10-Q

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

TTM TECHNOLOGIES, INC.

Consolidated Condensed Balance Sheets

As of June 29, 2026 and December 29, 2025


	As of
	June 29, 2026			December 29, 2025
	(Unaudited)
	(In thousands, except par value)
ASSETS
Current assets:
Cash and cash equivalents	$	507,905		$	501,234
Accounts receivable, net		720,143			563,741
Contract assets		596,036			468,006
Inventories		307,972			250,057
Prepaid expenses and other current assets		117,843			72,368
Total current assets		2,249,899			1,855,406
Property, plant, and equipment, net		1,187,809			1,010,710
Operating lease right-of-use assets		98,774			80,914
Goodwill		670,135			670,135
Definite-lived intangibles, net		136,474			154,922
Deposits and other non-current assets		72,618			68,244
Total assets	$	4,415,709		$	3,840,331

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term debt, including current portion of long-term debt	$	4,000		$	3,815
Accounts payable		812,987			543,538
Contract liabilities		186,770			175,627
Accrued salaries, wages, and benefits		120,967			132,967
Other current liabilities		139,243			106,250
Total current liabilities		1,263,967			962,197
Long-term debt, net of discount and issuance costs		969,456			912,336
Operating lease liabilities		104,543			87,524
Other long-term liabilities		143,315			116,021
Total long-term liabilities		1,217,314			1,115,881
Commitments and contingencies (Note 11)
Equity:
Common stock, $0.001 par value; 300,000 shares authorized, 115,197 shares issued as of June 29, 2026 and December 29, 2025; 105,343 and 103,379 shares outstanding as of June 29, 2026 and December 29, 2025, respectively		115			115
Treasury stock – common stock at cost; 9,854 and 11,818 shares as of June 29, 2026 and December 29, 2025, respectively		(147,043	)		(174,744	)
Additional paid-in capital		961,889			951,942
Retained earnings		1,148,905			1,015,870
Accumulated other comprehensive loss		(29,438	)		(30,930	)
Total stockholders’ equity		1,934,428			1,762,253
Total liabilities and stockholders' equity	$	4,415,709		$	3,840,331

See accompanying notes to consolidated condensed financial statements.

TTM TECHNOLOGIES, INC.

Consolidated Condensed Statements of Operations

For the Quarter and Two Quarters Ended June 29, 2026 and June 30, 2025


	For the Quarter Ended						For the Two Quarters Ended
	June 29, 2026			June 30, 2025			June 29, 2026			June 30, 2025
	(Unaudited)
	(In thousands, except per share data)
Net sales	$	1,004,054		$	730,621		$	1,850,030		$	1,379,289
Cost of goods sold		792,196			582,512			1,456,991			1,100,208
Gross profit		211,858			148,109			393,039			279,081
Operating expenses:
Selling and marketing		25,490			21,316			50,484			42,587
General and administrative		62,107			49,719			130,852			93,493
Research and development		7,978			7,009			15,786			15,073
Amortization of definite-lived intangibles		6,888			6,888			13,777			13,777
Restructuring charges		340			1,408			636			2,122
Total operating expenses		102,803			86,340			211,535			167,052
Operating income		109,055			61,769			181,504			112,029
Other expense:
Interest expense		(10,496	)		(11,095	)		(21,096	)		(22,559	)
Loss on extinguishment of debt		(747	)		—			(747	)		—
Unrealized loss on derivative instruments		(13,994	)		—			(13,994	)		—
Other, net		(2,571	)		(5,149	)		(5,895	)		(2,954	)
Total other expense, net		(27,808	)		(16,244	)		(41,732	)		(25,513	)
Income before income taxes		81,247			45,525			139,772			86,516
Income tax benefit (provision)		1,800			(3,995	)		(6,737	)		(12,808	)
Net income	$	83,047		$	41,530		$	133,035		$	73,708

Earnings per share:
Basic earnings per share	$	0.80		$	0.41		$	1.28		$	0.72
Diluted earnings per share		0.77			0.40			1.24			0.70

See accompanying notes to consolidated condensed financial statements.

TTM TECHNOLOGIES, INC.

Consolidated Condensed Statements of Comprehensive Income

For the Quarter and Two Quarters Ended June 29, 2026 and June 30, 2025


	For the Quarter Ended						For the Two Quarters Ended
	June 29, 2026			June 30, 2025			June 29, 2026			June 30, 2025
	(Unaudited)
	(In thousands)
Net income	$	83,047		$	41,530		$	133,035		$	73,708
Other comprehensive income, net of tax:
Pension obligation		—			—			—			1,174
Foreign currency translation		168			115			303			159
Net unrealized gain (loss) on cash flow hedges:
Unrealized gain (loss) on effective cash flow hedges		355			(391	)		1,405			(1,774	)
Amounts realized in the statement of operations		(95	)		(523	)		(216	)		(271	)
Net		260			(914	)		1,189			(2,045	)
Other comprehensive income (loss), net of tax		428			(799	)		1,492			(712	)
Comprehensive income, net of tax	$	83,475		$	40,731		$	134,527		$	72,996

See accompanying notes to consolidated condensed financial statements.

TTM TECHNOLOGIES, INC.

Consolidated Condensed Statements of Stockholders’ Equity

For the Two Quarters Ended June 29, 2026 and June 30, 2025


	Common Stock				Treasury Stock						Additional Paid-In			Retained		Accumulated Other Comprehensive			Total Stockholders'
	Shares		Amount		Shares			Amount			Capital			Earnings		Loss			Equity
	(Unaudited)
	(In thousands)
Balance, December 29, 2025		115,197	$	115		(11,818	)	$	(174,744	)	$	951,942		$	1,015,870	$	(30,930	)	$	1,762,253
Net income		—		—		—			—			—			49,988		—			49,988
Other comprehensive income		—		—		—			—			—			—		1,064			1,064
Issuance of stock for PRUs		—		—		436			6,350			(6,350	)		—		—			—
Issuance of stock for RSUs		—		—		28			418			(418	)		—		—			—
Stock-based compensation		—		—		—			—			24,356			—		—			24,356
Balance, March 30, 2026		115,197	$	115		(11,354	)	$	(167,976	)	$	969,530		$	1,065,858	$	(29,866	)	$	1,837,661
Net income		—		—		—			—			—			83,047		—			83,047
Other comprehensive income		—		—		—			—			—			—		428			428
Issuance of stock for RSUs		—		—		1,500			20,933			(20,933	)		—		—			—
Stock-based compensation		—		—		—			—			13,292			—		—			13,292
Balance, June 29, 2026		115,197	$	115		(9,854	)	$	(147,043	)	$	961,889		$	1,148,905	$	(29,438	)	$	1,934,428


	Common Stock				Treasury Stock						Additional Paid-In			Retained		Accumulated Other Comprehensive			Total Stockholders'
	Shares		Amount		Shares			Amount			Capital			Earnings		Loss			Equity
	(Unaudited)
	(In thousands)
Balance, December 30, 2024		113,161	$	113		(11,164	)	$	(157,570	)	$	910,741		$	838,422	$	(27,882	)	$	1,563,824
Net income		—		—		—			—			—			32,178		—			32,178
Other comprehensive income		—		—		—			—			—			—		87			87
Issuance of stock for PRUs		305		—		—			—			—			—		—			—
Issuance of stock for RSUs		20		—		—			—			—			—		—			—
Repurchases of common stock		—		—		(700	)		(17,875	)		—			—		—			(17,875	)
Stock-based compensation		—		—		—			—			8,787			—		—			8,787
Balance, March 31, 2025		113,486	$	113		(11,864	)	$	(175,445	)	$	919,528		$	870,600	$	(27,795	)	$	1,587,001
Net income		—		—		—			—			—			41,530		—			41,530
Other comprehensive loss		—		—		—			—			—			—		(799	)		(799	)
Issuance of stock for RSUs		1,687		2		—			—			(2	)		—		—			—
Stock-based compensation		—		—		—			—			9,188			—		—			9,188
Balance, June 30, 2025		115,173	$	115		(11,864	)	$	(175,445	)	$	928,714		$	912,130	$	(28,594	)	$	1,636,920

See accompanying notes to consolidated condensed financial statements.

TTM TECHNOLOGIES, INC.

Consolidated Condensed Statements of Cash Flows

For the Two Quarters Ended June 29, 2026 and June 30, 2025


	For the Two Quarters Ended
	June 29, 2026			June 30, 2025
	(Unaudited)
	(In thousands)
Cash flows from operating activities:
Net income	$	133,035		$	73,708
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property, plant, and equipment		60,414			54,555
Amortization of definite-lived intangible assets		18,448			18,448
Amortization of debt discount and issuance costs		1,142			1,067
Loss on extinguishment of debt		747			—
Deferred income taxes		9,009			1,389
Stock-based compensation		37,648			17,975
Unrealized loss on derivative instruments		13,994			—
Other		4,600			7,318
Changes in operating assets and liabilities:
Accounts receivable, net		(156,402	)		(46,741	)
Contract assets		(128,030	)		(43,591	)
Inventories		(57,915	)		(25,354	)
Prepaid expenses and other assets		(44,185	)		(7,876	)
Accounts payable		192,182			47,458
Contract liabilities		11,143			(8,785	)
Accrued salaries, wages, and benefits		(12,000	)		(6,232	)
Other liabilities		34,342			3,810
Net cash provided by operating activities		118,172			87,149
Cash flows from investing activities:
Net purchases of property, plant, and equipment and other assets		(169,205	)		(123,726	)
Proceeds from sale of property, plant, and equipment and other assets		11,988			272
Net cash used in investing activities		(157,217	)		(123,454	)
Cash flows from financing activities:
Proceeds from long-term debt borrowings		199,159			—
Repayment of long-term debt borrowings		(143,310	)		(1,895	)
Repayment of customer deposits		(5,000	)		—
Payment of debt issuance costs		(4,737	)		—
Repurchases of common stock		—			(17,875	)
Other		(558	)		—
Net cash provided by (used in) financing activities		45,554			(19,770	)
Effect of foreign currency exchange rates on cash and cash equivalents		162			110
Net increase in cash and cash equivalents		6,671			(55,965	)
Cash and cash equivalents at beginning of period		501,234			503,932
Cash and cash equivalents at end of period	$	507,905		$	447,967
Supplemental cash flow information:
Cash paid, net for interest	$	22,543		$	23,575
Cash paid, net for income taxes		9,796			15,423
Supplemental disclosure of non-cash investing and financing activities:
Cashless rollover of debt	$	280,841		$	—
Property, plant, and equipment recorded in accounts payable and other current liabilities		140,132			59,126

See accompanying notes to consolidated condensed financial statements.

