Form 8-K

8-K — ICHOR HOLDINGS, LTD.

Accession: 0001652535-26-000028

Filed: 2026-05-04

Period: 2026-05-04

CIK: 0001652535

SIC: 3674 (SEMICONDUCTORS & RELATED DEVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ichr-20260504.htm (Primary)

EX-99.1 — 2026 Q1 EARNINGS RELEASE (ex-991_26q1xearnings.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ichr-20260504.htm · Sequence: 1

ichr-20260504

0001652535FALSE3185 Laurelview Ct.FremontCalifornia00016525352026-05-042026-05-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________________________________________________________________________________________________________________________________

FORM 8-K

____________________________________________________________________________________________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 4, 2026

____________________________________________________________________________________________________________________________________________________

ICHOR HOLDINGS, LTD.

(Exact name of registrant as specified in its charter)

____________________________________________________________________________________________________________________________________________________

Cayman Islands 001-37961 Not Applicable

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

3185 Laurelview Ct.

Fremont, California

94538

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (510) 897-5200

Not Applicable

(Former name or former address, if changed since last report)

____________________________________________________________________________________________________________________________________________________

Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Ordinary Shares, par value $0.0001 per share ICHR The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b‑2 of the Securities Exchange Act of 1934 (§ 240.12b‑2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition

On May 4, 2026, Ichor Holdings, Ltd. (the “Company”) issued a press release announcing first quarter 2026 financial results. A copy of the press release is furnished with this Form 8‑K as Exhibit 99.1. The Company is furnishing this information in connection with its previously announced webcast conference call to be held on May 4, 2026, at 1:30 p.m. PT to discuss these results.

The Company makes reference to certain non‑GAAP financial measures, including non‑GAAP gross profit, non-GAAP operating income, non-GAAP net income, non‑GAAP diluted EPS, and free cash flow. The press release contains a reconciliation of each non‑GAAP measure to the directly comparable GAAP measure.

The information contained under this Item 2.02 of this Current Report on Form 8‑K (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

The Company uses the “Investors” section of its website (ir.ichorsystems.com) as a means of disclosing material non‑public information and for complying with its disclosure obligations under Regulation FD.

Item 9.01 Financial Statements and Exhibits

Exhibit

Number Description

99.1

Press Release, dated May 4, 2026, announcing first quarter 2026 financial results.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ICHOR HOLDINGS, LTD.

Date: May 4, 2026

/s/ Greg Swyt

Greg Swyt

Chief Financial Officer

EX-99.1 — 2026 Q1 EARNINGS RELEASE

EX-99.1

Filename: ex-991_26q1xearnings.htm · Sequence: 2

Document

Exhibit 99.1

Ichor Holdings, Ltd. Announces First Quarter 2026 Financial Results

FREMONT, Calif., May 4, 2026–Ichor Holdings, Ltd. (NASDAQ: ICHR), a leader in the design, engineering, and manufacturing of critical fluid delivery subsystems and components for semiconductor capital equipment, today announced first quarter 2026 financial results.

First quarter 2026 highlights:

•Revenue of $256.1 million, above the mid-point of our guidance range communicated in February;

•Gross margin of 12.6% on a GAAP basis and 12.8% on a non‑GAAP basis; and

•Earnings (loss) per share of $(0.07) on a GAAP basis and $0.15 on a non-GAAP basis.

“Within a strengthening demand environment, we are pleased to report Q1 results at the upper end of our expectations for revenues, gross margin, and earnings per share due to strong operational execution by our team,” commented Phil Barros, Ichor’s CEO. “Revenues of $256 million increased 15% sequentially, a strong start to what we expect will be a sustained industry upcycle driven by structural technology transitions and strategic capacity investments in wafer fabrication equipment. The early investments we made in ramping labor headcount and pre-positioning inventory are enabling Ichor to deliver strong execution for our customers and achieve revenue growth toward the high end of our demand forecast. With customer delivery timelines accelerating, our outlook for the second quarter reflects our expectation for another strong quarter of sequential improvement spanning revenues, gross margin, and earnings per share. We continue to drive the strategic, operational and technological priorities for Ichor that we expect will enable continued gross margin expansion and significant earnings leverage as revenues ramp through the year, and into 2027.”

