a $ 250 million senior secured revolving facility (the “2026 Revolving Facility”).

In addition, the 2026 Revolving Facility includes an option to request increases in the amounts of such credit facility by up to an additional $ 500 million in the aggregate.

At the closing of the 2026 Credit Agreement, the Company had no outstanding borrowing under the 2026 Revolving Facility.

The 2026 Revolving Facility includes a sub-limit of $ 50.0 million for letters of credit.

The 2026 Revolving Facility is available for working capital, capital expenditures, permitted acquisitions and general corporate purposes that comply with the terms of the 2026 Credit Agreement, including to finance the repurchase of the Company’s common stock or to make dividends to the holders of the Company’s common stock.

Under the 2026 Credit Agreement, loans may be borrowed, repaid and reborrowed until May 7, 2031, at which time all amounts borrowed must be repaid.

Loans may be prepaid at any time without penalty.

Revolving loans bear interest, at the Company’s option, at either (i) a floating rate per annum equal to the base rate plus a margin of between 0.25 % and 1.00 %, depending on the Company’s consolidated leverage ratio as of the most recently ended fiscal quarter or (ii) a floating per annum rate equal to the applicable Term SOFR Rate (as defined in the 2026 Credit Agreement), or replacement rate, for a specified period, plus a margin of between 1.25 % and 2.00 %, depending on the Company’s consolidated leverage ratio as of the most recently ended fiscal quarter.

Base rate is defined as the highest of (i) the Overnight Bank Funding Rate (as defined in the 2026 Credit Agreement), plus 0.5 %, (ii) the Prime Rate (as defined in the 2026 Credit Agreement), and (iii) the Daily Simple SOFR (as defined in the 2026 Credit Agreement), plus 1.00 %, with a floor of zero.

A default interest rate shall apply on all obligations during certain events of default under the 2026 Credit Agreement at a rate per annum equal to 2.00 % above the applicable interest rate.

The Company will pay to each Lender a facility fee on a quarterly basis based on the unused amount of each lender’s commitment to make revolving loans, of between 0.125 % and 0.200 %, depending on the Company’s consolidated leverage ratio as of the most recently ended fiscal quarter.

The Company will also pay to the applicable Lenders on a quarterly basis certain fees based on the daily amount available to be drawn under each outstanding letter of credit, including aggregate letter of credit commissions of between 1.25 % and 2.00 %, depending on the Company’s consolidated leverage ratio as of the most recently ended fiscal quarter, and issuance fees of 0.125 % per annum.

The Company is also obligated to pay PNC, as agent, fees customary for a credit facility of this size and type.

The 2026 Credit Agreement requires the Company to maintain during the term of the 2026 Revolving Facility (i) a maximum consolidated leverage ratio of 3.50 to 1.00, (ii) a minimum consolidated interest coverage ratio of 3.00 to 1.00 and (iii) to the extent that the Company’s consolidated leverage ratio is greater than 2.50 to 1.00, unrestricted domestic cash and cash equivalents of the Company and its subsidiaries in an amount equal to at least $ 75,000,000 .

In addition, the 2026 Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict the ability of the Company and its subsidiaries to, among other things, grant liens or enter into agreements restricting their ability to grant liens on property, enter into mergers, dispose of assets, change their accounting or reporting policies, change their business and incur indebtedness, in each case subject to customary exceptions for a credit facility of this size and type.

The 2026 Credit Agreement includes customary events of default that include, among other things, non-payment of principal, interest or fees, inaccuracy of representations and warranties, violation of covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments, change of control and certain ERISA events.

The occurrence of an event of default could result in the acceleration of the obligations under the 2026 Credit Agreement.

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