TTM TECHNOLOGIES, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Dollars and shares in thousands, except per share data)

(1) Nature of Operations and Basis of Presentation

TTM Technologies, Inc. is a leading global manufacturer of technology products, including mission systems, RF components, RF microwave/microelectronic assemblies, and technologically advanced interconnect products, including PCBs and substrates. The Company provides time-to-market and volume production of advanced technology products and offers a one-stop design, engineering, and manufacturing solution to customers. This solution allows the Company to align technology developments with the diverse needs of the Company’s customers and to enable them to reduce the time required to develop new products and bring them to market.

The Company serves a diversified customer base in various markets throughout the world, including aerospace and defense; automotive; data center and networking; and medical, industrial, and instrumentation. The Company’s customers include OEMs, EMS providers, ODMs, distributors, and government agencies (both domestic and allied foreign governments).

The accompanying unaudited consolidated condensed financial statements have been prepared by the Company pursuant to the rules and regulations of the SEC. Certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s most recent Annual Report on Form 10-K. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated condensed financial statements and accompanying notes. Due, in part, to the conflicts between Russia and Ukraine and conflicts in the Middle East, as well as other global regions, the imposition of, or changes to, tariffs by the United States as well as retaliatory tariffs or measures by other countries, and the rising prices of global crude oil, the global economy and financial markets have continued to be volatile. As such, the Company has considered information available to it as of the date of issuance of these consolidated condensed financial statements and is not aware of any specific events or circumstances that would require an update to its estimates or judgments, or a revision to the carrying value of its assets or liabilities. The actual results the Company experienced may differ materially and adversely from its estimates.

Derivative Instruments

All derivatives are recognized on the Company's consolidated condensed balance sheets at fair value based on quoted market prices or the Company's estimate of their fair value, and are recorded in current or non-current assets or liabilities based on their maturity. Changes in the fair values of derivatives are recorded in net earnings or other comprehensive income (loss), based on whether the instrument is designated and effective as a hedge transaction and, if so, the type of hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive loss are reclassified to earnings in the period the hedged item affects earnings. If the underlying hedged transaction ceases to exist, any associated amounts reported in accumulated other comprehensive loss are reclassified to earnings at that time.

On June 18, 2026, in connection with the proposed STG acquisition (see Note 11, Commitments and Contingencies for further information), the Company entered into a deal-contingent, forward-starting, fixed-for-fixed USD/CHF cross-currency swap with a major financial institution. The swap was entered to economically mitigate the foreign currency risk of the CHF-denominated purchase price and convert a portion of the anticipated USD financing into fixed-rate CHF financing. The instrument is contingent upon the closing of the proposed STG acquisition. The swap has notional exchanges of $381,083 and CHF 306,200, provides for the Company to receive fixed USD interest at 6.0% and pay fixed CHF interest at 3.025%, has an effective date of September 30, 2026, and matures on September 30, 2033.

The instrument does not qualify for hedge accounting at inception. As of June 29, 2026, the fair value of the derivative instrument was a net liability of $13,994, of which $6,825 is included as a component of prepaid expenses and other current assets and $20,819 is included as a component of other long-term liabilities. During the quarter and two quarters ended June 29, 2026, the change in fair value of the derivative instrument of $13,994 was recorded as an unrealized loss on derivative instruments in the consolidated condensed statement of operations.

Recently Issued Accounting Standards Not Yet Adopted

In December 2025, the FASB issued ASU 2025-10, Accounting for Government Grants Received by Business Entities, to provide guidance on how business entities should recognize, measure, and present government grants received. The ASU is effective for annual periods beginning after December 15, 2028, and interim periods within those annual reporting periods. Early adoption is permitted. The guidance may be applied on a modified prospective basis, a modified retrospective basis, or a retrospective basis. The Company is currently evaluating the timing of the adoption and the impact of this ASU on its consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, which amends the existing standard to remove all references to prescriptive and sequential software development project stages. Under this guidance, eligible software development costs will begin capitalization when management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used to perform the function intended. The ASU is effective for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The guidance may be applied on a prospective basis, a modified basis for in-process projects, or a retrospective basis. The Company is currently evaluating the timing of the adoption and the impact of this ASU on its consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosure in the notes to the financial statements of specified information about certain costs and expenses. In January 2025, the FASB issued ASU 2025-01, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, which amends the effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption of ASU 2024-03 is permitted. ASU 2024-03 should be applied either prospectively to financial statements issued for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the new guidance to determine the impact it may have on its consolidated financial statements and related disclosures, but expects additional disclosures upon adoption.

(2) Revenues

For contracts in which anticipated total costs exceed the total expected revenue, an estimated loss is recognized in the period when identifiable. A provision for the entire amount of the estimated loss is recorded on a cumulative basis. The estimated remaining costs to complete for loss contracts as of June 29, 2026 and December 29, 2025 were $20,954 and $33,163, respectively.

As of June 29, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations for long‑term contracts was $425,149. The Company expects to recognize revenue on approximately 61% of the remaining performance obligations for the Company’s long-term contracts over the next 12 months with the remaining amount expected to be recognized thereafter. The remaining performance obligations for the Company’s short‑term contracts are expected to be recognized within one year, and the Company is applying the optional permitted exemption to forgo disclosing the amount of transaction price allocated to the remaining performance obligations for contracts with an expected duration of one year or less.

Revenue recognized for the two quarters ended June 29, 2026 from amounts recorded as contract liabilities as of December 29, 2025 was $68,944. Revenue recognized for the two quarters ended June 30, 2025 from amounts recorded as contract liabilities as of December 30, 2024 was $54,970.

Revenue from products and services transferred to customers over time and at a point in time accounted for 96% and 4%, respectively, of the Company's revenue for the quarter and two quarters ended June 29, 2026, and 97% and 3%, respectively, of the Company's revenue for the quarter and two quarters ended June 30, 2025.

Disaggregated revenue by principal end markets within reportable segments was as follows:


	For the Quarter Ended
	June 29, 2026						June 30, 2025
	A&D		Commercial		Total		A&D		Commercial		Total
	(In thousands)
End Markets (1):
Aerospace and Defense	$	371,165	$	—	$	371,165	$	325,092	$	—	$	325,092
Automotive		—		79,465		79,465		—		81,424		81,424
Data Center and Networking		9,779		395,565		405,344		9,039		203,486		212,525
Medical, Industrial, and Instrumentation		1,687		146,393		148,080		1,009		110,571		111,580
Total	$	382,631	$	621,423	$	1,004,054	$	335,140	$	395,481	$	730,621


	For the Two Quarters Ended
	June 29, 2026						June 30, 2025
	A&D		Commercial		Total		A&D		Commercial		Total
	(In thousands)
End Markets (1):
Aerospace and Defense	$	712,722	$	—	$	712,722	$	632,510	$	—	$	632,510
Automotive		—		149,235		149,235		—		152,778		152,778
Data Center and Networking		18,442		688,649		707,091		16,950		383,025		399,975
Medical, Industrial, and Instrumentation		2,653		278,329		280,982		1,918		192,108		194,026
Total	$	733,817	$	1,116,213	$	1,850,030	$	651,378	$	727,911	$	1,379,289

(1)

The end market revenue for the quarter and two quarters ended June 30, 2025 has been recast to reflect certain adjustments to allocations resulting from the segment reorganization that occurred during the quarter ended March 30, 2026 as well as the combination of the data center computing and networking end markets. The end market revenue excludes intersegment sales totaling $301 and $1,032 for the quarter and two quarters ended June 29, 2026, respectively, and $186 and $473 for the quarter and two quarters ended June 30, 2025, respectively. See Note 4, Segment Information, for further information.

(3) Significant Customers and Concentration of Credit Risk

Financial instruments that are potentially subject to concentrations of credit risk are primarily cash and cash equivalents and accounts receivable.

The Company had cash and cash equivalents held by its foreign subsidiaries of $185,429 and $191,925 as of June 29, 2026 and December 29, 2025, respectively. The Company maintains its cash and cash equivalents with major financial institutions and such balances exceed Federal Deposit Insurance Corporation (FDIC) insurance limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk on cash and cash equivalents.

In the normal course of business, the Company extends credit to its customers. Some customers to whom the Company extends credit are located outside the United States. The Company performs ongoing credit evaluations of customers, does not require collateral, and considers the credit risk profile of the entity from which the receivable is due in further evaluating collection risk. As of June 29, 2026 and December 29, 2025, one customer accounted for 14% of the Company's accounts receivable.

The Company’s customers include both OEMs and EMS companies. The Company’s OEM customers often direct a significant portion of their purchases through EMS companies. While the Company’s customers include both OEM and EMS providers, the Company measures customer concentration based on OEM companies, as they are the ultimate end customers.

