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Apogee Enterprises Reports Fiscal 2026 Third Quarter Results

businesswire.com

MINNEAPOLIS--( BUSINESS WIRE)--Apogee Enterprises, Inc. (Nasdaq: APOG), a leading provider of architectural building products and services, as well as high-performance coated materials used in a variety of applications, today reported its results for the third quarter of fiscal 2026, ended November 29, 2025. The Company reported the following selected financial results:

Three Months Ended

(Unaudited, $ in thousands, except per share amounts)

November 29, 2025

November 30, 2024

% Change

Net sales

$

348,563

$

341,344

2.1

%

Net earnings

$

16,549

$

20,989

(21.2

)%

Diluted earnings per share

$

0.77

$

0.96

(19.8

)%

Additional Non-GAAP Measures (1)

Adjusted EBITDA

$

46,131

$

45,803

0.7

%

Adjusted EBITDA margin

13.2

%

13.4

%

Adjusted diluted earnings per share

$

1.02

$

1.19

(14.3

)%

(1)

Earnings before interest, taxes, depreciation and amortization (EBITDA), EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, and adjusted diluted earnings per share (EPS) are non-GAAP financial measures. See Use of Non-GAAP Financial Measures and reconciliations to the most directly comparable GAAP measures later in this press release.

“I’m proud of our team’s disciplined execution and agility during this transition. Despite a challenging environment, we delivered results in line with expectations and remain focused on serving customers with innovative products and exceptional service. Our strong operational foundation and balance sheet position us to navigate near-term challenges and drive sustainable long-term value,” said Donald Nolan, Executive Chair and CEO.

Consolidated Results (Third Quarter Fiscal 2026 compared to Third Quarter Fiscal 2025)

Segment Results (Third Quarter Fiscal 2026 compared to Third Quarter Fiscal 2025)

Architectural Metals

Architectural Metals net sales were $124.4 million, compared to $138.0 million, primarily due to lower volume, partially offset by favorable price and product mix. Adjusted EBITDA was $16.8 million, or 13.5% of net sales, compared to $17.5 million, or 12.7% of net sales. The higher adjusted EBITDA margin was primarily driven by favorable productivity including cost savings related to Fortify Phase 2, lower incentive compensation expense, and favorable price and product mix, partially offset by lower volume.

Architectural Services

Architectural Services net sales were $105.2 million compared to $104.9 million, primarily due to increased volume. Adjusted EBITDA was $10.2 million, or 9.7% of net sales, compared to $10.0 million, or 9.5% of net sales. The increase in adjusted EBITDA margin was primarily driven by lower incentive compensation expense, partially offset by project mix. Segment backlog 1 at the end of the quarter was $774.7 million, compared to $792.3 million at the end of the second quarter.

Architectural Glass

Architectural Glass net sales were $70.9 million, compared to $70.2 million, primarily due to increased volume and favorable mix, partially offset by lower price driven by end-market demand. Adjusted EBITDA was $11.5 million, or 16.3% of net sales, compared to $13.2 million, or 18.8% of net sales. The decrease in adjusted EBITDA margin was primarily driven by lower price and higher material costs, partially offset by higher volume, favorable mix and lower incentive compensation expense.

Performance Surfaces

Performance Surfaces net sales were $53.0 million, compared to $33.2 million. Net sales included $18.4 million of inorganic sales contribution from the acquisition of UW Solutions and organic growth of 4.3%. Adjusted EBITDA was $11.9 million, or 22.5% of net sales compared to $7.8 million, or 23.6% of net sales. The decrease in adjusted EBITDA margin was primarily driven by the dilutive impact of lower adjusted EBITDA margin from UW Solutions and unfavorable productivity, partially offset by favorable product mix and price.

Corporate and Other

Corporate and other adjusted EBITDA expense was $4.3 million, compared to $2.7 million, primarily driven by higher health insurance costs.