Q1 2026 Q4 2025 Q1 2025

(dollars in thousands, except per share amounts)

U.S. GAAP Financial Results:

Net sales $ 256,068 $ 223,606 $ 244,465

Gross margin 12.6 % 9.4 % 11.7 %

Operating margin 0.8 % (6.2) % (0.5) %

Net loss $ (2,469) $ (15,961) $ (4,559)

Diluted EPS $ (0.07) $ (0.46) $ (0.13)

Q1 2026 Q4 2025 Q1 2025

(dollars in thousands, except per share amounts)

Non-GAAP Financial Results:

Gross margin 12.8 % 11.7 % 12.4 %

Operating margin 3.4 % 1.2 % 2.7 %

Net income $ 5,287 $ 280 $ 4,236

Diluted EPS $ 0.15 $ 0.01 $ 0.12

U.S. GAAP Financial Results Overview

For the first quarter of 2026, revenue was $256.1 million, net loss was $(2.5) million, and net loss per diluted share (“diluted EPS”) was $(0.07). This compares to revenue of $223.6 million and $244.5 million, net loss of $(16.0) million and $(4.6) million, and diluted EPS of $(0.46) and $(0.13), for the fourth quarter of 2025 and first quarter of 2025, respectively.

Non-GAAP Financial Results Overview

For the first quarter of 2026, non-GAAP net income was $5.3 million and non-GAAP diluted EPS was $0.15. This compares to non-GAAP net income of $0.3 million and $4.2 million, and non-GAAP diluted EPS of $0.01 and $0.12, for the fourth quarter of 2025 and first quarter of 2025, respectively.

Page 1 of 11

Second Quarter 2026 Financial Outlook

For the second quarter of 2026, we expect the following:

Low-End Mid-Point High-End

Revenue $290 million $300 million $310 million

GAAP diluted EPS $0.10 $0.15 $0.20

Non-GAAP diluted EPS $0.25 $0.30 $0.35

This outlook for non‑GAAP diluted EPS excludes amortization of intangible assets of approximately $1.9 million and share-based compensation expense of approximately $4.4 million, as well as the related income tax effects. Non-GAAP diluted EPS should be considered in addition to, but not as a substitute for, our financial information presented in accordance with GAAP.

Balance Sheet and Cash Flow Results

We ended the first quarter of 2026 with cash and cash equivalents of $89.1 million, a decrease of $9.2 million from the prior year ended December 26, 2025. The decrease of $9.2 million for the first quarter of 2026 was primarily due to capital expenditures of $7.1 million and cash used in operating activities of $2.9 million.

Our cash used in operating activities of $2.9 million for the first quarter of 2026 consisted of an increase in our net operating assets and liabilities of $12.7 million and a net loss of $2.5 million, partially offset by non-cash charges of $12.2 million, consisting primarily of depreciation and amortization of $7.7 million and share-based compensation expense of $3.8 million.

The increase in our net operating assets and liabilities of $12.7 million during the first quarter of 2026 was primarily due to an increase in accounts receivable of $22.6 million and an increase in inventory of $20.5 million, partially offset by an increase in accounts payable of $27.4 million, and a decrease in prepaid expenses and other assets of $2.9 million.

Use of Non-GAAP Financial Results

In addition to U.S. GAAP ("GAAP") results, this press release also contains non-GAAP financial results, including non‑GAAP gross profit, non‑GAAP operating income, non‑GAAP net income (loss), non‑GAAP diluted EPS, and free cash flow. Management uses non-GAAP metrics to evaluate our operating and financial results. We believe the presentation of non-GAAP results is useful to investors for analyzing business trends and comparing performance to prior periods, along with enhancing investors’ ability to view our results from management’s perspective. Non-GAAP gross profit, operating income, and net income are defined as: gross profit, operating income (loss), or net income (loss), respectively, excluding (1) amortization of intangible assets, share-based compensation expense, and discrete or infrequent charges and gains that are outside of normal business operations, including transaction-related costs, contract and legal settlement gains and losses, facility shutdown costs, inventory impairment charges, and severance costs associated with reduction-in-force programs, to the extent they are present in gross profit, operating income (loss), and net income (loss), respectively; and (2) the tax impacts associated with these non-GAAP adjustments, as well as non-recurring discrete tax items, including the impact of deferred tax asset valuation allowances. All non-GAAP adjustments are presented on a gross basis; the related income tax effects, including current and deferred income tax expense, are included in the adjustment line under the heading "Tax adjustments related to non-GAAP adjustments." Non-GAAP diluted EPS is defined as non-GAAP net income divided by weighted average diluted ordinary shares outstanding during the period. Non-GAAP gross margin and non-GAAP operating margin are defined as non-GAAP gross profit and non-GAAP operating income, respectively, divided by net sales. Free cash flow is defined as cash provided by or used in operating activities, less capital expenditures. Tables showing these metrics on a GAAP and non-GAAP basis, with reconciliation footnotes thereto, are included at the end of this press release.