For the quarter and two quarters ended June 29, 2026, two customers collectively accounted for approximately 26% of the Company's net sales. For the quarter and two quarters ended June 30, 2025, one customer accounted for approximately 12% of the Company's net sales.

(4) Segment Information

During the quarter ended March 30, 2026, the Company strategically realigned RF&S Components within the A&D sector and concluded that the Company now has two reportable segments: A&D and Commercial. In prior periods, the Company had three reportable segments: A&D, Commercial, and RF&S Components following a change during the quarter ended June 30, 2025. As a result, certain prior period amounts have been reclassified to conform with this new presentation.

The reportable segments shown below are the Company’s segments for which separate financial information is available and upon which operating results are evaluated by the CODM, who is the President and CEO, to assess performance and to allocate resources. The CODM uses segment operating income to allocate resources such as employees and capital resources for each segment during the Company’s annual budgeting and forecasting process. Total sales and operating profit by segment include intersegment sales which are generally recorded at cost-plus a specified fee or at a negotiated fixed price. Amortization of definite-lived intangibles relates to the A&D reportable segment, but is not reviewed separately by the CODM. Separate segment asset measures are not used as a basis for the CODM to evaluate the performance of or to allocate resources to the segments.

The A&D reportable segment consists of PCBs, value-added assemblies, microelectronics, RF/microwave components and assemblies, integrated mission systems, and commercial off-the-shelf (COTS) components. These highly engineered electronics products include the manufacture and test of customer‑supplied designs as well as long-term contracts to design, develop, manufacture, and test new products. The products in the A&D reportable segment support surveillance, intelligence, communications, and other critical missions for customers in the aerospace and defense industry as well as commercial customers in the telecommunications, industrial, and instrumentation markets. The Commercial reportable segment consists of PCBs using customer-supplied engineering and design plans supporting customers in the automotive; data center and networking; and medical, industrial, and instrumentation end markets.

Reconciliations of net sales and segment operating income were as follows:


	For the Quarter Ended
	June 29, 2026								June 30, 2025
	Net Sales		Intersegment Sales			Segment Sales			Net Sales		Intersegment Sales			Segment Sales
	(In thousands)
A&D	$	382,631	$	119		$	382,750		$	335,140	$	43		$	335,183
Commercial		621,423		182			621,605			395,481		143			395,624
Eliminations		—		(301	)		(301	)		—		(186	)		(186	)
Total	$	1,004,054	$	—		$	1,004,054		$	730,621	$	—		$	730,621


	For the Two Quarters Ended
	June 29, 2026								June 30, 2025
	Net Sales		Intersegment Sales			Segment Sales			Net Sales		Intersegment Sales			Segment Sales
	(In thousands)
A&D	$	733,817	$	597		$	734,414		$	651,378	$	55		$	651,433
Commercial		1,116,213		435			1,116,648			727,911		418			728,329
Eliminations		—		(1,032	)		(1,032	)		—		(473	)		(473	)
Total	$	1,850,030	$	—		$	1,850,030		$	1,379,289	$	—		$	1,379,289


	For the Quarter Ended June 29, 2026
	Net Sales			Cost of Goods Sold			Operating Expenses			Operating Income			Operating Margin
	(In thousands, except margin rates)
A&D	$	382,750		$	(288,436	)	$	(30,453	)	$	63,861			16.7	%
Commercial		621,605			(487,860	)		(21,069	)		112,676			18.1
Total segment		1,004,355			(776,296	)		(51,522	)		176,537			17.6
Eliminations		(301	)								—
Unallocated amounts:
Restructuring											(340	)
Acquisition-related and other charges											(4,749	)
Stock-based compensation											(13,292	)
Other corporate expenses											(39,877	)
Amortization of definite-lived intangibles											(9,224	)
Consolidated	$	1,004,054									109,055			10.9	%
Interest expense											(10,496	)
Loss on extinguishment of debt											(747	)
Unrealized loss on derivative instruments											(13,994	)
Other, net											(2,571	)
Income before income taxes										$	81,247


	For the Quarter Ended June 30, 2025
	Net Sales			Cost of Goods Sold			Operating Expenses			Operating Income			Operating Margin
	(In thousands, except margin rates)
A&D	$	335,183		$	(253,436	)	$	(33,602	)	$	48,145			14.4	%
Commercial		395,624			(317,652	)		(17,903	)		60,069			15.2
Total segment		730,807			(571,088	)		(51,505	)		108,214			14.8
Eliminations		(186	)								—
Unallocated amounts:
Restructuring											(1,408	)
Stock-based compensation											(9,188	)
Other corporate expenses											(26,625	)
Amortization of definite-lived intangibles											(9,224	)
Consolidated	$	730,621									61,769			8.5	%
Interest expense											(11,095	)
Other, net											(5,149	)
Income before income taxes										$	45,525


	For the Two Quarters Ended June 29, 2026
	Net Sales			Cost of Goods Sold			Operating Expenses			Operating Income			Operating Margin
	(In thousands, except margin rates)
A&D	$	734,414		$	(549,600	)	$	(66,174	)	$	118,640			16.2	%
Commercial		1,116,648			(881,198	)		(41,206	)		194,244			17.4
Total segment		1,851,062			(1,430,798	)		(107,380	)		312,884			16.9
Eliminations		(1,032	)								—
Unallocated amounts:
Restructuring											(636	)
Acquisition-related and other charges											(4,946	)
Stock-based compensation											(37,648	)
Other corporate expenses											(69,702	)
Amortization of definite-lived intangibles											(18,448	)
Consolidated	$	1,850,030									181,504			9.8	%
Interest expense											(21,096	)
Loss on extinguishment of debt											(747	)
Unrealized loss on derivative instruments											(13,994	)
Other, net											(5,895	)
Income before income taxes										$	139,772


	For the Two Quarters Ended June 30, 2025
	Net Sales			Cost of Goods Sold			Operating Expenses			Operating Income			Operating Margin
	(In thousands, except margin rates)
A&D	$	651,433		$	(494,431	)	$	(66,488	)	$	90,514			13.9	%
Commercial		728,329			(586,737	)		(37,874	)		103,718			14.2
Total segment		1,379,762			(1,081,168	)		(104,362	)		194,232			14.1
Eliminations		(473	)								—
Unallocated amounts:
Restructuring											(2,122	)
Stock-based compensation											(17,975	)
Other corporate expenses											(43,658	)
Amortization of definite-lived intangibles											(18,448	)
Consolidated	$	1,379,289									112,029			8.1	%
Interest expense											(22,559	)
Other, net											(2,954	)
Income before income taxes										$	86,516

Depreciation expense by reportable segment was as follows:


	For the Quarter Ended				For the Two Quarters Ended
	June 29, 2026		June 30, 2025		June 29, 2026		June 30, 2025
	(In thousands)
A&D	$	9,379	$	9,385	$	18,820	$	18,599
Commercial		19,239		16,956		37,387		33,345
Segment total		28,618		26,341		56,207		51,944
Corporate		2,504		1,351		4,207		2,611
Total	$	31,122	$	27,692	$	60,414	$	54,555

The Company markets and sells its products in approximately 50 countries. For the quarters ended June 29, 2026 and June 30, 2025 and two quarters ended June 30, 2025, the Company did not conduct business in any country other than the United States in which its net sales in that country exceeded 10% of the Company's total net sales. For the two quarters ended June 29, 2026, net sales in Taiwan also exceeded 10% of the Company’s total net sales. Net sales are attributed to countries by the invoiced location and were as follows:


	For the Quarter Ended				For the Two Quarters Ended
	June 29, 2026		June 30, 2025		June 29, 2026		June 30, 2025
	(In thousands)
United States	$	432,076	$	381,619	$	845,673	$	739,427
Taiwan		94,343		50,856		185,416		105,012
Other		477,635		298,146		818,941		534,850
Total net sales	$	1,004,054	$	730,621	$	1,850,030	$	1,379,289

Long-lived assets include property, plant, and equipment, goodwill, and definite-lived intangibles and were as follows:


	As of
	June 29, 2026		December 29, 2025
	(In thousands)
United States	$	887,660	$	876,099
China		882,034		732,843
Other		224,724		226,825
Total	$	1,994,418	$	1,835,767

(5) Composition of Certain Consolidated Condensed Financial Statement Captions


	As of
	June 29, 2026			December 29, 2025
	(In thousands)
Inventories:
Raw materials	$	252,330		$	197,531
Work-in-process		52,533			48,236
Finished goods		3,109			4,290
Inventories	$	307,972		$	250,057

Property, plant, and equipment, net:
Land and land use rights	$	73,049		$	72,342
Buildings and improvements		652,897			634,785
Machinery and equipment		1,309,682			1,187,187
Furniture and fixtures and other		13,044			11,642
Construction-in-progress		183,304			101,945
Property, plant, and equipment, gross		2,231,976			2,007,901
Less: Accumulated depreciation		(1,044,167	)		(997,191	)
Property, plant, and equipment, net	$	1,187,809		$	1,010,710

Other current liabilities:
Income taxes payable	$	24,970		$	8,080
Sales return and allowances		17,669			12,392
Accrued facility operating costs		14,247			10,497
Operating leases		9,985			8,909
Housing fund		9,322			8,783
Interest		8,900			8,792
Warranty		7,236			7,855
Accrued professional fees		4,710			3,522
Other		42,204			37,420
Other current liabilities	$	139,243		$	106,250

Other long-term liabilities:
Deferred income taxes	$	55,338		$	46,334
Derivative liabilities		20,819			—
Customer deposits		18,325			23,465
Finance leases		15,213			15,829
Other		33,620			30,393
Other long-term liabilities	$	143,315		$	116,021

As of June 29, 2026, prepaid expenses and other current assets include a derivative asset of $6,825 related to the fair value of the Company's forward-starting, fixed-for-fixed USD/CHF cross-currency swap. See Note 1, Nature of Operations and Basis of Presentation for further information.