Financial Condition

Net cash provided by operating activities in the third quarter was $29.3 million, compared to $31.0 million in the prior-year period. Fiscal year-to-date, net cash provided by operating activities was $66.6 million, compared to $95.1 million in the prior-year period. The year-to-date change was primarily driven by lower net earnings and an increase in cash used for working capital, including a net payment of $13.7 million for the settlement of an arbitration award. Fiscal year-to-date, net cash used in investing activities was $15.8 million, primarily related to capital expenditures. Fiscal year-to-date, the Company returned $16.6 million of cash to shareholders through dividend payments. Quarter-end long-term debt decreased $15 million from the end of the second quarter to $255.0 million, which decreased the Consolidated Leverage Ratio 2 (as defined in the Company’s credit agreement) to 1.4x at the end of the quarter.

Project Fortify

As previously announced, in the first quarter of fiscal 2026, the Company began the second phase of Project Fortify (referred to as "Project Fortify Phase 2" or "Phase 2") to drive further cost efficiencies, primarily in the Architectural Services and Architectural Metals Segments. The Company is expanding the scope of Phase 2 to include further restructuring actions, primarily in Architectural Metals and Corporate. With the expanded scope, the Company now expects the actions of Phase 2 to incur a total of approximately $28 million to $29 million in pre-tax charges, and deliver estimated annualized pre-tax cost savings of approximately $25 million to $26 million. During the third quarter, the Company incurred $5.1 million of pre-tax costs associated with Phase 2. The Company expects the actions associated with Phase 2 to be substantially completed by the end of the fourth quarter of fiscal 2026.

_____________________________

Backlog is a non-GAAP financial measure. See Use of Non-GAAP Financial Measures later in this press release for more information.

Consolidated Leverage Ratio is a non-GAAP financial measure. See Use of Non-GAAP Financial Measures later in this press release for more information.

Fiscal 2026 Outlook

The Company now expects net sales to be approximately $1.39 billion, diluted EPS in the range of $2.49 to $2.65 and adjusted diluted EPS in the range of $3.40 to $3.50. This includes a projected unfavorable EPS impact from tariffs of approximately $0.30. The Company’s revised outlook assumes an adjusted effective tax rate of approximately 27%. The Company now assumes capital expenditures between $25 million to $30 million.

Conference Call Information

The Company will host a conference call on January 7, 2026, at 8:00 a.m. Central Time to discuss this earnings release. This call will be webcast and is available in the Investor Relations section of the Company’s website, along with presentation slides, at https://www.apog.com/events-and-presentations. A replay and transcript of the webcast will be available on the Company’s website following the conference call.

About Apogee Enterprises

Apogee Enterprises, Inc. (Nasdaq: APOG) is a leading provider of architectural building products and services, as well as high-performance coated materials used in a variety of applications. Headquartered in Minneapolis, MN, our portfolio of industry-leading products and services includes architectural glass, windows, curtainwall, storefront and entrance systems, integrated project management and installation services, and high-performance coatings that provide protection, innovative design, and enhanced performance. For more information, visit www.apog.com.

Use of Non-GAAP Financial Measures

Management uses non-GAAP measures to evaluate the Company’s historical and prospective financial performance, measure operational profitability on a consistent basis, as a factor in determining executive compensation, and to provide enhanced transparency to the investment community. Non-GAAP measures should be viewed in addition to, and not as a substitute for, the reported financial results of the Company prepared in accordance with GAAP. Other companies may calculate these measures differently, limiting the usefulness of the measures for comparison with other companies. This release and other financial communications may contain the following non-GAAP measures:

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. The words “may,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” “will,” “continue,” and similar expressions are intended to identify “forward-looking statements”. These statements reflect Apogee management’s expectations or beliefs as of the date of this release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. All forward-looking statements are qualified by factors that may affect the results, performance, financial condition, prospects and opportunities of the Company, including the following: (A) North American and global economic conditions, including the cyclical nature of the North American and Latin American non-residential construction industries and the potential impact of an economic downturn or recession; (B) U.S. and global instability and uncertainty arising from events outside of our control; (C) actions of new and existing competitors; (D) departure of key personnel and ability to source sufficient labor; (E) product performance, reliability and quality issues; (F) project management and installation issues that could affect the profitability of individual contracts; (G) dependence on a relatively small number of customers in one operating segment; (H) financial and operating results that could differ from market expectations; (I) self-insurance risk related to a material product liability or other events for which the Company is liable; (J) maintaining our information technology systems and potential cybersecurity threats; (K) cost of regulatory compliance, including environmental regulations; (L) supply chain disruptions, including fluctuations in the availability and cost of materials used in our products and the impact of trade policies and regulations, including existing and potential future tariffs; (M) integration and future operating results of acquisitions, including but not limited to the acquisition of UW Solutions, and management of acquired contracts; (N) impairment of goodwill or indefinite-lived intangible assets; (O) our ability to successfully manage and implement our enterprise strategy; (P) our ability to maintain effective internal controls over financial reporting; (Q) our judgments regarding accounting for tax positions and resolution of tax disputes; (R) the impacts of cost inflation and interest rates; and (S) the impact of changes in capital and credit markets on our liquidity and cost of capital. The Company cautions investors that actual future results could differ materially from those described in the forward-looking statements and that other factors may in the future prove to be important in affecting the Company’s results, performance, prospects, or opportunities. New factors emerge from time to time, and it is not possible for management to predict all such factors, nor can it assess the impact of each factor on the business or the extent to which any factor, or a combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. More information concerning potential factors that could affect future financial results is included in the Company’s Annual Report on Form 10-K and in subsequent filings with the U.S. Securities and Exchange Commission.

Apogee Enterprises, Inc.

Consolidated Condensed Statements of Income

(Unaudited)

Three Months Ended

Nine Months Ended

(In thousands, except per share amounts)

November 29,

2025

November 30,

2024

% Change

November 29,

2025

November 30,

2024

% Change

Net sales

$

348,563

$

341,344

2.1

%

$

1,053,379

$

1,015,300

3.8

%

Cost of sales

265,571

252,195

5.3

%

812,654

729,975

11.3

%

Gross profit

82,992

89,149

(6.9

)%

240,725

285,325

(15.6

)%

Selling, general and administrative expenses

58,113

60,520

(4.0

)%

182,026

173,350

5.0

%

Operating income

24,879

28,629

(13.1

)%

58,699

111,975

(47.6

)%

Interest expense, net

3,227

1,044

209.1

%

11,148

2,634

323.2

%

Other income, net

(2,458

)

(60

)

3,996.7

%

(6,916

)

(493

)

1,302.8

%

Earnings before income taxes

24,110

27,645

(12.8

)%

54,467

109,834

(50.4

)%

Income tax expense

7,561

6,656

13.6

%

16,956

27,268

(37.8

)%

Net earnings

$

16,549

$

20,989

(21.2

)%

$

37,511

$

82,566

(54.6

)%

Basic earnings per share

$

0.78

$

0.96

(18.8

)%

$

1.76

$

3.79

(53.6

)%

Diluted earnings per share

$

0.77

$

0.96

(19.8

)%

$

1.74

$

3.76

(53.7

)%

Weighted average basic shares outstanding

21,302

21,782

(2.2

)%

21,349

21,789

(2.0

)%

Weighted average diluted shares outstanding

21,592

21,917

(1.5

)%

21,568

21,937

(1.7

)%

Cash dividends per common share

$

0.26

$

0.25

4.0

%

$

0.78

$

0.75

4.0

%

Apogee Enterprises, Inc.