Page 2 of 11

Non-GAAP results have limitations as analytical tools, and you should not consider them in isolation or as substitutes for our results reported under GAAP. Other companies may calculate non-GAAP results differently or may use other measures to evaluate their performance, both of which could reduce the usefulness of our non-GAAP results as tools for comparison.

Because of these limitations, you should consider non-GAAP results alongside other financial performance measures and results presented in accordance with GAAP. In addition, in evaluating non-GAAP results, you should be aware that in the future we will incur expenses such as those that are the subject of adjustments in deriving non-GAAP results, and you should not infer from our presentation of non-GAAP results that our future results will not be affected by these expenses or other discrete or infrequent charges and gains that are outside of normal business operations.

Conference Call

We will conduct a conference call to discuss our first quarter 2026 results and business outlook today at 1:30 p.m. PT.

To listen to a live webcast of the call, please visit our investor relations website at https://ir.ichorsystems.com, or go to the live link at https://www.webcast-eqs.com/login/ichor_q12026.

To listen via telephone, please call (877) 407‑0989 (domestic) or +1 (201) 389‑0921 (international), conference ID: 13759474. After the call, an on-demand replay will be available at the same webcast link.

About Ichor

We are a leader in the design, engineering and manufacturing of critical fluid delivery subsystems and components primarily for semiconductor capital equipment, as well as other industries such as defense/aerospace and medical. Our primary product offerings include gas and chemical delivery subsystems, collectively known as fluid delivery subsystems, which are key elements of the process tools used in the manufacturing of semiconductor devices. Our gas delivery subsystems deliver, monitor and control precise quantities of the specialized gases used in semiconductor manufacturing processes such as etch and deposition. Our chemical delivery subsystems precisely blend and dispense the reactive liquid chemistries used in semiconductor manufacturing processes such as chemical-mechanical planarization, electroplating, and cleaning. We also provide precision-machined components, weldments, e-beam and laser welded components, precision vacuum and hydrogen brazing, surface treatment technologies, and other proprietary products. We are headquartered in Fremont, CA. https://ir.ichorsystems.com.

We use a 52- or 53-week fiscal year ending on the last Friday in December. The three-month periods ended March 27, 2026, December 26, 2025, and March 28, 2025 were each 13 weeks. References to the first quarter of 2026, fourth quarter of 2025, and first quarter of 2025 relate to the three-month periods then ended. Our fiscal years ended December 25, 2026 and December 26, 2025 are each 52 weeks. References to 2026 and 2025 relate to the fiscal years then ended.

Page 3 of 11

Safe Harbor Statement

Certain statements in this release are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words “anticipate,” “believe,” “contemplate,” “designed,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “outlook,” “plan,” “predict,” “project,” “see,” “seek,” “target,” “would” and similar expressions or variations or negatives of these words are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Examples of forward-looking statements include, but are not limited to, statements regarding our outlook for our second fiscal quarter of 2026 and beyond, statements regarding the current business environment, revenue levels in 2026 and beyond, manufacturers’ investment in wafer fabrication equipment, our investment in research and development of new products, acquiring new business, and company and industry growth and performance in 2026 and beyond, as well as any other statement that does not directly relate to any historical fact. Such forward-looking statements are based on management’s current expectations about future events as of the date hereof and involve many risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in our forward-looking statements. Our actual results and outcomes could differ materially from those included in these forward-looking statements as a result of various factors, including, but not limited to: geopolitical, economic and market conditions, including high inflation, changes to tax, trade, fiscal and monetary policy, high interest rates, currency fluctuations, challenges in the supply chain and any disruptions in the global economy as a result of the conflicts in Ukraine and the Middle East; being unable to attract, hire, integrate and retain key personnel and other necessary employees; dependence on expenditures by manufacturers and cyclical downturns in the semiconductor capital equipment industry; reliance on a very small number of original equipment manufacturers ("OEMs") for a significant portion of sales; negotiating leverage held by our customers; competitiveness and rapid evolution of the industries in which we participate; keeping pace with developments in the industries we serve and with technological innovation generally; designing, developing and introducing new products that are accepted by OEMs in order to retain our existing customers and obtain new customers; becoming involved in litigation and regulatory proceedings, which could require significant attention from our management and result in significant expense to us and disruptions in our business; managing our manufacturing and procurement process effectively; defects in our products that could damage our reputation, decrease market acceptance and result in potentially costly litigation; and our dependence on a limited number of suppliers. Additional information concerning these and other factors can be found in our filings with the Securities and Exchange Commission (the “SEC”), including other risks, relevant factors, and uncertainties identified in the "Risk Factors" section of our Annual Report on Form 10‑K for the year ended December 26, 2025 and any other periodic reports that we may file with the SEC.