(6) Goodwill and Definite-lived Intangibles

Goodwill

In connection with the Company’s strategic segment realignment during the quarter ended March 30, 2026, the RF&S Components reporting unit is now included as part of A&D. Management performed a goodwill impairment assessment over the $31,300 goodwill for the RF&S Components reporting unit and concluded no impairment indicators existed either before or after the realignment.

As of June 29, 2026 and December 29, 2025, goodwill by reportable segment was $287,499 and $382,636 for A&D and Commercial, respectively.

Definite-lived Intangibles

The components of definite-lived intangibles were as follows:


	Gross Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Amortization Period
	(In thousands)							(In years)
As of June 29, 2026
Customer relationships	$	323,500	$	(203,041	)	$	120,459		11.8
Technology		66,650		(50,635	)		16,015		8.2
Total	$	390,150	$	(253,676	)	$	136,474

As of December 29, 2025
Customer relationships	$	323,500	$	(189,264	)	$	134,236		11.8
Technology		66,650		(45,964	)		20,686		8.2
Total	$	390,150	$	(235,228	)	$	154,922

Definite-lived intangibles are amortized using the straight-line method of amortization over the useful life. Amortization expense was as follows:


	For the Quarter Ended				For the Two Quarters Ended
	June 29, 2026		June 30, 2025		June 29, 2026		June 30, 2025
	(In thousands)
Total amortization expense	$	9,224	$	9,224	$	18,448	$	18,448
Amortization expense in cost of goods sold		2,336		2,336		4,671		4,671

Estimated aggregate amortization for definite-lived intangible assets for the next five years and thereafter is as follows:


	(In thousands)
Remaining 2026	$	18,449
2027		34,543
2028		30,997
2029		22,355
2030		18,178
Thereafter		11,952
Total	$	136,474

(7) Long-term Debt and Letters of Credit

Long-term debt was as follows:


	As of
	June 29, 2026						December 29, 2025
	Interest Rate			Principal Outstanding			Interest Rate			Principal Outstanding
	(In thousands, except interest rates)
Senior Notes due March 2029		4.00	%	$	500,000			4.00	%	$	500,000
Term Loan due May 2030		5.40			400,000			5.97			342,169
RCF due May 2031		5.15			80,000		—			—
Asia ABL Revolving Loan due June 2028		—			—			5.02			80,000
Other		—			—			5.99			1,981
Total debt					980,000						924,150
Less: Unamortized debt issuance costs					(4,708	)					(5,617	)
Less: Unamortized debt discount					(1,836	)					(2,382	)
Subtotal					973,456						916,151
Less: Current maturities					(4,000	)					(3,815	)
Long-term debt, less current maturities				$	969,456					$	912,336

The fiscal calendar maturities of debt for the next five years are as follows:


	(In thousands)
Remaining 2026	$	2,000
2027		5,000
2028		3,000
2029		504,000
2030		386,000
Thereafter		80,000
Total	$	980,000

Debt Issuance Costs and Debt Discount

Remaining unamortized debt issuance costs and debt discount were as follows:


	As of
	June 29, 2026							December 29, 2025
	Debt Issuance Costs		Debt Discount		Effective Interest Rate			Debt Issuance Costs		Debt Discount		Effective Interest Rate
	(In thousands, except interest rates)
Senior Notes due March 2029	$	2,219	$	—		4.18	%	$	2,608	$	—		4.18	%
Term Loan due May 2030		2,489		1,836		5.68			3,009		2,382		8.01
Total	$	4,708	$	1,836				$	5,617	$	2,382

The above debt issuance costs and debt discount are recorded as a reduction of the debt and are amortized into interest expense using an effective interest rate over the duration of the debt.

Remaining unamortized debt issuance costs for the RCF of $5,674 as of June 29, 2026 and the previous U.S. ABL and Asia ABL of $874 as of December 29, 2025 are included in deposits and other non-current assets and are amortized to interest expense over the contractual term of each arrangement using the straight-line method of amortization.

As of June 29, 2026, the remaining weighted average amortization period for all unamortized debt issuance costs and debt discount was 4.2 years.

Debt Covenants

Borrowings under the Senior Notes due 2029 and Amended Term Loan Facility are subject to certain affirmative and negative covenants, including limitations on indebtedness, corporate transactions, investments, dispositions, and restricted payments.

Under the occurrence of certain events, the RCF is subject to various financial covenants, including leverage and interest coverage ratios.

2026 Credit Agreement; Refinancing of Term Loan Facility and RCF

On June 1, 2026, the Company entered into the 2026 Credit Agreement, which amended and restated the Company’s Prior Term Loan Facility, and provided for a new RCF. In addition, the 2026 Credit Agreement will permit the Company to add one or more senior secured incremental term loan facilities to the Amended Term Loan Facility, subject to the satisfaction of certain conditions.

Amended Term Loan Facility

The 2026 Credit Agreement provided for a $400,000 senior secured term loan credit facility, of which $4,000 is included in short-term debt and $396,000 is included in long-term debt. The Company received $119,159 in cash and $280,841 of cashless rollover from continuing lenders to pay the full amount of indebtedness outstanding under the Company’s Prior Term Loan Facility, which was $340,436, and related fees and expenses. The Amended Term Loan Facility bears interest at a floating rate of 1-month CME Term SOFR plus an applicable margin of 1.75%. The Amended Term Loan Facility continues to require quarterly principal repayments equal to 1% of the $400,000 initial aggregate principal amount and maintains the same maturity date of May 30, 2030 as the Prior Term Loan Facility.

RCF

In addition, the 2026 Credit Agreement provides for a new RCF that replaces the Company’s previous $150,000 U.S. ABL, which was terminated on June 1, 2026, and the Company’s previous $150,000 Asia ABL, which was also terminated on June 1, 2026. The Company drew $80,000 on the RCF to pay the full amount outstanding under the previous Asia ABL. The $1,000,000 borrowing capacity is available to be drawn in USD by the Company to the extent that Foreign Subsidiary Borrowers (as defined in the 2026 Credit Agreement) have not drawn on the up to $300,000 available. Unless previously terminated in accordance with its terms, the RCF is scheduled to mature in May 2031.

The RCF includes a letter of credit subfacility with a sublimit of $200,000. Borrowings under the RCF bear interest at an interest rate of 1-month CME Term SOFR plus a margin ranging from 1.25% to 2.25% determined by the Company’s Consolidated Leverage Ratio (as defined in the 2026 Credit Agreement) of the previous quarter. The Company is also required to pay unused commitment fees based on the average daily unused portion of the RCF ranging from 0.15% to 0.35% on an annual basis based on the Consolidated Leverage Ratio. The proceeds of the loans may be used to finance working capital needs, for general corporate purposes including acquisitions, or as otherwise permitted under the 2026 Credit Agreement. As of June 29, 2026, available borrowing capacity under the RCF was $913,866.

The obligations under the 2026 Credit Agreement are unconditionally guaranteed by each of the Company’s Guarantors, subject to certain exceptions. In addition, subject to certain exclusions and limitations, the obligations of the Company and each Guarantor in respect of the 2026 Credit Agreement are secured by a perfected first priority security interest in substantially all of the tangible and intangible assets of the Company and the Guarantors, including all of the capital stock held by the Company and the Guarantors (subject to a limitation of 65% on pledges of capital stock of certain foreign subsidiaries and domestic holding companies of foreign subsidiaries).

The 2026 Credit Agreement contains certain affirmative and restrictive covenants that the Company must comply with, including limitations on additional indebtedness, liens, investments, the issuance of dividends, and fundamental changes, as well as other customary covenants for credit facilities of this type. The 2026 Credit Agreement contains customary maintenance financial covenants applicable solely to the RCF. Specifically, the Company is required to maintain a minimum consolidated interest coverage ratio of at least 2.50:1.00 and a maximum consolidated leverage ratio of not greater than 4.50:1.00 as of the end of each fiscal quarter. The maximum consolidated leverage ratio is subject to a customary acquisition holiday that permits the level to increase to 5.00:1.00 for the fiscal quarter in which a qualifying material acquisition is consummated and the following three fiscal quarters. Upon an event of default that is not cured or waived within any applicable cure periods, in addition to other remedies that may be available to the lenders, the obligations under the 2026 Credit Agreement may be accelerated.

Loss on Extinguishment of Debt

During the quarter and two quarters ended June 29, 2026, the Company recognized loss on extinguishment of debt of $747, primarily related to the Company’s Prior Term Loan Facility.

(8) Income Taxes

The Company’s effective tax rate is impacted by the mix of foreign and U.S. income, tax rates in China and Hong Kong, the U.S. federal income tax rate, apportioned state income tax rates, the generation of credits, and deductions available to the Company as well as changes in valuation allowances and certain non-deductible items. No tax benefit was recorded on the losses incurred in certain foreign jurisdictions as a result of corresponding increases in the valuation allowances in these jurisdictions.

During the quarter and two quarters ended June 29, 2026, the Company’s effective tax rate was impacted by a net discrete benefit of $24,637 and $27,452, respectively. The net discrete benefit was primarily related to the deduction of stock‑based compensation, partially offset by tax expenses related to the finalization of China and Canada corporate income tax returns and the approval of the High and New Technology Enterprise (HNTE) status for a manufacturing subsidiary in China.