Consolidated Condensed Balance Sheets

(Unaudited)

(In thousands)

November 29, 2025

March 1, 2025

Assets

Current assets

Cash and cash equivalents

$

41,315

$

41,448

Receivables, net

176,588

185,590

Inventories, net

102,495

92,305

Contract assets

66,645

71,842

Other current assets

48,954

50,919

Total current assets

435,997

442,104

Property, plant and equipment, net

253,092

268,139

Operating lease right-of-use assets

50,903

62,314

Goodwill

236,386

235,775

Intangible assets, net

113,673

128,417

Other non-current assets

25,977

38,520

Total assets

$

1,116,028

$

1,175,269

Liabilities and Shareholders’ Equity

Current liabilities

Accounts payable

92,844

98,804

Accrued compensation and benefits

33,906

48,510

Contract liabilities

43,086

35,193

Operating lease liabilities

14,504

15,290

Other current liabilities

45,405

87,659

Total current liabilities

229,745

285,456

Long-term debt

255,000

285,000

Non-current operating lease liabilities

41,981

51,632

Non-current self-insurance reserves

32,180

30,382

Other non-current liabilities

44,831

34,901

Total shareholders’ equity

512,291

487,898

Total liabilities and shareholders’ equity

$

1,116,028

$

1,175,269

Apogee Enterprises, Inc.

Consolidated Statement of Cash Flows

(Unaudited)

Nine Months Ended

(In thousands)

November 29, 2025

November 30, 2024

Operating Activities

Net earnings

$

37,511

$

82,566

Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization

37,456

30,798

Share-based compensation

6,570

8,067

Deferred income taxes

16,762

5,109

Loss on disposal of property, plant and equipment

418

159

Impairment on intangible assets

7,418

Settlement of New Markets Tax Credit transaction

(6,740

)

Non-cash lease expense

10,901

9,926

Other, net

4,596

1,800

Changes in operating assets and liabilities, net of business acquired:

Receivables

9,431

(2,191

)

Inventories

(9,842

)

(8,284

)

Contract assets

5,317

(8,168

)

Accounts payable

(3,873

)

6,796

Accrued compensation and benefits

(14,782

)

(20,958

)

Contract liabilities

7,823

11,499

Operating lease liability

(10,628

)

(9,387

)

Accrued income taxes

(3,279

)

(6,498

)

Other current assets and liabilities

(28,437

)

(6,104

)

Net cash provided by operating activities

66,622

95,130

Investing Activities

Capital expenditures

(18,315

)

(24,696

)

Proceeds from sales of property, plant and equipment

1,606

744

Purchases of marketable securities

(550

)

(2,394

)

Sales/maturities of marketable securities

1,485

2,370

Acquisition of business, net of cash acquired

(233,125

)

Net cash used in investing activities

(15,774

)

(257,101

)

Financing Activities

Proceeds from revolving credit facilities

80,000

95,201

Repayment on revolving credit facilities

(110,000

)

(115,201

)

Proceeds from term loans

250,000

Repayment of term loans

(20,000

)

Repurchase of common stock

(15,061

)

Dividends paid

(16,567

)

(16,238

)

Payments of debt issuance costs

(3,798

)

Other, net

(5,342

)

(5,884

)

Net cash (used in) provided by financing activities

(51,909

)

169,019

Effect of exchange rates on cash

928

(409

)

(Decrease) increase in cash, cash equivalents and restricted cash

(133

)

6,639

Cash, cash equivalents and restricted cash at beginning of period

41,448

37,216

Cash and cash equivalents at end of period

$

41,315

$

43,855

Non-cash Activity

Capital expenditures in accounts payable

$

970

$

2,299

Apogee Enterprises, Inc.