All forward-looking statements in this press release are based upon information available to us as of the date hereof, and qualified in their entirety by this cautionary statement. We undertake no obligation to update or revise any forward-looking statements contained herein, whether as a result of actual results, changes in our expectations, future events or developments, or otherwise, except as required by law.

Contact:

Greg Swyt, CFO 510-897-5200

Claire McAdams, IR & Strategic Initiatives 530-265-9899

ir@ichorsystems.com

Source: Ichor Holdings, Ltd.

Page 4 of 11

ICHOR HOLDINGS, LTD.

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

(unaudited)

March 27,

2026 December 26,

2025 March 28,

2025

Assets

Current assets:

Cash and cash equivalents $ 89,089 $ 98,290 $ 109,281

Accounts receivable, net 93,067 70,514 79,859

Inventories 252,299 231,794 263,454

Prepaid expenses and other current assets 7,639 9,531 7,240

Total current assets 442,094 410,129 459,834

Property and equipment, net 103,551 103,922 103,372

Operating lease right-of-use assets 35,126 35,046 42,232

Other noncurrent assets 13,664 13,638 15,066

Deferred tax assets, net 4,338 4,337 4,069

Intangible assets, net 38,327 40,405 46,638

Goodwill 335,402 335,402 335,402

Total assets $ 972,502 $ 942,879 $ 1,006,613

Liabilities and Shareholders’ Equity

Current liabilities:

Accounts payable $ 108,175 $ 84,007 $ 102,532

Accrued liabilities 16,528 17,479 17,326

Other current liabilities 13,516 10,602 10,149

Current portion of long-term debt 6,250 6,250 7,500

Current portion of lease liabilities 12,203 11,250 11,409

Total current liabilities 156,672 129,588 148,916

Long-term debt, less current portion, net 115,793 117,278 119,264

Lease liabilities, less current portion 24,419 25,413 31,632

Deferred tax liabilities, net 2,627 1,961 1,555

Other non-current liabilities 4,977 4,753 4,885

Total liabilities 304,488 278,993 306,252

Shareholders’ equity:

Preferred shares ($0.0001 par value; 20,000,000 shares authorized; zero shares issued and outstanding)

— — —

Ordinary shares ($0.0001 par value; 200,000,000 shares authorized; 34,744,772, 34,433,776, and 34,113,204 shares outstanding, respectively; 39,182,211, 38,871,215, and 38,550,643 shares issued, respectively)

3 3 3

Additional paid in capital 630,988 624,391 612,644

Treasury shares at cost (4,437,439 shares)

(91,578) (91,578) (91,578)

Retained earnings 128,601 131,070 179,292

Total shareholders’ equity 668,014 663,886 700,361

Total liabilities and shareholders’ equity $ 972,502 $ 942,879 $ 1,006,613

Page 5 of 11

ICHOR HOLDINGS, LTD.