The Company has various foreign subsidiaries formed or acquired to conduct or support its business outside the U.S. The Company expects its earnings attributable to most foreign subsidiaries may be repatriated back to the U.S. Accordingly, a deferred tax liability has been recorded for foreign withholding taxes and the estimated federal/state tax impact on any repatriation. For the Company’s other foreign subsidiaries with earnings currently being reinvested outside of the U.S., no deferred tax liability on undistributed earnings has been recorded.

(9) Earnings Per Share, Share Repurchase Program, and Accumulated Other Comprehensive Loss

Earnings Per Share

The reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share is as follows:


	For the Quarter Ended				For the Two Quarters Ended
	June 29, 2026		June 30, 2025		June 29, 2026		June 30, 2025
	(In thousands, except per share amounts)
Net income	$	83,047	$	41,530	$	133,035	$	73,708

Basic weighted average shares		104,291		101,857		104,061		101,861
Dilutive effect of PRUs, RSUs, and stock options		3,292		3,016		3,273		2,840
Diluted shares		107,583		104,873		107,334		104,701

Earnings per share:
Basic earnings per share	$	0.80	$	0.41	$	1.28	$	0.72
Diluted earnings per share		0.77		0.40		1.24		0.70

PRUs and RSUs to purchase 84 and 42 shares of common stock for the quarter and two quarters ended June 29, 2026, respectively, and PRUs, RSUs, and stock options to purchase 369 and 250 shares of common stock for the quarter and two quarters ended June 30, 2025, respectively, were not included in the computation of diluted earnings per share because the impact would be anti-dilutive. The PRUs would have had an anti-dilutive impact because the performance conditions had not been met during the applicable quarter and two quarters. The RSUs and stock options would have had an anti-dilutive impact because the total expected proceeds under the treasury stock method or the options’ exercise prices were greater than the average market price of common stock during the applicable quarter and two quarters.

Share Repurchase Program

On May 8, 2025, the Company's Board of Directors authorized the 2025 Repurchase Program, under which the Company may repurchase up to $100,000 in value of the Company’s outstanding shares of common stock from time to time through May 7, 2027. The Company may repurchase shares through open market purchases, privately‑negotiated transactions, or otherwise in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act, which sets certain restrictions on the method, timing, price, and volume of open market stock repurchases. In addition, the Company adopted one trading plan in accordance with Rule 10b5-1 of the Exchange Act to facilitate certain purchases that may be effected under the share repurchase program. The timing, manner, price, and amount of any repurchases will be determined at the Company’s discretion, and the share repurchase program may be suspended, terminated, or modified at any time for any reason. The repurchase program does not obligate the Company to acquire any specific number of shares.

During the quarter and two quarters ended June 29, 2026, the Company did not repurchase any shares. As of June 29, 2026, the remaining amount in value available to be repurchased under the 2025 Repurchase Program was $100,000.

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of tax, were as follows:


	As of
	June 29, 2026			December 29, 2025
	(In thousands)
Foreign currency translation	$	(33,071	)	$	(33,374	)
Pension obligation		2,891			2,891
Cash flow hedges		742			(447	)
Total	$	(29,438	)	$	(30,930	)

(10) Fair Value Measures

The carrying amount and estimated fair value of the Company’s financial instruments were as follows:


	As of
	June 29, 2026				December 29, 2025
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In thousands)
Derivatives designated as hedges:
Derivative assets, current	$	2,702	$	2,702	$	5,212	$	5,212
Derivative liabilities, current		—		—		31		31
Derivative liabilities, non-current		—		—		382		382
Derivatives not designated as hedges:
Derivative assets, current		6,825		6,825		—		—
Derivative liabilities, non-current		20,819		20,819		—		—
Senior Notes due March 2029		497,781		481,760		497,392		488,325
Term Loan due May 2030		395,675		401,000		336,778		345,806
RCF due May 2031		80,000		80,000		—		—
Asia ABL Revolving Loan due June 2028		—		—		80,000		80,000
Other loan		—		—		1,981		1,981

The fair value of the derivative instruments was determined using pricing models developed based on the 1-month CME Term SOFR swap rate, USD/CHF spot and forward exchange rates, USD and CHF interest-rate curves, and other observable market data, including quoted market prices, as appropriate using Level 2 inputs. The values were adjusted to reflect non-performance risk of both the counterparty and the Company and deal-contingent provisions, as necessary.

The fair value of the long-term debt was estimated based on quoted market prices, where available, as of June 29, 2026 and December 29, 2025, which are considered Level 2 inputs.

As of June 29, 2026 and December 29, 2025, the Company’s other financial instruments included cash and cash equivalents, accounts receivable, contract assets, accounts payable, and contract liabilities. The carrying amount of these instruments approximates fair value.

(11) Commitments and Contingencies

Legal Matters

The Company is subject to various legal matters, which it considers normal for its business activities. While the Company currently believes that the amount of any reasonably possible loss for known matters would not be material to the Company’s financial condition, the outcome of these actions is inherently difficult to predict. In the event of an adverse outcome, the ultimate potential loss could have a material adverse effect on the Company’s financial condition or results of operations in a particular period. The Company has accrued amounts for its loss contingencies which are probable and estimable as of June 29, 2026 and December 29, 2025 and included as a component of other current liabilities. However, these amounts are not material to the consolidated condensed financial statements of the Company.

Supplier Finance Program Obligations

The Company has agreements with financial institutions to facilitate payments to certain suppliers. Liabilities associated with these agreements are recorded in accounts payable on the consolidated condensed balance sheets and amounted to $15,307 and $12,535 as of June 29, 2026 and December 29, 2025, respectively.

Banking Facility Agreement

In June 2026, the Company entered a banking facility with a major financial institution to replace a portion of the trade credit capacity granted under the previous Asia ABL. This banking facility provides the Company with a line of credit for up to an aggregate $30,000, which can be used to facilitate payments over imported equipment. The line of credit can be drawn upon for up to one year and six months. On a quarterly basis, the Company is required to pay 1.25% per annum on the drawn portion of the aggregate available line of credit. As of June 29, 2026, the Company had current letters of credit issued under this banking facility agreement of $24,284.

Proposed Acquisitions of STG and ILFA

On June 17, 2026, the Company announced that it had entered into definitive stock purchase agreements to acquire STG and ILFA in separate transactions. These proposed transactions are expected to close in the third quarter of 2026, subject to the satisfaction of regulatory approvals and other customary closing conditions.

In connection with the proposed STG acquisition, the Company entered into an economic hedge to mitigate foreign currency risk of the CHF-denominated purchase price and interest related to the planned drawdown under the RCF to finance the proposed STG acquisition. See Note 1, Nature of Operations and Basis of Presentation for further information.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Regarding Forward-Looking Statements

This Report contains forward-looking statements regarding future events or our future financial and operational performance. Forward-looking statements include statements regarding markets for our products; trends in net sales, gross profits, and estimated expense levels; liquidity and anticipated cash needs and availability; and any statement that contains the words “anticipate,” “believe,” “plan,” “forecast,” “foresee,” “estimate,” “project,” “expect,” “seek,” “target,” “intend,” “goal,” and other similar expressions. The forward-looking statements included in this Report reflect our current expectations and beliefs, and we do not undertake publicly to update or revise these statements, even if experience or future changes make it clear that any projected results expressed in this Report or future quarterly reports to stockholders, press releases, or company statements will not be realized. In addition, the inclusion of any statement in this Report does not constitute an admission by us that the events or circumstances described in such statement are material. Furthermore, we wish to caution and advise readers that these statements are based on assumptions that may not materialize and may involve risks and uncertainties, many of which are beyond our control, that could cause actual events or performance to differ materially from those contained or implied in these forward-looking statements. These risks and uncertainties include the risks identified under the heading "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 29, 2025, as updated by our other filings with the SEC, and described elsewhere in this Report. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated condensed financial statements and the related notes and the other financial information included in this Report, as well as the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth in our Annual Report on Form 10-K for the fiscal year ended December 29, 2025, filed with the SEC.

COMPANY OVERVIEW

We are a leading global manufacturer of technology products, including mission systems, RF components, RF microwave/microelectronic assemblies, and technologically advanced interconnect products, including PCBs and substrates. We focus on providing time-to-market and volume production of advanced technology products and offer a one-stop design, engineering, and manufacturing solution to our customers. This solution allows us to align technology development with the diverse needs of our customers and to enable them to reduce the time required to develop new products and bring them to market. We serve a diversified customer base consisting of approximately 1,300 customers in various markets throughout the world, including aerospace and defense; automotive; data center and networking; and medical, industrial, and instrumentation. Our customers include OEMs, EMS providers, ODMs, distributors, and government agencies (both domestic and allied foreign governments).

RECENT DEVELOPMENTS

We previously announced we are in the process of constructing a new advanced technology PCB manufacturing facility in Syracuse, New York. We expect that our new facility will bring advanced technology capability for our domestic high-volume production of ultra‑high‑density interconnect (HDI) PCBs in support of national security requirements. The building construction is complete, equipment is arriving, and we continue to install and test equipment setups. Volume production in this facility is expected to commence in the second half of 2026.

On June 1, 2026, we entered into the 2026 Credit Agreement, which amended and restated our Prior Term Loan Facility, and provided for the Amended Term Loan Facility and a new RCF that replaced our prior revolving credit facilities, which have been terminated. In addition, the 2026 Credit Agreement will permit us to add one or more senior secured incremental term loan facilities to the Amended Term Loan Facility, subject to the satisfaction of certain conditions.

On June 17, 2026, we announced that we had entered into definitive stock purchase agreements to acquire STG and ILFA in separate transactions. These proposed transactions are expected to close in the third quarter of 2026, subject to the satisfaction of regulatory approvals and other customary closing conditions. In connection with the proposed STG acquisition, we entered into an economic hedge to mitigate foreign currency risk of the CHF-denominated purchase price and interest related to the planned drawdown under the RCF to finance the proposed STG acquisition.