Components of Changes in Net Sales

(Unaudited)

Three months ended November 29, 2025, compared with the three months ended November 30, 2024

(In thousands, except

percentages)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Intersegment

eliminations

Consolidated

Fiscal 2025 net sales

$

138,039

$

104,921

$

70,236

$

33,196

$

(5,048

)

$

341,344

Organic business (1)

(13,606

)

245

616

1,417

180

(11,148

)

Acquisition (2)

18,367

18,367

Fiscal 2026 net sales

$

124,433

$

105,166

$

70,852

$

52,980

$

(4,868

)

$

348,563

Total net sales growth (decline)

(9.9

)%

0.2

%

0.9

%

59.6

%

(3.6

)%

2.1

%

Organic business (1)

(9.9

)%

0.2

%

0.9

%

4.3

%

(3.6

)%

(3.3

)%

Acquisition (2)

%

%

%

55.3

%

%

5.4

%

Nine months ended November 29, 2025, compared with the nine months ended November 30, 2024

(In thousands, except

percentages)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Intersegment

eliminations

Consolidated

Fiscal 2025 net sales

$

412,561

$

301,966

$

247,040

$

74,232

$

(20,499

)

$

1,015,300

Organic business (1)

(18,570

)

10,195

(30,734

)

4,117

7,800

(27,192

)

Acquisition (2)

65,271

65,271

Fiscal 2026 net sales

$

393,991

$

312,161

$

216,306

$

143,620

$

(12,699

)

$

1,053,379

Total net sales growth (decline)

(4.5

)%

3.4

%

(12.4

)%

93.5

%

(38.1

)%

3.8

%

Organic business (1)

(4.5

)%

3.4

%

(12.4

)%

5.5

%

(38.1

)%

(2.7

)%

Acquisition (2)

%

%

%

87.9

%

%

6.4

%

(1)

Organic business includes net sales associated with acquired product lines or geographies that occur after the first twelve months from the date the product line or business is acquired and net sales from internally developed product lines or businesses.

(2)

The acquisition of UW Solutions, completed on November 4, 2024.

Apogee Enterprises, Inc.

Business Segment Information

(Unaudited)

Three Months Ended

Nine Months Ended

(In thousands)

November 29,

2025

November 30,

2024

% Change

November 29,

2025

November 30,

2024

% Change

Segment net sales

Architectural Metals

$

124,433

$

138,039

(9.9

)%

$

393,991

$

412,561

(4.5

)%

Architectural Services

105,166

104,921

0.2

%

312,161

301,966

3.4

%

Architectural Glass

70,852

70,236

0.9

%

216,306

247,040

(12.4

)%

Performance Surfaces

52,980

33,196

59.6

%

143,620

74,232

93.5

%

Total segment sales

353,431

346,392

2.0

%

1,066,078

1,035,799

2.9

%

Intersegment eliminations

(4,868

)

(5,048

)

(3.6

)%

(12,699

)

(20,499

)

(38.1

)%

Net sales

$

348,563

$

341,344

2.1

%

$

1,053,379

$

1,015,300

3.8

%

Segment adjusted EBITDA

Architectural Metals

$

16,750

$

17,483

(4.2

)%

$

46,946

$

63,551

(26.1

)%

Architectural Services

10,198

9,994

2.0

%

21,279

23,911

(11.0

)%

Architectural Glass

11,534

13,180

(12.5

)%

36,598

57,551

(36.4

)%

Performance Surfaces

11,921

7,828

52.3

%

31,100

18,053

72.3

%

Corporate and Other

(4,272

)

(2,682

)

59.3

%

(11,040

)

(11,519

)

(4.2

)%

Adjusted EBITDA

$

46,131

$

45,803

0.7

%

$

124,883

$

151,547

(17.6

)%

Segment adjusted EBITDA margins

Architectural Metals

13.5

%

12.7

%

11.9

%

15.4

%

Architectural Services

9.7

%

9.5

%

6.8

%

7.9

%

Architectural Glass

16.3

%

18.8

%

16.9

%

23.3

%

Performance Surfaces

22.5

%

23.6

%

21.7

%

24.3

%

Corporate and Other

N/M

N/M

N/M

N/M

Adjusted EBITDA margin

13.2

%

13.4

%

11.9

%

14.9

%

Apogee Enterprises, Inc.

Reconciliation of Non-GAAP Financial Measures

Adjusted EBITDA and Adjusted EBITDA Margin

(Unaudited)

Three Months Ended November 29, 2025

(In thousands)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Corporate and

Other

Consolidated

Net earnings (loss)

$

12,264

$

7,614

$

8,248

$

7,749

$

(19,326

)

$

16,549

Interest expense (income), net

430

(89

)

(174

)

3,060

3,227

Income tax expense

81

7,480

7,561

Depreciation and amortization

3,662

809

3,379

3,913

753

12,516

EBITDA

16,356

8,334

11,534

11,662

(8,033

)

39,853

Acquisition-related costs (1)

259

56

315

Restructuring costs (2)

2,537

1,864

679

5,080

CEO transition costs (3)

3,026

3,026

NMTC settlement gain (4)

(2,143

)

(2,143

)

Adjusted EBITDA

$

16,750

$

10,198

$

11,534

$

11,921

$

(4,272

)

$

46,131

EBITDA margin

13.1

%

7.9

%

16.3

%

22.0

%

N/M

11.4

%

Adjusted EBITDA margin

13.5

%

9.7

%

16.3

%

22.5

%

N/M

13.2

%

Three Months Ended November 30, 2024

(In thousands)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Corporate and

Other

Consolidated

Net earnings (loss)

$

12,146

$

9,734

$

10,115

$

4,841

$

(15,847

)

$

20,989

Interest expense (income), net

563

(4

)

(121

)

606

1,044

Income tax expense

117

6,539

6,656

Depreciation and amortization

3,932

981

3,069

2,461

691

11,134

EBITDA

16,641

10,711

13,180

7,302

(8,011

)

39,823

Acquisition-related costs (1)

526

4,542

5,068

Restructuring costs (2)

842

(717

)

787

912

Adjusted EBITDA

$

17,483

$

9,994

$

13,180

$

7,828

$

(2,682

)

$

45,803

EBITDA margin

12.1

%

10.2

%

18.8

%

22.0

%

N/M

11.7

%

Adjusted EBITDA margin

12.7

%

9.5

%

18.8

%

23.6

%

N/M

13.4

%

(1)

Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition and excludes $0.8 million of backlog amortization added back as part of the depreciation and amortization above.

(2)

Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.

(3)

Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.

(4)

Gain related to the settlement of a New Market Tax Credit transaction.

Apogee Enterprises, Inc.

Reconciliation of Non-GAAP Financial Measures

Adjusted EBITDA and Adjusted EBITDA Margin

(Unaudited)

Nine Months Ended November 29, 2025

(In thousands)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Corporate

and Other

Consolidated

Net earnings (loss)

$

36,806

$

2,855

$

26,880

$

18,126

$

(47,156

)

$

37,511

Interest expense (income), net

1,331

(227

)

(450

)

10,494

11,148

Income tax (benefit) expense

(43

)

(8

)

198

16,809

16,956

Depreciation and amortization

11,229

2,789

9,970

11,251

2,217

37,456

EBITDA

49,323

5,409

36,598

29,377

(17,636

)

103,071

Acquisition-related costs (1)

1,723

249

1,972

Restructuring costs (2)

4,363

15,870

3,321

23,554

CEO transition costs (3)

3,026

3,026

NMTC settlement gain (4)

(6,740

)

(6,740

)

Adjusted EBITDA

$

46,946

$

21,279

$

36,598

$

31,100

$

(11,040

)

$

124,883

EBITDA margin

12.5

%

1.7

%

16.9

%

20.5

%

N/M

9.8

%

Adjusted EBITDA margin

11.9

%

6.8

%

16.9

%

21.7

%

N/M

11.9

%

Nine Months Ended November 30, 2024

(In thousands)

Architectural

Metals

Architectural

Services

Architectural

Glass

Performance

Surfaces

Corporate and

Other

Consolidated

Net earnings (loss)

$

46,509

$

21,460

$

49,342

$

13,481

$

(48,226

)

$

82,566

Interest expense (income), net

1,671

23

(317

)

1,257

2,634

Income tax expense (benefit)

7

(632

)

27,893

27,268

Depreciation and amortization

12,609

2,887

9,158

4,046

2,098

30,798

EBITDA

60,796

24,370

57,551

17,527

(16,978

)

143,266

Acquisition-related costs (1)

526

4,542

5,068

Restructuring costs (2)

2,755

(459

)

917

3,213

Adjusted EBITDA

$

63,551

$

23,911

$

57,551

$

18,053

$

(11,519

)

$

151,547

EBITDA margin

14.7

%

8.1

%

23.3

%

23.6

%

N/M

14.1

%

Adjusted EBITDA margin

15.4

%

7.9

%

23.3

%

24.3

%

N/M

14.9

%

(1)

Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition and excludes $0.8 million of backlog amortization added back as part of the depreciation and amortization above.

(2)

Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.

(3)

Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.

(4)

Gain related to the settlement of a New Market Tax Credit transaction.

Apogee Enterprises, Inc.

Reconciliation of Non-GAAP Financial Measures

Adjusted diluted earnings per share

(Unaudited)

Three Months Ended

Nine Months Ended

(In thousands)

November 29,

2025

November 30,

2024

November 29,

2025

November 30,

2024

Net earnings

$

16,549

$

20,989

$

37,511

$

82,566

Acquisition-related costs (1)

315

5,873

1,972

5,873

Restructuring costs (2)

5,080

912

23,554

3,213

CEO transition costs (3)

3,026

3,026

NMTC settlement gain (4)

(2,143

)

(6,740

)

Income tax impact on above adjustments (5)

(797

)

(1,662

)

(4,342

)

(2,226

)

Adjusted net earnings

$

22,030

$

26,112

$

54,981

$

89,426

Three Months Ended

Nine Months Ended

November 29,

2025

November 30,

2024

November 29,

2025

November 30,

2024

Diluted earnings per share

$

0.77

$

0.96

$

1.74

$

3.76

Acquisition-related costs (1)

0.01

0.27

0.09

0.27

Restructuring costs (2)

0.24

0.04

1.09

0.15

CEO transition costs (3)

0.14

0.14

NMTC settlement gain (4)

(0.10

)

(0.31

)

Income tax impact on above adjustments (5)

(0.04

)

(0.08

)

(0.20

)

(0.10

)

Adjusted diluted earnings per share

$

1.02

$

1.19

$

2.55

$

4.08

Weighted average diluted shares outstanding

21,592

21,917

21,568

21,937

(1)

Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition.

(2)

Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.

(3)

Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.

(4)

Gain related to the settlement of a New Market Tax Credit transaction.

(5)

Income tax impact reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.

Apogee Enterprises, Inc.

Fiscal 2026 Outlook

Reconciliation of Fiscal 2026 outlook of estimated

Diluted Earnings per Share to Adjusted Diluted Earnings per Share

(Unaudited)

Fiscal Year Ending February 28,

2026

Low Range

High Range

Diluted earnings per share

$

2.49

$

2.65

Acquisition-related costs (1)

0.12

0.09

Restructuring costs (2)

1.35

1.30

CEO transition costs (3)

0.14

0.14

New Market Tax Credit settlement gains (4)

(0.31

)

(0.31

)

Income tax impact on above adjustments (5)

(0.39

)

(0.37

)

Adjusted diluted earnings per share

$

3.40

$

3.50

(1)

Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition.

(2)

Restructuring costs related to Project Fortify Phase 2.

(3)

Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.

(4)

Gains related to the settlement of New Market Tax Credit transactions in the 2nd quarter and 3rd quarter.

(5)

Income tax impact reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.