Hayward Holdings Reports Third Quarter Fiscal Year 2026 Financial Results and Increases 2026 Guidance

Hayward Holdings Reports Third Quarter Fiscal Year 2026 Financial Results and Increases 2026 Guidance CHARLOTTE, N.C.--( BUSINESS WIRE)--Hayward Holdings, Inc. (NYSE: HAYW) (“Hayward,” the “Company,” “we,” “us,” or “our”), a leading global specialty water management company focused on designing and manufacturing pool and outdoor living technology and industrial flow control products, today announced financial results for the third quarter of fiscal year 2026, ended September 26, 2026. Comparisons are to financial results for the prior-year third fiscal quarter.

CEO COMMENTS

“Hayward delivered another solid quarter, reflecting disciplined execution and the resilience of our installed base aftermarket business model,” said Kevin Holleran, Hayward’s President and Chief Executive Officer. “Net sales increased 6% year-over-year in the quarter and 8% year-to-date, driven by favorable price realization and higher volumes. Data from our primary U.S. channel partners indicated strong demand for Hayward products, continued market share gains, and balanced channel inventories. Our early buy program for the 2027 pool season is progressing well, with orders ahead of the prior year in North America. We further expanded margins and delivered double-digit earnings growth despite ongoing inflationary pressures. At the same time, we maintained net leverage at 1.5x, the lowest level since our 2021 initial public offering, while increasing capital returns through share repurchases. Our strong year-to-date performance and confidence in continued execution support our increased full year guidance. We remain focused on advancing our strategic growth initiatives and creating long-term stockholder value.”

THIRD QUARTER FISCAL 2026 CONSOLIDATED RESULTS

Net sales increased by 6% to $260.1 million for the third quarter of fiscal 2026. The increase in net sales during the quarter was driven by positive net price to offset inflation and tariffs and modest volume growth.

Gross profit increased by 7% to $124.7 million for the third quarter of fiscal 2026. Gross profit margin increased by 10 basis points to 47.9% primarily due to a greater contribution from North America relative to Europe & Rest of World. Gross profit margin declined modestly in both segments as inflationary pressures slightly exceeded the benefits of pricing initiatives.

Selling, general, and administrative expense (“SG&A”) decreased by 3% to $59.4 million for the third quarter of fiscal 2026. The decrease in SG&A was primarily due to the absence of a non-recurring litigation expense incurred in the prior-year period, partially offset by higher incentive compensation. As a percentage of net sales, SG&A decreased to 22.9% for the third quarter of fiscal 2026 as compared to 25.1% in the prior-year period, a decrease of 220 basis points.

Research, development, and engineering expense (“RD&E”) increased by 21% to $8.6 million for the third quarter of fiscal 2026. The increase was primarily due to higher spend on new product development and new product performance improvements along with increased investment in specialized engineering talent and capabilities. As a percentage of net sales, RD&E increased to 3.3% for the third quarter of fiscal 2026 as compared to 2.9% in the prior-year period, an increase of 40 basis points.

Operating income increased by 22% to $50.2 million for the third quarter of fiscal 2026, due to the aggregated effects of the items described above. Operating income as a percentage of net sales was 19.3% for the third quarter of fiscal 2026, a 250 basis point increase compared to 16.8% in the prior-year period.

Interest expense, net, decreased by 30% to $7.9 million for the third quarter of fiscal 2026, primarily due to lower interest rates on bank debt and increased interest income on cash deposits and short-term investments.

Net income increased by 35% to $32.4 million for the third quarter of fiscal 2026. Net income margin increased by 270 basis points to 12.5%. Adjusted net income* increased by 23% to $39.1 million for the third quarter of fiscal 2026. Adjusted net income margin* increased by 200 basis points to 15.0%.

Adjusted EBITDA* increased by 9% to $64.5 million for the third quarter of fiscal 2026 compared to $59.1 million in the prior-year period. Adjusted EBITDA margin* expanded by 60 basis points to 24.8%.