FINANCIAL OVERVIEW

Our customers include both OEMs and EMS providers. We sell to OEMs both directly and indirectly through EMS providers. For such indirect sales, we classify net sales based on OEM companies as they are the ultimate end customers. Sales to our ten largest customers collectively accounted for 55% of our net sales for both the quarter and two quarters ended June 29, 2026. Sales to our ten largest customers collectively accounted for 53% and 54% of our net sales for the quarter and two quarters ended June 30, 2025, respectively.

The percentage of our net sales attributable to each of the principal end markets we served was as follows:


	For the Quarter Ended						For the Two Quarters Ended
	June 29, 2026			June 30, 2025 (1)			June 29, 2026			June 30, 2025 (1)
End Markets (2):
Aerospace and Defense		37	%		45	%		39	%		47	%
Automotive		8			11			8			11
Data Center and Networking		40			29			38			28
Medical, Industrial, and Instrumentation		15			15			15			14
Total		100	%		100	%		100	%		100	%

(1)

The end market revenue for the quarter and two quarters ended June 30, 2025 has been recast to reflect the combination of the data center computing and networking end markets.

(2)

Sales to EMS companies are classified by the end markets of their OEM customers.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our consolidated condensed financial statements included in this Report have been prepared in accordance with U.S. GAAP. The preparation of these consolidated condensed financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net sales and expenses, and related disclosure of contingent assets and liabilities.

See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the fiscal year ended December 29, 2025 for further discussion of critical accounting policies and estimates. There have been no material changes to our critical accounting policies and estimates since December 29, 2025.

CONSOLIDATED OPERATING RESULTS

Net sales consist of gross sales less an allowance for returns, which typically have been approximately 2% of gross sales. We provide our customers a limited right of return for defective PCBs including components, assemblies, and subsystems. We record an estimate for sales returns and allowances at the time of sale based on historical results and anticipated returns.

Selected financial highlights are presented in the table below:


	For the Quarter Ended						For the Two Quarters Ended
	June 29, 2026			June 30, 2025			June 29, 2026			June 30, 2025
	(In thousands, except margin rates)
Net sales	$	1,004,054		$	730,621		$	1,850,030		$	1,379,289
Cost of goods sold		792,196			582,512			1,456,991			1,100,208
Gross profit		211,858			148,109			393,039			279,081
Gross margin		21.1	%		20.3	%		21.2	%		20.2	%
Operating expenses:
Selling and marketing		25,490			21,316			50,484			42,587
General and administrative		62,107			49,719			130,852			93,493
Research and development		7,978			7,009			15,786			15,073
Amortization of definite-lived intangibles		6,888			6,888			13,777			13,777
Restructuring charges		340			1,408			636			2,122
Total operating expenses		102,803			86,340			211,535			167,052
Operating income		109,055			61,769			181,504			112,029
Operating margin		10.9	%		8.5	%		9.8	%		8.1	%
Total other expense, net		(27,808	)		(16,244	)		(41,732	)		(25,513	)
Income tax benefit (provision)		1,800			(3,995	)		(6,737	)		(12,808	)
Net income	$	83,047		$	41,530		$	133,035		$	73,708

Net Sales

Total net sales increased $273.4 million, or 37.4%, to $1,004.1 million for the quarter ended June 29, 2026, from $730.6 million for the quarter ended June 30, 2025. The primary driver of this increase was due to continued strong demand in our data center and networking end market driven by the continued build out of AI data centers and related applications, as well as strong growth in our aerospace and defense and medical, industrial, and instrumentation end markets.

Total net sales increased $470.7 million, or 34.1%, to $1,850.0 million for the two quarters ended June 29, 2026, from $1,379.3 million for the two quarters ended June 30, 2025. The primary driver of this increase was due to continued strong demand in our data

center and networking end market driven by the continued build out of AI data centers and related applications, as well as strong growth in our medical, industrial, and instrumentation and aerospace and defense end markets.

Gross Profit and Margin Rate

Gross profit increased $63.7 million to $211.9 million for the quarter ended June 29, 2026, from $148.1 million for the quarter ended June 30, 2025. Gross margin rate increased to 21.1% for the quarter ended June 29, 2026, from 20.3% for the quarter ended June 30, 2025. These increases were primarily due to higher sales volume, favorable product mix, and improved operational execution.

Gross profit increased $114.0 million to $393.0 million for the two quarters ended June 29, 2026, from $279.1 million for the two quarters ended June 30, 2025. Gross margin rate increased to 21.2% for the two quarters ended June 29, 2026, from 20.2% for the two quarters ended June 30, 2025. These increases were primarily due to higher sales volume, favorable product mix, and improved operational execution.

Operating Expenses

Operating expenses increased $16.5 million to $102.8 million for the quarter ended June 29, 2026, from $86.3 million for the quarter ended June 30, 2025, primarily due to higher labor costs, incentive compensation, and acquisition costs.

Operating expenses increased $44.5 million to $211.5 million for the two quarters ended June 29, 2026, from $167.1 million for the two quarters ended June 30, 2025, primarily due to higher stock-based compensation, labor costs, incentive compensation, and acquisition costs. The increase in stock-based compensation was primarily driven by exceeding predetermined targets, stock price appreciation, and vesting of certain performance-based stock grants.

Operating Income and Margin Rate

Operating income increased $47.3 million to $109.1 million for the quarter ended June 29, 2026, from $61.8 million for the quarter ended June 30, 2025. Operating margin rate increased to 10.9% for the quarter ended June 29, 2026, from 8.5% for the quarter ended June 30, 2025. The primary drivers of these increases are discussed above in the variance explanations for Gross Profit and Margin Rate and Operating Expenses.

Operating income increased $69.5 million to $181.5 million for the two quarters ended June 29, 2026, from $112.0 million for the two quarters ended June 30, 2025. Operating margin rate increased to 9.8% for the two quarters ended June 29, 2026, from 8.1% for the two quarters ended June 30, 2025. The primary drivers of these increases are discussed above in the variance explanations for Gross Profit and Margin Rate and Operating Expenses.

Total Other Expense, Net

Total other expense, net increased $11.6 million to $27.8 million for the quarter ended June 29, 2026, from $16.2 million for the quarter ended June 30, 2025, primarily due to a higher amount of foreign exchange losses during the quarter ended June 29, 2026 resulting from strengthening RMB and MYR during the quarter ended June 29, 2026 as compared to the quarter ended June 30, 2025. We utilize the RMB and MYR at our China and Malaysia facilities, respectively, for employee‑related and other costs of running our operations in foreign countries.

Total other expense, net increased $16.2 million to $41.7 million for the two quarters ended June 29, 2026, from $25.5 million for the two quarters ended June 30, 2025, primarily due to a higher amount of foreign exchange losses during the two quarters ended June 29, 2026 resulting from strengthening RMB and MYR during the two quarters ended June 29, 2026 as compared to the two quarters ended June 30, 2025.

Income Taxes

Income tax benefit increased $5.8 million to $1.8 million for the quarter ended June 29, 2026, from $4.0 million income tax expense for the quarter ended June 30, 2025, primarily due to tax benefits from the deduction of stock-based compensation, partially offset by tax expense driven by higher income before income taxes.

Income tax expense decreased $6.1 million to $6.7 million for the two quarters ended June 29, 2026, from $12.8 million for the two quarters ended June 30, 2025, primarily due to tax benefits from the deduction of stock-based compensation, partially offset by tax expense driven by higher income before income taxes.

Our effective tax rate is primarily impacted by the mix of foreign and U.S. income, tax rates in China and Hong Kong, the U.S. federal income tax rate, apportioned state income tax rates, the generation of credits and deductions available to us as well as changes in valuation allowances and certain non-deductible items. We had a net deferred income tax liability of $52.8 million and $41.8 million as of June 29, 2026 and June 30, 2025, respectively.

SEGMENT OPERATING RESULTS

Basis of Presentation

Selected segment financial highlights, with reconciliations to operating income, are presented in the table below:


	For the Quarter Ended						For the Two Quarters Ended
	June 29, 2026			June 30, 2025			June 29, 2026			June 30, 2025
	(In thousands, except margin rates)
Segment sales:
A&D	$	382,750		$	335,183		$	734,414		$	651,433
Commercial		621,605			395,624			1,116,648			728,329
Total	$	1,004,355		$	730,807		$	1,851,062		$	1,379,762
Segment operating income:
A&D	$	63,861		$	48,145		$	118,640		$	90,514
Commercial		112,676			60,069			194,244			103,718
Total		176,537			108,214			312,884			194,232
Segment operating margin rate:
A&D		16.7	%		14.4	%		16.2	%		13.9	%
Commercial		18.1	%		15.2	%		17.4	%		14.2	%
Total		17.6	%		14.8	%		16.9	%		14.1	%
Unallocated amounts:
Restructuring		(340	)		(1,408	)		(636	)		(2,122	)
Acquisition-related and other charges		(4,749	)		—			(4,946	)		—
Stock-based compensation		(13,292	)		(9,188	)		(37,648	)		(17,975	)
Other corporate expenses		(39,877	)		(26,625	)		(69,702	)		(43,658	)
Amortization of definite-lived intangibles (1)		(9,224	)		(9,224	)		(18,448	)		(18,448	)
Operating income	$	109,055		$	61,769		$	181,504		$	112,029

(1)

Amortization of definite-lived intangibles relates to the A&D reportable segment, but is not reviewed separately by the CODM.