Consolidated Statement of Operations

(in thousands, except share and per share amounts)

(unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

Net sales $ 256,068 $ 223,606 $ 244,465

Cost of sales 223,810 202,624 215,943

Gross profit 32,258 20,982 28,522

Operating expenses:

Research and development 5,530 5,604 5,874

Selling, general, and administrative 22,565 27,135 21,742

Amortization of intangible assets 2,078 2,078 2,078

Total operating expenses 30,173 34,817 29,694

Operating income (loss) 2,085 (13,835) (1,172)

Interest expense, net 1,678 1,686 1,646

Other expense, net 323 308 81

Income (loss) before income taxes 84 (15,829) (2,899)

Income tax expense 2,553 132 1,660

Net loss $ (2,469) $ (15,961) $ (4,559)

Net loss per share:

Basic $ (0.07) $ (0.46) $ (0.13)

Diluted $ (0.07) $ (0.46) $ (0.13)

Shares used to compute net loss per share:

Basic 34,607,033 34,404,875 33,998,364

Diluted 34,607,033 34,404,875 33,998,364

Page 6 of 11

ICHOR HOLDINGS, LTD.

Consolidated Statements of Cash Flows

(in thousands) (unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

Cash flows from operating activities:

Net loss $ (2,469) $ (15,961) $ (4,559)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation and amortization 7,654 10,044 8,058

Impairment of inventory — 3,098 —

Share-based compensation 3,833 4,157 4,123

Impairment of lease right-of-use assets — 507 —

Deferred income taxes 665 (1,815) 247

Amortization of debt issuance costs 78 77 116

Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable, net (22,553) 13,886 6,760

Inventories (20,505) 6,788 (13,352)

Prepaid expenses and other assets 2,856 300 2,837

Accounts payable 27,382 (8,252) 14,307

Accrued liabilities (531) (1,192) 1,804

Other liabilities 673 (2,467) (1,364)

Net cash provided by (used in) operating activities (2,917) 9,170 18,977

Cash flows from investing activities:

Capital expenditures (7,065) (3,249) (18,481)

Net cash used in investing activities (7,065) (3,249) (18,481)

Cash flows from financing activities:

Issuance of ordinary shares under share-based compensation plans 4,766 356 4,004

Employees' taxes paid upon vesting of restricted share units (2,422) (487) (2,013)

Repayments on term loan (1,563) — (1,875)

Net cash provided by (used in) financing activities 781 (131) 116

Net increase (decrease) in cash (9,201) 5,790 612

Cash at beginning of period 98,290 92,500 108,669

Cash at end of period $ 89,089 $ 98,290 $ 109,281

Supplemental disclosures of cash flow information:

Cash paid during the period for interest $ 1,959 $ 1,386 $ 2,251

Cash paid during the period for taxes, net of refunds $ (686) $ 1,125 $ 560

Supplemental disclosures of non-cash activities:

Capital expenditures included in accounts payable $ 412 $ 3,626 $ 1,467

Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,424 $ — $ —

Page 7 of 11

ICHOR HOLDINGS, LTD.

Reconciliation of U.S. GAAP Gross Profit to Non-GAAP Gross Profit

(dollars in thousands)

(unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

U.S. GAAP gross profit $ 32,258 $ 20,982 $ 28,522

Non-GAAP adjustments:

Share-based compensation 545 602 707

Restructuring plan costs (1) — 3,998 —

Facility shutdown costs (2) — 496 304

Other (3) — — 783

Non-GAAP gross profit $ 32,803 $ 26,078 $ 30,316

U.S. GAAP gross margin 12.6 % 9.4 % 11.7 %

Non-GAAP gross margin 12.8 % 11.7 % 12.4 %

(1)Represents the costs associated with our Consolidation Restructuring Plan. Included in this amount for the fourth quarter of 2025 are: (i) inventory impairment costs of $3.1 million and (ii) severance costs associated with affected employees of $0.9 million.

(2)Represents costs associated with the exit from our Scotland and Korea operations. Included in this amount for the fourth quarter of 2025 and first quarter of 2025 are: (i) inventory write-off charges of $0.1 million and $0.0 million, respectively and (ii) severance costs associated with affected employees of $0.4 million and $0.3 million, respectively.

(3)Represents severance costs associated with our global reduction-in-force programs (other than severance costs associated with the exit from our Scotland and Korea operations, as described above).

Page 8 of 11

ICHOR HOLDINGS, LTD.