Diluted EPS increased by 36% to $0.15 for the third quarter of fiscal 2026. Adjusted diluted EPS* increased by 29% to $0.18 for the third quarter of fiscal 2026.

THIRD QUARTER FISCAL 2026 SEGMENT RESULTS

North America (“NAM”)

Net sales rose 9% to $226.4 million in the third quarter of fiscal 2026, primarily due to favorable net pricing that offset inflation and tariffs, along with higher volume.

Segment income increased by 12% to $61.8 million for the third quarter of fiscal 2026. Adjusted segment income* increased by 11% to $68.8 million.

Europe & Rest of World (“E&RW”)

Net sales declined 6% to $33.8 million for the third quarter of fiscal 2026, primarily due to lower volume resulting from geopolitical conflicts in the Middle East and a modest decrease in net price.

Segment income decreased by 8% to $5.7 million for the third quarter of fiscal 2026. Adjusted segment income* decreased by 4% to $6.4 million.

BALANCE SHEET AND CASH FLOW

As of September 26, 2026, Hayward had cash and cash equivalents of $236.3 million, short-term investments of $239.2 million and $422.3 million available for future borrowings under its revolving credit facilities. Net cash provided by operating activities for the nine months ended September 26, 2026 decreased by $57.5 million from the nine months ended September 27, 2025. The decline in net cash provided by operating activities primarily reflected the timing of cash collections and inventory purchases, as well as higher incremental payments for accrued customer rebates and incentive plans, partially offset by increased net income.

OUTLOOK

Hayward is increasing its full year 2026 guidance reflecting sales and earnings growth driven by solid execution across the organization, positive price realization and continued technology adoption. For Fiscal Year 2026, Hayward now expects net sales to increase approximately 5% to 6% from Fiscal Year 2025, compared to our prior guidance of approximately 5%. We now expect adjusted diluted earnings per share* of $0.86 to $0.88, an increase of approximately 12% to 14% from Fiscal Year 2025, compared to our prior guidance of $0.84 to $0.87.

Hayward is excited about the long-term dynamics of the pool industry. The installed base of pools increases every year, providing continued growth opportunities, and the Company benefits from favorable secular demand trends in outdoor living, sunbelt migration, and technology adoption. Hayward continues to leverage its competitive advantages and drive increasing adoption of its leading SmartPad™ pool equipment products both in new construction and the aftermarket, which represents approximately 85% of North America residential pool net sales. Hayward is confident in its long-term outlook for profitable growth and robust cash flow generation, driven by its technology leadership, operational excellence, strong brand and installed base, and multi-channel capabilities.

Please see the Forward-Looking Statements section of this release for a discussion of certain risks relevant to Hayward’s outlook.

CONFERENCE CALL INFORMATION

Hayward will hold a conference call to discuss the results today, October 28, 2026 at 9:00 a.m. (ET).

Interested investors and other parties can listen to a webcast of the live conference call by logging on to the Investor Relations section of the Company’s website at https://investor.hayward.com/events-and-presentations/default.aspx. An earnings presentation will be posted to the Investor Relations section of the Company’s website prior to the conference call.

The conference call can also be accessed by dialing (877) 423-9813 or (201) 689-8573.

For those unable to listen to the live conference call, a replay will be available approximately three hours after the call through the archived webcast on the Hayward website or by dialing (844) 512-2921 or (412) 317-6671. The access code for the replay is 13762887. The replay will be available until 11:59 p.m. Eastern Time on November 11, 2026.

ABOUT HAYWARD HOLDINGS, INC.

Hayward Holdings, Inc. (NYSE: HAYW) is a leading global specialty water management company focused on designing and manufacturing pool and outdoor living technology and industrial flow control products. Driven by a mission to transform the experience of water, Hayward offers a comprehensive portfolio of energy‑efficient and sustainable pool equipment—including pumps, heaters, sanitizers, filters, LED lighting, water features, and cleaners—integrated through its intuitive, IoT‑enabled SmartPad™ platform. The Company also provides industrial thermoplastic valves and process control products serving a wide range of applications.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This earnings release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) and rules and regulations of the Securities and Exchange Commission (“SEC”). Forward-looking statements include, without limitation, statements regarding our plans, strategies, objectives, expectations, intentions, outlook, expenditures, guidance, targets, and assumptions, as well as other statements that are not historical facts. Forward-looking statements are based on management’s current beliefs, assumptions, expectations, and information available at the time the statements are made. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. These statements are made in reliance upon the safe harbor provisions of the Act. However, forward-looking statements are subject to risks, uncertainties, and other factors, many of which are beyond our control, that could cause actual results to differ materially from those expressed or implied by such statements. Readers are cautioned not to place undue reliance on forward-looking statements. We undertake no obligation to publicly update, revise, or correct any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable federal securities laws. Forward-looking statements should be read in conjunction with the risk factors and other cautionary statements, including those described under the heading "Risk Factors" in our most recent Annual Report on Form 10-K and other filings with the SEC.

Important factors that could cause actual results to differ materially include, but are not limited to, the following:

Many of these factors are beyond our control. If one or more of these risks or uncertainties materialize, or if the underlying assumptions prove incorrect, actual results, performance, or achievements may differ materially from those expressed or implied by forward-looking statements in this earnings release. The forward-looking statements included in this earnings release speak only as of the date of this release.

*NON-GAAP FINANCIAL MEASURES

This earnings release includes certain financial measures not presented in accordance with the generally accepted accounting principles in the United States (“GAAP”), including adjusted net income, adjusted net income margin, adjusted basic EPS, adjusted diluted EPS, EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted segment income and adjusted segment income margin. These financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Hayward believes these non-GAAP measures provide analysts, investors and other interested parties with additional insight into the underlying trends of its business and assist these parties in analyzing the Company’s performance across reporting periods on a consistent basis by excluding items that it does not believe are indicative of its core operating performance, which allows for a better comparison against historical results and expectations for future performance. Management uses these non-GAAP measures to understand and compare operating results across reporting periods for various purposes including internal budgeting and forecasting, short and long-term operating planning, employee incentive compensation, and debt compliance. These measures should not be considered in isolation or as an alternative to net income, segment income or other measures of profitability, performance or financial condition under GAAP. You should be aware that the Company’s presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of historical non-GAAP measures to the most directly comparable GAAP measures.

Reconciliation of full fiscal year 2026 adjusted diluted earnings per share outlook to diluted earnings per share is not being provided, as Hayward does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. The outlook for adjusted diluted earnings per share for full year 2026 is calculated in a manner consistent with the historical presentation of these measures, as shown in the appendix.

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Balance Sheets

(Dollars in thousands, except per share data)

September 26, 2026

December 31, 2025

Assets

Current assets

Cash and cash equivalents

236,250

329,648

Short-term investments

239,186

69,462

Accounts receivable, net of allowances of $1,456 and $1,931, respectively

138,940

280,161

Inventories, net

245,493

210,739

Prepaid expenses

16,831

19,500

Income tax receivable

—

656

Other current assets

31,598

41,080

Total current assets

908,298

951,246

Property, plant, and equipment, net of accumulated depreciation of $140,079 and $125,807, respectively

172,292

164,560

Goodwill

948,466

951,197

Trademark

736,000

Customer relationships, net

162,652

178,126

Other intangibles, net

80,202

88,899

Other non-current assets

88,685

80,956

Total assets

3,096,595

3,150,984

Liabilities and Stockholders’ Equity

Current liabilities

Current portion of long-term debt

10,840

13,261

Accounts payable

76,449

77,007

Accrued expenses and other liabilities

181,437

224,222

Income taxes payable

4,280

8,754

Total current liabilities

273,006

323,244

Long-term debt, net

945,554

943,547

Deferred tax liabilities, net

225,643

227,449

Other non-current liabilities

64,286

63,736

Total liabilities

1,508,489

1,557,976

Stockholders’ equity

Preferred stock, $0.001 par value, 100,000,000 authorized, no shares issued or outstanding as of September 26, 2026 and December 31, 2025

—

Common stock $0.001 par value, 750,000,000 authorized; 247,732,447 issued and 211,002,644 outstanding at September 26, 2026; 246,272,783 issued and 217,356,414 outstanding at December 31, 2025

248

247

Additional paid-in capital

1,123,231

1,109,522

Common stock in treasury; 36,729,803 and 28,916,369 at September 26, 2026 and December 31, 2025, respectively

(481,176

)

(363,182

)

Retained earnings

952,529

851,134

Accumulated other comprehensive loss

(6,726

)

(4,713

)

Total stockholders’ equity

1,588,106

1,593,008

Total liabilities and stockholders’ equity

3,096,595

3,150,984

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Statements of Operations

(Dollars in thousands, except per share data)

Three Months Ended

Nine Months Ended

September 26,

2026

September 27,

2025

September 26,

2026

September 27,

2025

Net sales

260,134

244,336

833,728

772,780

Cost of sales

135,484

127,635

435,326

403,372

Gross profit

124,650

116,701

398,402

369,408

Selling, general and administrative expense

59,449

61,368

186,307

179,871

Research, development and engineering expense

8,635

7,122

23,063

19,236

Acquisition and restructuring related expense

276

1,261

3,767

Amortization of intangible assets

6,355

6,882

19,082

20,587

Operating income

50,203

41,053

168,689

145,947

Interest expense, net

7,921

11,316

36,409

38,617

Loss on debt extinguishment

—

2,037

—

Other expense (income), net

1,141

(1,469

)

(273

)

(1,996

)

Total other expense

9,062

9,847

38,173

36,621

Income from operations before income taxes

41,141

31,206

130,516

109,326

Provision for income taxes

8,722

7,178

29,121

26,166

Net income

32,419

24,028

101,395

83,160

Earnings per share

Basic

0.15

0.11

0.47

0.38

Diluted

0.15

0.11

0.46

0.37

Weighted average common shares outstanding

Basic

212,209,178

216,826,626

215,276,635

216,395,032

Diluted

216,531,281

222,420,881

219,897,633

222,074,267

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(Dollars in thousands)

Nine Months Ended

September 26, 2026

September 27, 2025

Cash flows from operating activities

Net income

101,395

83,160

Adjustments to reconcile net income to net cash provided by operating activities

Depreciation

17,915

17,026

Amortization of intangible assets

24,668

25,808

Amortization of deferred debt issuance fees

2,178

2,818

Stock-based compensation

11,466

9,821

Deferred income taxes (benefit)

(2,735

)

1,949

Allowance for credit losses

(485

)

(1,021

)

Loss on debt extinguishment

1,836

—

Loss on sale/disposal of property, plant and equipment

1,144

381

Other non-cash items

(2,650

)

—

Changes in operating assets and liabilities

Accounts receivable

140,160

168,754

Inventories

(35,824

)

(8,064

)

Other current and non-current assets

14,245

29,913

Accounts payable

(508

)

(14,002

)

Accrued expenses and other liabilities

(47,350

)

(33,566

)

Net cash provided by operating activities

225,455

282,977

Cash flows from investing activities

Purchases of property, plant, and equipment

(28,345

)

(19,822

)

Software development costs

(924

)

(1,579

)

Purchases of short-term investments

(362,501

)

(19,650

)

Proceeds from short-term investments

195,000

—

Net cash used in investing activities

(196,770

)

(41,051

)

Cash flows from financing activities

Proceeds from issuance of long-term debt

354,603

—

Payments of long-term debt

(353,429

)

(6,941

)

Payments of short-term notes payable

—

(2,169

)

Debt issuance costs

(6,840

)

(1,388

)

Purchase of common stock

(115,313

)

—

Proceeds from issuance of common stock

2,243

1,729

Taxes paid for net share settlement of equity awards

(1,720

)

(1,141

)

Other, net

(1,020

)

(1,010

)

Net cash used in financing activities

(121,476

)

(10,920

)

Effect of exchange rate changes on cash and cash equivalents

(607

)

1,089

Change in cash and cash equivalents

(93,398

)

232,095

Cash and cash equivalents, beginning of period

329,648

196,589

Cash and cash equivalents, end of period

236,250

428,684

Supplemental disclosures of cash flow information:

Cash paid-interest

39,481

39,892

Cash paid-income taxes, net of refunds

34,718

20,587

Non-cash investing and financing activities:

Accrued and unpaid purchases of property, plant, and equipment

1,867

1,064

Equipment financed under finance leases

631

1,866

Refinancing of long-term debt

605,397

—

Reconciliations

Consolidated Reconciliations

Net Income and Net Income Margin to Adjusted EBITDA and Adjusted EBITDA Margin Reconciliations (Non-GAAP)

Following is a reconciliation from net income and net income margin to adjusted EBITDA and adjusted EBITDA margin:

(Dollars in thousands)

Three Months Ended

Nine Months Ended

September 26,

2026

September 27,

2025

September 26,

2026

September 27,

2025

Net income

32,419

24,028

101,395

83,160

Depreciation

6,053

5,509

17,915

17,026

Amortization

8,240

8,642

24,668

25,808

Interest expense, net

7,921

11,316

36,409

38,617

Income taxes

8,722

7,178

29,121

26,166

EBITDA

63,355

56,673

209,508

190,777

Loss on debt extinguishment (a)

—

2,037

—

Stock-based compensation (b)

—

Currency exchange items (c)

949

(536

)

368

236

Acquisition and restructuring related expense, net (d)

276

1,261

3,767

Other (e)

203

2,653

437

1,567

Total Adjustments

1,160

2,393

4,103

5,627

Adjusted EBITDA

64,515

59,066

213,611

196,404

Net income margin

12.5

9.8

12.2

10.8

Adjusted EBITDA margin

24.8

24.2

25.6

25.4

(a)

Adjustments in the nine months ended September 26, 2026 represents a $1.8 million loss incurred as a result of the Company's debt refinancing in June 2026 in connection with the entry into the Credit Agreement. The Company also incurred a $0.2 million loss on debt extinguishment as a result of the voluntary repayment of the principal balance for a portion of other bank debt in February 2026.

(b)

Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of Hayward’s Initial Public Offering ("IPO").

(c)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

(d)

Adjustments in the three months ended September 26, 2026 were primarily driven by $8 thousand of costs related to a restructuring action in E&RW.

Adjustments in the three months ended September 27, 2025 were primarily driven by $0.3 million of costs related to restructuring actions in E&RW.

Adjustments in the nine months ended September 26, 2026 were primarily driven by $0.8 million of costs related to a restructuring action in E&RW and $0.5 million of termination benefits associated with the restructuring of several teams in NAM.

Adjustments in the nine months ended September 27, 2025 were primarily driven by $3.3 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.5 million of costs related to restructuring actions in E&RW and $0.2 million of separation costs for the consolidation of operations in North America, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, NC from Berkeley Heights, NJ.

(e)

Adjustments in the three months ended September 26, 2026 primarily included $0.2 million of non-recurring transition costs related to the restructuring in E&RW. Adjustments in the three months ended September 27, 2025 primarily included a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million was paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $0.2 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

Adjustments in the nine months ended September 26, 2026 primarily included $0.4 million of non-recurring transition costs related to the restructuring in E&RW. Adjustments in the nine months ended September 27, 2025 primarily included a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million was paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $1.3 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

Following is a reconciliation from net income and net income margin to adjusted EBITDA and adjusted EBITDA margin for the last 12 months:

(Dollars in thousands)

Last Twelve

Months (f)

Fiscal Year

September 26, 2026

December 31, 2025

Net income

169,805

151,570

Depreciation

23,724

22,835

Amortization

33,311

34,451

Interest expense, net

48,074

50,282

Income taxes

36,022

33,067

EBITDA

310,936

292,205

Loss on debt extinguishment (a)

2,037

—

Stock-based compensation (b)

—

Currency exchange items (c)

211

Acquisition and restructuring related expense, net (d)

1,380

3,886

Other (e)

1,922

3,052

Total Adjustments

5,550

7,074

Adjusted EBITDA

316,486

299,279

Net income margin

14.4

13.5

Adjusted EBITDA margin

26.8

26.7

(a)

(b)

(c)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

(d)

Adjustments in the last 12 months ended September 26, 2026 were primarily driven by $0.8 million of costs related to restructuring actions in E&RW and $0.5 million of termination benefits associated with the restructuring of several teams in NAM.

Adjustments in the year ended December 31, 2025 were primarily driven by $3.1 million of compensation expenses for the retention of key employees acquired in the ChlorKing acquisition. Pursuant to the ChlorKing acquisition agreement, the full amount held in escrow was released to the specified key employees if such employees were employed by Hayward on the one-year anniversary of the acquisition. These payments were contingent on continued employment and were not dependent on the achievement of any metric or performance measure. The retention costs were recognized over the 12-month period from the date of acquisition. Other adjustments for the year ended December 31, 2025 included $0.4 million of costs related to restructuring actions in E&RW, $0.3 million of separation costs for the consolidation of operations in North America and $0.2 million of other acquisition and integration costs, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, North Carolina from Berkeley Heights, New Jersey.

(e)

Adjustments in the last 12 months ended September 26, 2026 were primarily driven by $1.5 million for the settlement of the securities class action litigation. Expenses beyond the total $4.3 million recognized during Fiscal Year 2025 related to this case were paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments included $0.4 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the year ended December 31, 2025 were primarily driven by $4.3 million for the settlement of the securities class action litigation as discussed above, partially offset by $1.3 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

(f)

Items for the last 12 months ended September 26, 2026 were calculated by adding the items for the nine months ended September 26, 2026 plus fiscal year ended December 31, 2025 and subtracting the items for the nine months ended September 27, 2025.

Net Income, Net Income Margin and Diluted EPS to Adjusted Net Income, Adjusted Net Income Margin and Adjusted EPS Reconciliations (Non-GAAP)

Following is a reconciliation of net income and net income margin to adjusted net income and adjusted net income margin, and a reconciliation of earnings per share to adjusted earnings per share:

(Dollars in thousands, except per share data)

Three Months Ended

Nine Months Ended

September 26, 2026

September 27, 2025

September 26, 2026

September 27, 2025

Net income

32,419

24,028

101,395

83,160

Tax adjustments (a)

(551

)

(481

)

(809

)

(673

)

Other adjustments and amortization:

Loss on debt extinguishment (b)

—

2,037

—

Stock-based compensation (c)

—

Currency exchange items (d)

949

(536

)

368

236

Acquisition and restructuring related expense, net (e)

276

1,261

3,767

Other (f)

203

2,653

437

1,567

Total other adjustments

1,160

2,393

4,103

5,627

Amortization

8,240

8,642

24,668

25,808

Debt refinancing fees (g)

—

5,186

—

Tax effect (h)

(2,119

)

(2,708

)

(7,787

)

(7,717

)

Adjusted net income

39,149

31,874

126,756

106,205

Net income margin

12.5

9.8

12.2

10.8

Adjusted net income margin

15.0

13.0

15.2

13.7

Weighted average number of common shares outstanding, basic

212,209,178

216,826,626

215,276,635

216,395,032

Weighted average number of common shares outstanding, diluted

216,531,281

222,420,881

219,897,633

222,074,267

Basic EPS

0.15

0.11

0.47

0.38

Diluted EPS

0.15

0.11

0.46

0.37

Adjusted basic EPS

0.18

0.15

0.59

0.49

Adjusted diluted EPS

0.18

0.14

0.58

0.48

(a)

Tax adjustments for the three and nine months ended September 26, 2026 reflected a normalized tax rate of 22.5% and 22.9%, respectively, compared to the Company’s effective tax rate of 21.2% and 22.3%, respectively. The Company’s effective tax rate for the three and nine months ended September 26, 2026 primarily included the tax benefits resulting from stock-based compensation and interest received on an income tax refund. Tax adjustments for the three and nine months ended September 27, 2025 reflected a normalized tax rate of 24.5% and 24.5%, respectively, compared to the Company's effective tax rate of 23.0% and 23.9%, respectively. The Company’s effective tax rate for the three and nine months ended September 27, 2025 primarily included the tax benefits resulting from stock-based compensation.

(b)

(c)

(d)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

Adjustments in the three months ended September 26, 2026 were primarily driven by $8 thousand of costs related to a restructuring action in E&RW.

Adjustments in the three months ended September 27, 2025 were primarily driven by $0.3 million of costs related to restructuring actions in E&RW.

(f)

(g)

Represents non-recurring professional fees expensed as part of our credit facility refinance for the portion of debt that was accounted for as a modification.

(h)

The tax effect represented the immediately preceding adjustments at the normalized tax rates as discussed in footnote (a) above.

Reconciliation of Net Debt to Net Leverage (Non-GAAP)

Following is a reconciliation of Net Leverage, defined as total debt less cash and cash equivalents and short-term investments divided by the sum of the last twelve months adjusted EBITDA:

(Dollars in thousands)

September 26, 2026

December 31, 2025

Term Facility, due June 23, 2033

960,000

955,000

Other bank debt

1,182

4,826

Finance lease obligations

3,715

3,639

Total Debt

964,897

963,465

Cash and cash equivalents

236,250

329,648

Short-term investments

239,186

69,462

Net Debt

489,461

564,355

Adjusted EBITDA

316,486

299,279

Net Leverage

1.5

1.9

Segment Reconciliations

Following is a reconciliation from segment income and segment income margin to adjusted segment income and adjusted segment income margin for the NAM and E&RW segments:

(Dollars in thousands)

Three Months Ended

September 26, 2026

September 27, 2025

NAM

E&RW

NAM

E&RW

Segment income

61,782

5,733

55,387

6,247

Depreciation

5,140

486

4,675

441

Amortization

1,885

—

1,760

—

Other (a)

—

203

(101

)

—

Total adjustments

7,025

689

6,334

441

Adjusted segment income

68,807

6,422

61,721

6,688

Segment income margin

27.3

17.0

26.6

17.3

Adjusted segment income margin

30.4

19.0

29.6

18.5

(a)

Adjustments in the three months ended September 26, 2026 for E&RW primarily included $0.2 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the three months ended September 27, 2025 for NAM primarily included $0.1 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

(Dollars in thousands)

Nine Months Ended

September 26, 2026

September 27, 2025

NAM

E&RW

NAM

E&RW

Segment income

202,502

20,656

182,215

20,374

Depreciation

15,147

1,485

14,623

1,294

Amortization

5,586

—

5,221

—

Other (a)

—

437

(611

)

—

Total adjustments

20,733

1,922

19,233

1,294

Adjusted segment income

223,235

22,578

201,448

21,668

Segment income margin

28.4

17.2

28.0

16.7

Adjusted segment income margin

31.3

18.8

31.0

17.7

(a)

Adjustments in the nine months ended September 26, 2026 for E&RW primarily included $0.4 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the nine months ended September 27, 2025 for NAM primarily included $0.6 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.