Segment operating income, as reconciled in Part I, Item 1, Note 4, Segment Information, of the Notes to Consolidated Condensed Financial Statements in this Report, and segment operating margin rate (segment operating income divided by segment sales) are presented in conformity with Accounting Standards Codification (ASC) Topic 280, Segment Reporting. These measures are reported to the CODM, who is the President and CEO, for purposes of making decisions about allocating resources to the segments and assessing their performance. For these reasons, these measures are excluded from the definition of non‑GAAP financial measures under the SEC's Regulation G and Item 10(e) of Regulation S-K.

A&D

Segment Sales

Segment sales for the A&D reportable segment increased $47.6 million, or 14.2%, to $382.8 million for the quarter ended June 29, 2026, from $335.2 million for the quarter ended June 30, 2025. The primary drivers of this increase were strong defense budget spending, our strong strategic program alignment, and key bookings for ongoing franchise programs, including restricted programs. These increases were driven by increased sales related to missiles and munitions as well as strong demand in our mission systems and specialty assembly businesses.

Segment sales for the A&D reportable segment increased $83.0 million, or 12.7%, to $734.4 million for the two quarters ended June 29, 2026, from $651.4 million for the two quarters ended June 30, 2025. The primary drivers of the increase were as discussed in the paragraph above.

Segment Operating Income and Margin Rate

Segment operating income for the A&D reportable segment increased $15.7 million to $63.9 million for the quarter ended June 29, 2026, from $48.1 million for the quarter ended June 30, 2025. Segment operating margin rate for the A&D reportable segment

increased to 16.7% for the quarter ended June 29, 2026, from 14.4% for the quarter ended June 30, 2025. The primary drivers of these increases were higher sales volume, as discussed above, favorable product mix, and improved operational execution.

Segment operating income for the A&D reportable segment increased $28.1 million to $118.6 million for the two quarters ended June 29, 2026, from $90.5 million for the two quarters ended June 30, 2025. Segment operating margin rate for the A&D reportable segment increased to 16.2% for the two quarters ended June 29, 2026, from 13.9% for the two quarters ended June 30, 2025. The primary drivers of these increases were as discussed in the paragraph above.

Commercial

Segment Sales

Segment sales for the Commercial reportable segment increased $226.0 million, or 57.1%, to $621.6 million for the quarter ended June 29, 2026, from $395.6 million for the quarter ended June 30, 2025. The primary drivers of this increase were strong demand in our data center and networking end market driven by the continued buildout of AI data centers and related applications, as well as strong sales performance in our medical, industrial, and instrumentation end market.

Segment sales for the Commercial reportable segment increased $388.3 million, or 53.3%, to $1,116.6 million for the two quarters ended June 29, 2026, from $728.3 million for the two quarters ended June 30, 2025. The primary drivers of this increase were as discussed in the paragraph above.

Segment Operating Income and Margin Rate

Segment operating income for the Commercial reportable segment increased $52.6 million to $112.7 million for the quarter ended June 29, 2026, from $60.1 million for the quarter ended June 30, 2025. Segment operating margin rate for the Commercial reportable segment increased to 18.1% for the quarter ended June 29, 2026, from 15.2% for the quarter ended June 30, 2025. The primary drivers of these increases were higher sales volume, as discussed above, improving mix, and improved operational execution.

Segment operating income for the Commercial reportable segment increased $90.5 million to $194.2 million for the two quarters ended June 29, 2026, from $103.7 million for the two quarters ended June 30, 2025. Segment operating margin rate for the Commercial reportable segment increased to 17.4% for the two quarters ended June 29, 2026, from 14.2% for the two quarters ended June 30, 2025. The primary drivers of these increases were as discussed in the paragraph above.

Liquidity and Capital Resources

Our principal sources of liquidity have been cash provided by operations, the issuance of debt, and borrowings under our RCF. Our principal uses of cash have been to finance capital expenditures, finance acquisitions, fund working capital requirements, repay debt obligations, and repurchase common stock. We anticipate that financing capital expenditures, financing acquisitions including but not limited to the proposed STG and ILFA acquisitions, funding working capital requirements, servicing debt, and repurchasing common stock will be the principal demands on our cash in the future.

Cash flow provided by operating activities during the first two quarters of 2026 was $118.2 million as compared to cash flow provided by operating activities of $87.1 million in the same period in 2025. The increase in cash flow was primarily due to an increase in net income of $59.3 million partially offset by increased working capital largely driven by the timing of collections.

Net cash used in investing activities during the first two quarters of 2026 was $157.2 million, primarily resulting from the use of $169.2 million for net purchases of property, plant, and equipment and other assets, partially offset by the receipt of $12.0 million of proceeds from the sale of property, plant, and equipment and other assets. Net cash used in investing activities during the first two quarters of 2025 was $123.5 million, primarily resulting from the use of $123.7 million for net purchases of property, plant, and equipment and other assets.

Net cash provided by financing activities during the first two quarters of 2026 was $45.6 million, primarily reflecting proceeds from long-term debt borrowing of $199.2 million, partially offset by repayment of long-term debt borrowings of $143.3 million, repayments of $5.0 million for customer deposits, and $4.7 million for payment of debt issuance costs. Net cash used in financing activities during the first two quarters of 2025 was $19.8 million, reflecting the use of $17.9 million for repurchases of common stock and $1.9 million for the repayment of long-term debt borrowings.

As of June 29, 2026, we had cash and cash equivalents of approximately $507.9 million, of which approximately $185.4 million was held by our foreign subsidiaries, primarily in China, $913.9 million of available borrowing capacity under our RCF, and $5.7 million of available letters of credit under our banking facility. Should we choose to remit cash to the United States from our foreign locations, we may incur tax obligations which would reduce the amount of cash ultimately available to the United States. However, we believe there would be no material tax expenses not previously accrued for the repatriation of this cash.

Our total 2026 capital expenditures are expected to be in the range of $345.0 million to $365.0 million, primarily for capacity expansion to meet market demand.

Share Repurchases

On May 8, 2025, our Board of Directors authorized the 2025 Repurchase Program, under which we may repurchase up to $100.0 million in value of our common stock from time to time through May 7, 2027. We did not repurchase any shares of our common stock during the quarter ended June 29, 2026. As of June 29, 2026, the remaining amount in value available to be repurchased under the 2025 Repurchase Program was $100.0 million.

Long-term Debt and Letters of Credit

As of June 29, 2026, we had $973.5 million of outstanding debt, net of discount and issuance costs, composed of $497.8 million of Senior Notes due 2029, $395.7 million under the Amended Term Loan Facility, and $80.0 million under the RCF.

Pursuant to the terms of the Senior Notes due 2029 and the 2026 Credit Agreement (which provides for the Amended Term Loan Facility and the RCF), we are subject to certain affirmative and negative covenants, including limitations on indebtedness, corporate transactions, investments, dispositions, and restricted payments, and with respect to the RCF, various financial covenants, including leverage and interest coverage ratios. As of June 29, 2026, we were in compliance with the covenants under the Senior Notes due 2029 and the 2026 Credit Agreement.

Based on our current level of operations, we believe that cash generated from operations, cash on hand, and cash from the issuance of available term, incremental, and revolving debt will be adequate to meet our currently anticipated capital expenditure, acquisitions, debt service, and working capital needs for the next 12 months. Additional information regarding our indebtedness, including information about the credit available under our debt facilities, interest rates, and other key terms of our outstanding indebtedness, is included in Part I, Item 1, Note 7, Long‑term Debt and Letters of Credit, of the Notes to Consolidated Condensed Financial Statements included in this Report.

Supplier Finance Program Obligations

We have agreements with financial institutions to facilitate payments to certain suppliers. Liabilities associated with these agreements are recorded in accounts payable on the consolidated condensed balance sheets and amounted to $15.3 million and $12.5 million as of June 29, 2026 and December 29, 2025, respectively.

Contractual Obligations and Commitments

As part of our ongoing operations, we enter into contractual arrangements that obligate us to make future cash payments. These obligations impact our liquidity and capital resource needs. Our estimated future obligations consist of long-term debt obligations, interest on debt obligations, derivative liabilities, purchase obligations, and leases.

A summary of our long-term debt obligations as of June 29, 2026 is included in Part I, Item 1, Note 7, Long‑term Debt and Letters of Credit, of the Notes to Consolidated Condensed Financial Statements included in this Report.

Our aggregate interest on debt obligations as of June 29, 2026, amounted to $162.8 million, which is expected to be settled as follows: $45.9 million within 1 year, $89.9 million within 1-3 years, and $27.0 million within 4-5 years. For debt obligations based on variable rates, interest rates used are as of June 29, 2026.

As of June 29, 2026, there were no other material changes outside the ordinary course of business since December 29, 2025 to our contractual obligations and commitments and the related cash requirements.

Seasonality

We do not consider any material portion of our business to be seasonal. Various factors, however, can affect the distribution of our sales between accounting periods, including the timing of customer orders, the availability of customer funding, product deliveries, and customer acceptance.

Recently Issued Accounting Standards

For a description of recently adopted and issued accounting standards, including the respective dates of adoption and the expected effects on our results of operations and financial condition, see Part I, Item 1, Note 1, Nature of Operations and Basis of Presentation, of the Notes to Consolidated Condensed Financial Statements included in this Report.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Foreign Currency Exchange Rate Risks

In connection with the proposed STG acquisition, we expect to become exposed to additional foreign currency risk from the CHF-denominated purchase price and interest related to the planned drawdown under the RCF to finance the proposed STG acquisition, which is expected to close in the third quarter of 2026, subject to the satisfaction of regulatory approvals and other customary closing conditions.

In an effort to economically mitigate these risks, we entered into a deal-contingent forward-starting, fixed-for-fixed USD/CHF cross-currency swap with a major financial institution. As of June 29, 2026, the swap had a net fair value liability of $14.0 million. The terms of the deal-contingent swap were as follows:

      
     As of June 29, 2026

      
     Remaining
2026

     2027

     2028

     2029

     2030

     Thereafter

      
     (In thousands, except interest rates)

     USD principal (1)

     Pay 
USD 381,083

     —

     —

     —

     —

     Receive 
USD 381,083

     CHF principal (1)

     Receive 
CHF 306,200

     —

     —

     —

     —

     Pay 
CHF 306,200

     USD interest (2)

     —

     Receive 
6.00%

     Receive 
6.00%

     Receive 
6.00%

     Receive 
6.00%

     Receive 
6.00%

     CHF interest (2)

     —

     Pay 
3.025%

     Pay 
3.025%

     Pay 
3.025%

     Pay 
3.025%

     Pay 
3.025%

(1)

Effective September 30, 2026 and matures on September 30, 2033.

(2)

Settlements commence March 31, 2027 through maturity, settled semiannually each March 31 and September 30.

See Part I, Item 1, Note 1, Nature of Operations and Basis of Presentation, of the Notes to Consolidated Condensed Financial Statements in this Report for further information.

Interest Rate Risks

As of June 29, 2026, 76.5% of our total debt was based on fixed rates. Based on our borrowings as of June 29, 2026, an assumed 100 basis point change in variable rates would cause our annual interest cost to change by $2.3 million.

Debt Instruments

The fiscal calendar maturities of our debt instruments for the next five years and thereafter were as follows:


	As of June 29, 2026
	Remaining 2026		2027		2028		2029		2030		Thereafter		Total		Fair Value		Weighted Average Interest Rate
	(In thousands, except interest rates)
Variable Rate (1)	$	2,000	$	5,000	$	3,000	$	4,000	$	386,000	$	80,000	$	480,000	$	481,000		5.36	%
Fixed Rate		—		—		—		500,000		—		—		500,000		481,760		4.00
Total	$	2,000	$	5,000	$	3,000	$	504,000	$	386,000	$	80,000	$	980,000	$	962,760

(1)

Interest rate swap effectively fixed $250,000 of variable rate debt.

There have been no other material changes to our risks as previously disclosed in Item 7A, Quantitative and Qualitative Disclosures About Market Risk, in our Annual Report on Form 10-K for the fiscal year ended December 29, 2025.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our CEO and CFO, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, our CEO and CFO have concluded that, as of June 29, 2026, such disclosure controls and procedures were effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms and (2) accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosures.

In designing and evaluating our disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended June 29, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become a party to various legal proceedings arising in the ordinary course of our business. There can be no assurance that we will prevail in any such litigation. We believe that the amount of any reasonably possible or probable loss for known matters would not be material to our financial statements; however, the outcome of these actions is inherently difficult to predict. In the event of an adverse outcome, the ultimate potential loss could have a material adverse effect on our financial condition, results of operations, or cash flows in a particular period.

Item 1A. Risk Factors

During the quarter ended June 29, 2026, we identified the following material change to a risk factor that was previously disclosed in Part I, Item 1A, Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended December 29, 2025.

We are subject to risks of currency exchange rate fluctuations.

A portion of our cash, other assets, and liabilities is held in currencies other than the USD. Changes in exchange rates among other currencies and the USD will affect the value of these assets or liabilities and could negatively impact the amount of cash available to fund operations or repay debt. To the extent that we decide to repatriate some portion of these funds to the United States, the actual value transferred could be impacted by movements in exchange rates. Additionally, we expect to have revenues, expenses, and costs denominated in currencies other than the USD, which include but are not limited to the RMB, the MYR, the CHF, and the Euro. Fluctuations in the exchange rates between the USD and the RMB, the MYR, the CHF, the Euro, or any other currency where we are exposed to foreign currency risk and do not hedge to manage such risk could result in increases in our expenses or decreases in our revenues, which could negatively impact our business, financial condition, and results of operations. In connection with the proposed STG acquisition, we entered into a deal-contingent USD/CHF cross-currency swap, as disclosed in more detail above. Significant inflation or disproportionate changes in foreign exchange rates could occur from general economic conditions, acts of war or terrorism, changes in governmental monetary or tax policy, or changes in local interest rates. Further, China’s government imposes controls over the convertibility of RMB into foreign currencies, which subjects us to further currency exchange risk.

There have been no other material changes in our risk factors as previously disclosed in Part I, Item 1A, Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended December 29, 2025.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

On May 8, 2025, our Board of Directors authorized a new share repurchase program, under which we may repurchase up to $100.0 million in value of our outstanding shares of common stock from time to time through May 7, 2027.

We did not repurchase any shares of our common stock during the quarter ended June 29, 2026.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the quarter ended June 29, 2026, none of our directors and/or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" for the purchase or sale of our securities (as those terms are defined in Regulation S-K, Item 408).

Item 6. Exhibits

     Exhibit

     Filed/Furnished

     Incorporated by Reference

     Number 

     Exhibit Description

     Herewith

     Form

     File Number

     Exhibit

     Filing Date

     10.1‡

     TTM Technologies, Inc. Form of Restricted Stock Unit Award Grant Notice and Award Agreement (for non-employee directors) pursuant to TTM Technologies, Inc. 2023 Incentive Compensation Plan

     X

     10.2‡

     TTM Technologies, Inc. Equity Advantage Match Plan

     8-K

     000-31285

     10.1

     May 8, 2026

     10.3

     Second Amended & Restated Credit Agreement, dated as of June 1, 2026, by and among TTM Technologies, Inc., as Borrower, the foreign subsidiary borrowers party thereto, any designated borrowers party thereto, the several Lenders from time to time parties thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.

     8-K

     000-31285

     10.1

     June 3, 2026

     31.1

     CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

     X

     31.2

     CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

     X

     32.1*

     CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

     X

     32.2*

     CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

     X

     101.INS

     Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

     101.SCH

     Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

     104

     Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

‡ Management contract or compensatory plan.

* Furnished herewith. The certifications attached as Exhibits 32.1 and 32.2 that accompany this Report are not deemed filed with the Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Report, irrespective of any general incorporation language contained in such filing.


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	TTMI	Nasdaq Global Select Market


Large accelerated filer	☑	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐


		TTM Technologies, Inc.


		/s/ Daniel L. Boehle

Dated: August 5, 2026		Daniel L. Boehle
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer and duly authorized signatory)


		Page
PART I: FINANCIAL INFORMATION		4
Item 1. Financial Statements (unaudited)		4
Consolidated Condensed Balance Sheets as of June 29, 2026 and December 29, 2025		4
Consolidated Condensed Statements of Operations for the quarter and two quarters ended June 29, 2026 and June 30, 2025		5
Consolidated Condensed Statements of Comprehensive Income for the quarter and two quarters ended June 29, 2026 and June 30, 2025		6
Consolidated Condensed Statements of Stockholders' Equity for the two quarters ended June 29, 2026 and June 30, 2025		7
Consolidated Condensed Statements of Cash Flows for the two quarters ended June 29, 2026 and June 30, 2025		8
Notes to Consolidated Condensed Financial Statements		9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		22
Item 3. Quantitative and Qualitative Disclosures About Market Risk		28
Item 4. Controls and Procedures		29
PART II: OTHER INFORMATION		30
Item 1. Legal Proceedings		30
Item 1A. Risk Factors		30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		30
Item 3. Defaults Upon Senior Securities		30
Item 4. Mine Safety Disclosures		30
Item 5. Other Information		30
Item 6. Exhibits		31
SIGNATURES		32


2025 Repurchase Program	Share repurchase program authorized by the Board of Directors on May 8, 2025	MYR	Malaysian ringgit
2026 Credit Agreement	Second Amended and Restated Credit Agreement by and among the Company, the foreign subsidiary borrowers party thereto, any designated borrowers party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the several lenders from time to time parties thereto, dated June 1, 2026	ODMs	Original design manufacturers
A&D	Aerospace and Defense	OEMs	Original equipment manufacturers
AI	Artificial intelligence	PCB	Printed circuit board
Amended Term Loan Facility	Repriced and upsized $400.0 million senior secured term loan credit facility under the 2026 Credit Agreement	PRUs	Performance-based restricted stock units
Asia ABL	Asia Asset-Based Lending Credit Agreement	Prior Term Loan Facility	First Amendment, dated as of August 1, 2024, to that certain Amended and Restated Term Loan Credit Agreement, dated as of May 30, 2023
ASU	Accounting Standards Update	RCF	Senior secured cash flow revolving credit facility with committed maximum borrowing capacity of up to $1.0 billion under the 2026 Credit Agreement
CEO	Chief Executive Officer	Report	This Quarterly Report on Form 10-Q for the fiscal quarter ended June 29, 2026
CFO	Chief Financial Officer	RF	Radio frequency
CHF	Swiss franc	RF&S Components	RF and Specialty Components
CME	Chicago Mercantile Exchange	RMB	Renminbi
CODM	Chief operating decision maker	RSUs	Restricted stock units
Company	TTM Technologies, Inc.	SEC	Securities and Exchange Commission
EMS	Electronic manufacturing services	SOFR	Secured Overnight Financing Rate
Exchange Act	Securities Exchange Act of 1934, as amended	STG	Swiss Technology Group AG
FASB	Financial Accounting Standards Board	U.S. ABL	U.S. Asset-Based Lending Credit Agreement
Guarantors	The Company’s direct and indirect, existing and future domestic subsidiary guarantors, subject to certain exceptions	U.S. GAAP	Accounting principles generally accepted in the United States of America
ILFA	ILFA GmbH	USD	U.S. dollar