Reconciliation of U.S. GAAP Operating Income (Loss) to Non-GAAP Operating Income

(dollars in thousands)

(unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

U.S. GAAP operating income (loss) $ 2,085 $ (13,835) $ (1,172)

Non-GAAP adjustments:

Share-based compensation 3,833 4,157 4,123

Amortization of intangible assets 2,078 2,078 2,078

Restructuring plan costs (1) 549 9,058 —

Facility shutdown costs (2) 114 1,220 592

Other (3) — — 954

Non-GAAP operating income $ 8,659 $ 2,678 $ 6,575

U.S. GAAP operating margin 0.8 % (6.2) % (0.5) %

Non-GAAP operating margin 3.4 % 1.2 % 2.7 %

(1)Represents the costs associated with our Consolidation Restructuring Plan. Included in this amount for the first quarter of 2026 and fourth quarter of 2025 are: (i) other direct and incremental restructuring related costs of $0.4 million and $1.2 million, respectively; (ii) fixed asset charges of $0.1 million and $2.6 million, respectively; (iii) inventory impairment costs of $0.0 million and $3.1 million, respectively; (iv) severance costs associated with affected employees of $0.0 million and $1.7 million, respectively; and (v) ROU asset impairment costs of $0.0 million and $0.5 million, respectively.

(2)Represents costs associated with the exit from our Scotland and Korea operations. Included in this amount for the first quarter of 2026, fourth quarter of 2025, and for the first quarter of 2025 are: (i) other direct and incremental facility exit-related costs of $0.1 million, $0.6 million, and $0.0 million, respectively; (ii) severance costs associated with affected employees of $0.0 million, $0.5 million, and $0.6 million, respectively; and (iii) inventory write-off charges of $0.0 million, $0.1 million, and $0.0 million, respectively.

(3)Represents severance costs associated with our global reduction-in-force programs (other than severance costs associated with the exit from our Scotland and Korea operations, as described above).

Page 9 of 11

ICHOR HOLDINGS, LTD.

Reconciliation of U.S. GAAP Net Loss to Non-GAAP Net Income

(in thousands, except share and per share amounts)

(unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

U.S. GAAP net loss $ (2,469) $ (15,961) $ (4,559)

Non-GAAP adjustments:

Share-based compensation 3,833 4,157 4,123

Amortization of intangible assets 2,078 2,078 2,078

Restructuring plan costs (1) 549 9,058 —

Facility shutdown costs (2) 114 1,220 592

Other (3) — — 954

Tax adjustments related to non-GAAP adjustments (4) 1,182 (272) 711

Tax expense from valuation allowance (5) — — 337

Non-GAAP net income $ 5,287 $ 280 $ 4,236

U.S. GAAP diluted EPS $ (0.07) $ (0.46) $ (0.13)

Non-GAAP diluted EPS $ 0.15 $ 0.01 $ 0.12

Shares used to compute non-GAAP diluted EPS 35,297,664 34,580,920 34,206,989

(3)Represents severance costs associated with our global reduction-in-force programs (other than severance costs associated with the exit from our Scotland and Korea operations, as described above).

(4)Adjusts GAAP income tax expense for the impact of our non-GAAP adjustments, which are presented on a gross basis.

(5)During the first quarter of 2025, we recorded a valuation allowance against the deferred tax assets of our Scotland and Korean operations.

Page 10 of 11

ICHOR HOLDINGS, LTD.

Reconciliation of U.S. GAAP Net Cash Provided by Operating Activities to Free Cash Flow

(in thousands)

(unaudited)

Three Months Ended

March 27,

2026 December 26,

2025 March 28,

2025

Net cash provided by (used in) operating activities $ (2,917) $ 9,170 $ 18,977

Capital expenditures (7,065) (3,249) (18,481)

Free cash flow $ (9,982) $ 5,921 $ 496

Page 11 of 11

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 8

v3.26.1

Document and Entity Information

May 04, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

May 04, 2026

Entity Registrant Name

ICHOR HOLDINGS, LTD.

Entity Central Index Key

0001652535

Entity Emerging Growth Company

false

Entity File Number

001-37961

Entity Incorporation, State or Country Code

Entity Address, Address Line One

3185 Laurelview Ct.

Entity Address, City or Town

Fremont

Entity Address, State or Province

Entity Address, Postal Zip Code

94538

City Area Code

510

Local Phone Number

897-5200

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Ordinary Shares, par value $0.0001 per share

Trading Symbol

ICHR

Security Exchange Name

NASDAQ

Entity Addresses [Line Items]

Entity Address, Address Line One

3185 Laurelview Ct.

Entity Address, City or Town

Fremont

Entity Address, State or Province

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressesLineItems

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration