APOGEE ENTERPRISES, INC.
For the period ended Feb 28, 2026. Filed Apr 24, 2026.
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FY2026 · Filed Apr 24, 2026
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Item 8. Financial Statements and Supplementary Data
Management's Annual Report on Internal Control over Financial Reporting
Management of Apogee Enterprises, Inc. and its subsidiaries (the Company) is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) of the Securities Exchange Act of 1934. The Company's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company's internal control over financial reporting includes those policies and procedures that (1) pertain to maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.
Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of February 28, 2026, using criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013).
Following this report are reports from the Company's independent registered public accounting firm, Deloitte & Touche LLP, on the Company's consolidated financial statements and on the effectiveness of the Company's internal control over financial reporting as of February 28, 2026.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of Apogee Enterprises, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Apogee Enterprises, Inc. and subsidiaries (the "Company") as of February 28, 2026 and March 1, 2025, the related consolidated results of operations, statements of comprehensive earnings, cash flows, and shareholders' equity, for each of the three years in the period ended February 28, 2026, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February 28, 2026 and March 1, 2025, and the results of its operations and its cash flows for each of the three years in the period ended February 28, 2026, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of February 28, 2026, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated April 24, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Net Sales — Revenue Recognition for Long-Term Contracts in the Architectural Services Segment — Refer to Notes 1, 2, and 16 to the consolidated financial statements
The Architectural Services Segment, which provides building glass and curtainwall installation services and operates under long-term, fixed-price contracts, accounted for approximately $439.2 million, or 31 percent of total net sales for the year ended February 28, 2026. The contracts for this business typically have a single, bundled performance obligation, as the business generally provides interrelated products and services and integrates these products and services into a combined output specified by the customer. The customer obtains control of this combined output, generally integrated window systems or installed window and curtainwall systems, over time. The Company measures progress on these contracts following an input method, by comparing total costs incurred to-date to the total estimated costs for the contract and recording that proportion of the total contract price as revenue.
Given the judgments necessary to estimate total costs and profit for the contract performance obligations used to recognize revenue for long-term, fixed-price contracts in the Architectural Services segment, auditing such estimates required extensive audit effort due to the complexity of long-term contracts and a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to management’s estimates of total costs and profit for the contract performance obligations used to recognize revenue for certain long-term contracts in the Architectural Services segment included, but were not limited to the following:
We tested the effectiveness of controls over long-term contract revenue, including those over the estimates of total costs and profit for performance obligations.
We developed an expectation of the amount of total long-term contract revenue based on prior year margins applied to cost of sales in the current year and compared our expectation to the amount of long-term contract revenue recorded by management.
We evaluated management’s ability to estimate total costs and profit by comparing actual costs and profit to management’s historical estimates for performance obligations that have been fulfilled.
We selected a sample of long-term contracts from the contract portfolio and performed the following procedures:
Evaluated whether the long-term contracts were properly included in management’s calculation of long-term contract revenue based on the terms and conditions of each contract, including whether continuous transfer of control to the customer occurred as progress was made toward fulfillment of the performance obligations.
Compared the transaction prices to the consideration expected to be received based on current rights and obligations under the long-term contracts and any modifications that were agreed upon with the customers.
Tested management’s identification of distinct performance obligations by evaluating whether the underlying services are highly interdependent and interrelated.
Tested the accuracy and completeness of the costs incurred to date for the performance obligations.
Tested the mathematical accuracy of management’s calculation of long-term contract revenue for the performance obligation.
Evaluated the estimates of total cost and profit for the performance obligations by:
Comparing costs incurred to date to the costs management estimated to be incurred to date.
Evaluating management’s ability to achieve the estimates of total cost and profit by performing corroborating inquiries with the Company’s project managers and engineers, and comparing the estimates to management’s work plans, engineering specifications, and supplier contracts.
/s/Deloitte & Touche LLP
Minneapolis, Minnesota
April 24, 2026
We have served as the Company's auditor since fiscal 2003.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of Apogee Enterprises, Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Apogee Enterprises, Inc. and subsidiaries (the "Company") as of February 28, 2026, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of February 28, 2026, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended February 28, 2026, of the Company and our report dated April 24, 2026, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
April 24, 2026
CONSOLIDATED BALANCE SHEETS
| (In thousands, except per share data) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Assets | ||
| Current assets | ||
| Cash and cash equivalents | $39,523 | $41,448 |
| Receivables, net | 198,516 | 185,590 |
| Inventories, net | 98,059 | 92,305 |
| Contract assets | 59,512 | 71,842 |
| Other current assets | 43,823 | 50,919 |
| Total current assets | 439,433 | 442,104 |
| Property, plant and equipment, net | 255,032 | 268,139 |
| Operating lease right-of-use assets | 48,736 | 62,314 |
| Goodwill | 236,744 | 235,775 |
| Intangible assets, net | 111,261 | 128,417 |
| Other non-current assets | 31,139 | 38,520 |
| Total assets | $1,122,345 | $1,175,269 |
| Liabilities and Shareholders’ Equity | ||
| Current liabilities | ||
| Accounts payable | $105,478 | $98,804 |
| Accrued compensation and benefits | 39,667 | 48,510 |
| Contract liabilities | 60,903 | 35,193 |
| Operating lease liabilities | 14,729 | 15,290 |
| Other current liabilities | 46,079 | 87,659 |
| Total current liabilities | 266,856 | 285,456 |
| Long-term debt | 232,279 | 285,000 |
| Non-current operating lease liabilities | 39,375 | 51,632 |
| Non-current self-insurance reserves | 24,914 | 30,382 |
| Other non-current liabilities | 47,127 | 34,901 |
| Commitments and contingent liabilities (Note 10) | ||
| Shareholders’ equity | ||
| Common stock of $0.33-1/3 par value; authorized 50,000,000 shares; issued and outstanding 21,220,350 and 21,417,631 shares, respectively | 7,073 | 7,139 |
| Additional paid-in capital | 159,085 | 156,075 |
| Retained earnings | 376,438 | 359,976 |
| Accumulated other comprehensive loss | (30,802) | (35,292) |
| Total shareholders’ equity | 511,794 | 487,898 |
| Total liabilities and shareholders’ equity | $1,122,345 | $1,175,269 |
CONSOLIDATED RESULTS OF OPERATIONS
| Year-Ended | |||
|---|---|---|---|
| February 28, 2026 | March 1, 2025 | March 2, 2024 | |
| (In thousands, except per share data) | (52 weeks) | (52 weeks) | (53 weeks) |
| Net sales | $1,404,733 | $1,360,994 | $1,416,942 |
| Cost of sales | 1,085,259 | 1,001,101 | 1,049,814 |
| Gross profit | 319,474 | 359,893 | 367,128 |
| Selling, general and administrative expenses | 235,000 | 241,783 | 233,295 |
| Operating income | 84,474 | 118,110 | 133,833 |
| Interest expense, net | 13,976 | 6,159 | 6,669 |
| Other (income) expense, net | (6,958) | (623) | (2,089) |
| Earnings before income taxes | 77,456 | 112,574 | 129,253 |
| Income tax expense | 23,325 | 27,522 | 29,640 |
| Net earnings | $54,131 | $85,052 | $99,613 |
| Basic earnings per share | $2.54 | $3.91 | $4.55 |
| Diluted earnings per share | $2.52 | $3.89 | $4.51 |
| Weighted average basic shares outstanding | 21,295 | 21,726 | 21,871 |
| Weighted average diluted shares outstanding | 21,517 | 21,891 | 22,091 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
| Year-Ended | |||
|---|---|---|---|
| February 28,2026 | March 1,2025 | March 2, 2024 | |
| (In thousands) | (52 weeks) | (52 Weeks) | (53 weeks) |
| Net earnings | $54,131 | $85,052 | $99,613 |
| Other comprehensive earnings (loss): | |||
| Unrealized gain on marketable securities, net of $25, $49 and $59 of tax expense, respectively | 92 | 184 | 222 |
| Unrealized gain (loss) on derivative instruments, net of $46, $(135) and $(22) of tax expense (benefit), respectively | 121 | (442) | (72) |
| Unrealized gain on pension obligation, net of $11, $23 and $261 of tax expense, respectively | 110 | 79 | 857 |
| Foreign currency translation adjustments | 4,167 | (5,582) | 1,018 |
| Other comprehensive earnings (loss) | 4,490 | (5,761) | 2,025 |
| Total comprehensive earnings | $58,621 | $79,291 | $101,638 |
CONSOLIDATED STATEMENTS OF CASH FLOWS
| Year-Ended | |||
|---|---|---|---|
| February 28,2026 | March 1,2025 | March 2, 2024 | |
| (In thousands) | (52 weeks) | (52 weeks) | (53 weeks) |
| Operating Activities | |||
| Net earnings | $54,131 | $85,052 | $99,613 |
| Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
| Depreciation and amortization | 49,998 | 44,608 | 41,588 |
| Share-based compensation | 8,246 | 10,725 | 9,721 |
| Deferred income taxes | 15,483 | 3,836 | (9,748) |
| Impairment of long-lived assets | 11,477 | 7,634 | 7,021 |
| Settlement of New Markets Tax Credit transaction | (6,740) | — | (4,687) |
| Non-cash lease expense | 6,574 | 13,749 | 11,721 |
| Other, net | (1,671) | (1,247) | 4,615 |
| Changes in operating assets and liabilities: | |||
| Receivables | (12,409) | (508) | 23,993 |
| Inventories | (5,340) | (5,810) | 9,366 |
| Contract assets | 12,583 | (22,625) | 9,880 |
| Accounts payable | 5,515 | 9,595 | (2,655) |
| Accrued compensation and benefits | (9,117) | (11,793) | 2,102 |
| Contract liabilities | 25,649 | 598 | 6,590 |
| Operating lease liability | (9,706) | (12,703) | (12,632) |
| Accrued income taxes | 3,858 | (5,120) | 6,523 |
| Other current assets and liabilities | (26,066) | 9,171 | 1,143 |
| Net cash provided by operating activities | 122,465 | 125,162 | 204,154 |
| Investing Activities | |||
| Capital expenditures | (27,308) | (35,593) | (43,180) |
| Proceeds from sales of property, plant and equipment | 1,632 | 693 | 293 |
| Purchases of marketable securities | (9,670) | (2,394) | (2,953) |
| Sales/maturities of marketable securities | 4,820 | 3,570 | 2,165 |
| Acquisition of business, net of cash acquired | — | (232,169) | — |
| Net cash used by investing activities | (30,526) | (265,893) | (43,675) |
| Financing Activities | |||
| Proceeds from revolving credit facilities | 93,000 | 77,201 | 196,964 |
| Repayment on revolving credit facilities | (143,000) | (57,201) | (304,817) |
| Proceeds from term loans | — | 250,000 | — |
| Repayment of term loans | (2,722) | (47,000) | — |
| Payments of debt issuance costs | — | (3,798) | — |
| Repurchase of common stock | (15,000) | (45,364) | (11,821) |
| Dividends paid | (22,216) | (21,737) | (21,133) |
| Other, net | (6,241) | (6,052) | (3,800) |
| Net cash (used by) provided by financing activities | (96,179) | 146,049 | (144,607) |
| Effect of exchange rates on cash | 2,315 | (1,086) | (129) |
| (Decrease) increase in cash and cash equivalents | (1,925) | 4,232 | 15,743 |
| Cash and cash equivalents at beginning of period | 41,448 | 37,216 | 21,473 |
| Cash and cash equivalents at end of period | $39,523 | $41,448 | $37,216 |
| Non-cash Activity | |||
| Capital expenditures in accounts payable | $4,170 | $3,313 | $3,588 |
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
| (In thousands, except per share data) | Common Shares Outstanding | Common Stock at Par Value | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total Shareholders' Equity |
|---|---|---|---|---|---|---|
| Balance at February 25, 2023 | 22,224 | $7,408 | $146,816 | $273,740 | $(31,556) | $396,408 |
| Net earnings | — | — | — | 99,613 | — | 99,613 |
| Other comprehensive income, net of tax | — | — | — | — | 2,025 | 2,025 |
| Issuance of stock, net of cancellations | 171 | 58 | (150) | (40) | — | (132) |
| Share-based compensation | — | — | 9,721 | — | — | 9,721 |
| Exercise of stock options | 25 | 8 | (840) | — | — | (832) |
| Share repurchases | (280) | (93) | (1,989) | (9,739) | — | (11,821) |
| Other share retirements | (51) | (18) | (740) | (2,066) | — | (2,824) |
| Cash dividends ($0.9700 per share) | — | — | — | (21,133) | — | (21,133) |
| Balance at March 2, 2024 | 22,089 | $7,363 | $152,818 | $340,375 | $(29,531) | $471,025 |
| Net earnings | — | — | — | 85,052 | — | 85,052 |
| Other comprehensive loss, net of tax | — | — | — | — | (5,761) | (5,761) |
| Issuance of stock, net of cancellations | 214 | 71 | (312) | 241 | — | — |
| Share-based compensation | — | — | 10,725 | — | — | 10,725 |
| Share repurchases | (787) | (263) | (6,415) | (38,686) | — | (45,364) |
| Other share retirements | (98) | (32) | (741) | (5,269) | — | (6,042) |
| Cash dividends ($1.0100 per share) | — | — | — | (21,737) | — | (21,737) |
| Balance at March 1, 2025 | 21,418 | $7,139 | $156,075 | $359,976 | $(35,292) | $487,898 |
| Net earnings | — | — | — | 54,131 | — | 54,131 |
| Other comprehensive income, net of tax | — | — | — | — | 4,490 | 4,490 |
| Issuance of stock, net of cancellations | 303 | 96 | (1,284) | (118) | — | (1,306) |
| Share-based compensation | — | — | 8,246 | — | — | 8,246 |
| Share repurchases | (388) | (129) | (3,032) | (11,839) | — | (15,000) |
| Other share retirements | (113) | (33) | (920) | (3,496) | — | (4,449) |
| Cash dividends ($1.0500 per share) | — | — | — | (22,216) | — | (22,216) |
| Balance at February 28, 2026 | 21,220 | $7,073 | $159,085 | $376,438 | $(30,802) | $511,794 |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
- Summary of Significant Accounting Policies and Related Data
Basis of consolidation
The consolidated financial statements include the balances of Apogee Enterprises, Inc. and its subsidiaries (Apogee, we, us, our or the Company) after elimination of intercompany balances and transactions. We consolidate variable interest entities related to our New Markets Tax Credit transactions as it has been determined that the Company is the primary beneficiary of those entities' operations (refer to Note 10 for more information).
Fiscal year
Our fiscal year ends on the Saturday closest to the last day of February. Fiscal 2026 and fiscal 2025 each consisted of 52 weeks, while fiscal 2024 consisted of 53 weeks.
Accounting estimates
The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts on the consolidated financial statements and accompanying notes. Actual results could differ significantly from those estimates.
Cash equivalents
Highly liquid investments with an original maturity of three months or less are included in cash equivalents and are stated at cost, which approximates fair value.
Marketable securities
We hold marketable securities consisting of municipal and corporate bonds, which are carried at fair value on the Consolidated Balance Sheets. To the extent the amortized cost basis of the available-for-sale securities exceeds the fair value, we assess the debt securities for credit loss. When assessing the risk of credit loss, we consider factors such as the severity and the reason of the decline in value, including any changes to the rating of the security by a rating agency or other adverse conditions specifically related to the security, and management's intended holding period and time horizon for selling. During fiscal 2026, 2025, and 2024, the Company did not recognize any credit losses related to its available-for-sale securities. Further, as of February 28, 2026 and March 1, 2025, the Company did not record an allowance for credit losses related to its available-for-sale securities. Marketable securities are included in other current and non-current assets on the Consolidated Balance Sheets and gross realized gains and losses are included in other (income) expense, net in our Consolidated Results of Operations.
Inventories
Inventories are valued at lower of cost or net realizable value using the first-in, first-out (FIFO) method.
Property, plant and equipment
Property, plant and equipment (PP&E) is recorded at cost. Significant improvements and renewals that extend the useful life of an asset are capitalized. Repairs and maintenance items are generally charged to expense when incurred. When an asset is retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the balance sheet and any related gains or losses are included in selling, general and administrative expenses.
Depreciation is computed on a straight-line basis, based on estimated useful lives of 10 years to 25 years for buildings and improvements;3 years to 15 years for machinery and equipment; and 3 years to 7 years for computer and office equipment and furniture.
Goodwill and intangible assets
Goodwill represents the excess of the cost over the net tangible and identified intangible assets of acquired businesses. We evaluate goodwill for impairment annually on the first day in our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of the goodwill may not be recoverable.
Evaluating goodwill for impairment involves the determination of the fair value of each reporting unit in which goodwill is recorded using a qualitative or quantitative analysis. A reporting unit is an operating segment or a component of an operating segment for which discrete financial information is available and reviewed by segment management on a regular basis.
The reporting units for our fiscal 2026 annual impairment test align with our reporting segments of Architectural Metals, Architectural Services, Architectural Glass, and Performance Surfaces.
We estimate the fair value of a reporting unit using both the income approach and the market approach. The income approach uses a discounted cash flow methodology that involves significant judgment and projections of future performance. Assumptions about future revenues and future operating expenses, capital expenditures and changes in working capital are based on the annual operating plan and other business plans for each reporting unit. These plans take into consideration numerous factors, including historical experience, current and future operational plans, anticipated future economic conditions and growth expectations for the industries and end markets in which we participate. These projections are discounted using a weighted-average cost of capital, which considers the risk inherent in our projections of future cash flows. We determine the weighted-average cost of capital for this analysis by weighting the required returns on interest bearing debt and common equity capital in proportion to their estimated percentages in an expected capital structure, using published data where possible. We used discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and in the internally developed forecasts. The market approach uses a multiple of earnings and revenue based on guidelines for publicly traded companies.
Intangible assets
We have intangible assets for certain acquired trade names and trademarks which are determined to have indefinite useful lives. We test indefinite-lived intangible assets for impairment annually at the same measurement date as goodwill, the first day of our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, an impairment expense is recognized in an amount equal to that excess. If an impairment expense is recognized, the adjusted carrying amount becomes the asset's new accounting basis.
Fair value of indefinite-lived intangible assets is measured using the relief-from-royalty method. This method assumes the trade name or trademark has value to the extent that the owner is relieved of the obligation to pay royalties for the benefits received from the asset. This method requires estimation of future revenue from the related asset, the appropriate royalty rate, and the weighted average cost of capital. The assessment of fair value involves significant judgment and projections about future performance.
Definite-lived intangible assets are amortized based on estimated useful lives ranging from 5 years to 20 years and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We use undiscounted cash flows to determine whether impairment exists and measure any impairment loss using discounted cash flows.
The estimated useful lives of all intangible assets are reviewed annually, and we have determined that the remaining lives were appropriate. Refer to Note 6 for additional information.
Leases
We have commercially negotiated leases where we recognize a right-of-use asset and lease liability on our Consolidated Balance Sheet at lease commencement for leases with terms greater than twelve months. The initial lease liability is recognized at the present value of remaining lease payments over the lease term. Leases with an initial term of twelve months or less are not recorded on our Consolidated Balance Sheet. We recognize lease expense for operating leases on a straight-line basis over the lease term. Refer to Note 8 for additional information.
Impairment of long-lived assets
Long-lived assets or asset groups, including property, plant, and equipment and definite-lived intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances such as asset utilization, physical change, legal factors or other matters indicate that the carrying value of those assets may not be recoverable. When this review indicates the carrying value of an asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group, an asset impairment expense is recognized in earnings in the period such a determination is made. The amount of the impairment expense recorded is the amount by which the carrying value of the impaired asset or asset group exceeds its fair value based on discounted cash flows.
The Company recognized impairments of long‑lived assets that were directly associated with restructuring initiatives undertaken to streamline operations and align the cost structure with expected future business activity in fiscal years 2026 and 2024. Impairment charges incurred as part of these restructuring plans were $11.5 million in fiscal year 2026, and $6.2 million in fiscal 2024.
Fiscal year 2026 impairment charges were made up of:
$5.0 million on a customer relationship intangible within the Architectural Services Segment;
$3.4 million on right-of-use assets within the Architectural Services and Metals Segments; and
$3.1 million on property, plant, and equipment and internal-use software within Corporate.
During fiscal year 2025, because of our annual impairment analysis and driven by changes to branding strategies within the Architectural Metals segment, an impairment charge of $7.6 million was incurred on certain tradenames.
In fiscal year 2024, we recorded asset impairment on property, plant and equipment and right‑of‑use assets within the Architectural Metals Segment.
Impairment charges were included within Selling, General and Administrative expenses in our Consolidated Results of Operations for all periods.
Self-Insurance
We obtain commercial insurance to provide coverage for potential losses in areas such as employment practices, workers' compensation, directors and officers, automobile, architect's and engineer's errors and omissions, product rework and general liability. A substantial portion of this risk is retained on a self-insured basis through our wholly-owned insurance subsidiary. We establish a reserve for estimated ultimate losses on reported claims and those incurred but not yet reported utilizing actuarial projections. Reserves are classified within other current liabilities or non-current self-insurance reserves on our Consolidated Balance Sheets based on expectations of when the estimated loss will be paid.
Additionally, we maintain a self-insurance reserve for health insurance programs offered to eligible employees, included within other current liabilities on the Consolidated Balance Sheets. The reserve includes an estimate for losses on reported claims as well as for amounts incurred but not yet reported, based on historical trends.
Warranty and project-related contingencies
We are subject to claims associated with our products and services, principally as a result of disputes with our customers involving the performance or aesthetics of our architectural products and services. We reserve estimated exposures on known claims, as well as on a portion of potential claims for product warranty and rework costs, based on historical product liability claims as a ratio of sales. We also reserve for estimated backcharge exposures or other claims as they are known and reasonably estimable. Reserves are included in other current and non-current liabilities based on the estimated timing of dispute resolution.
Foreign currency
Local currencies are considered the functional currencies for our subsidiaries outside of the United States. Assets and liabilities of these subsidiaries are translated at the exchange rates at the balance sheet date. Income and expense items are translated using average monthly exchange rates. Translation adjustments are included in accumulated other comprehensive loss on the Consolidated Balance Sheets.
Derivatives and hedging activities
We are exposed to, among other risks, the impact of changes in aluminum prices, foreign currency exchange rates, and interest rates in the normal course of business. In order to manage the exposure and volatility arising from these risks, we may utilize derivative financial instruments to offset a portion of these risks. We use derivative financial instruments to hedge identified business risks, and do not hold or issue derivative financial instruments for trading purposes and are not a party to leveraged derivatives.
All derivative instruments within the scope of ASC 815, Derivatives and Hedging, are recorded as either assets or liabilities at fair value on the Consolidated Balance Sheets. All hedging instruments that qualify for hedge accounting are designated and effective as hedges with changes recognized in other comprehensive earnings (loss). Instruments that do not qualify for hedge accounting are marked to market with changes recognized directly in net earnings. Cash flows from derivative instruments are classified in the statements of cash flows in the same category as the cash flows from the items subject to designated hedge or undesignated (economic) hedge relationships. Refer to Note 4 for additional information.
Revenue recognition
Our accounting policy for revenue recognition follows ASC 606, Revenue from Contracts with Customers. We generate revenue from the design, engineering and fabrication of architectural glass, curtainwall, window, storefront and entrance systems, and from installing those products on non-residential buildings. We also manufacture value-added glass, acrylic and industrial flooring products. Due to the diverse nature of our operations and various types of contracts with customers, we have businesses that recognize revenue at shipment, businesses that recognize revenue following an over-time input method and businesses that recognize revenue following an over-time output method.
Approximately 46% of our fiscal 2026 revenue was recognized at the time products were shipped from our manufacturing facilities, which is when control is transferred to our customer. These businesses do not generate contract-related assets or liabilities. Variable consideration associated with these contracts and orders, generally related to early pay discounts or volume rebates, is not considered significant.
Approximately 35% of our fiscal 2026 revenue was from fixed-price contracts, following an over-time input method. These contracts contain a single, bundled performance obligation, as these businesses generally provide interrelated products and services and integrate these products and services into a combined output specified by the customer. The customer obtains control of this combined output, generally integrated window systems or installed window and curtainwall systems, over time. We measure progress on these contracts following an input method, by comparing total costs incurred to-date to the total estimated costs for the contract, and record that proportion of the total contract price as revenue in the period. Contract costs include materials, labor and other direct costs related to contract performance. We believe this method of recognizing revenue is consistent with our progress in satisfying our contract obligations.
Due to the nature of the work required under these long-term contracts, the estimation of total costs remaining to complete throughout a project is subject to many variables and requires significant judgment. It is common for these contracts to contain potential bonuses or penalties which are generally awarded or charged upon certain project milestones or cost or timing targets, and these can be based on customer discretion. We estimate variable consideration at the most likely amount to which we expect to be entitled. We include estimated amounts in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on our assessments of anticipated performance and all information (historical, current and forecasted) that is reasonably available to us.
Long-term contracts are often modified to account for changes in contract specifications and requirements of work to be performed. We consider contract modifications to exist when the modification, generally through a change order, either creates new or changes existing enforceable rights and obligations, and we evaluate these types of modifications to determine whether they may be considered distinct performance obligations. In most cases, these contract modifications are for goods or services that are not distinct from the existing contract, due to the significant integration service provided in the context of the contract. Therefore, these modifications are accounted for as part of the existing contract. The effect of a contract modification on the transaction price and our measure of progress is recognized as an adjustment to revenue, generally on a cumulative catch-up basis.
The net cumulative catch-up adjustments on our longer-term contracts for changes in estimates had the following effect on the respective periods shown:
| (in thousands, except earnings per share data) | Year Ended | ||
|---|---|---|---|
| February 28, 2026 | March 1, 2025 | March 2, 2024 | |
| (52 weeks) | (52 weeks) | (53 weeks) | |
| Operating income | $8,832 | $16,307 | $5,760 |
| Earnings per share: | |||
| Basic | $0.31 | $0.57 | $0.20 |
| Diluted | $0.31 | $0.56 | $0.20 |
Typically, under these fixed-price contracts, we bill our customers following an agreed-upon schedule based on work performed. Because the progress billings do not generally correspond to our measurement of revenue on a contract, we generate contract assets when we have recognized revenue in excess of the amount billed to the customer. We generate contract liabilities when we have billed the customer in excess of revenue recognized on a contract.
Approximately 19% of our fiscal 2026 revenue was recognized following an over-time output method based upon units produced. The customer is considered to have control over the products at the time of production, as the products are highly customized with no alternative use, and we have an enforceable right to payment for performance completed over the production period. We believe this over-time output method of recognizing revenue reasonably depicts the fulfillment of our performance obligations under our contracts. Billings still occur upon shipment. Therefore, contract assets are generated for the unbilled amounts on contracts when production is complete. Variable consideration associated with these orders, generally related to early pay discounts, is not considered significant.
Additionally, we have made the following policy elections associated with revenue recognition:
We account for shipping and handling activities that occur after control of the related goods transfers to the customer as fulfillment activities, instead of assessing such activities as performance obligations.
We exclude from the transaction price all sales taxes related to revenue-producing transactions that are collected from the customer for a government authority. We are considered a pass-through conduit for collecting and remitting sales taxes.
We generally expense incremental costs of obtaining a contract when incurred because the amortization period would be less than one year. These costs primarily relate to sales commissions and are included in selling, general and administrative expenses.
We do not adjust contract price for a significant financing component, as we expect the period between when our goods and services are transferred to the customer and when the customer pays for those goods and services to be less than a year.
Shipping and handling
Amounts billed to a customer in a sales transaction related to shipping and handling are reported as revenue. Costs we incur for shipping and handling are reported as cost of sales.
Restructuring
Restructuring charges are recorded as a result of fundamental changes in the manner in which certain business functions are conducted, including initiatives to drive earnings and cash flow growth and to realign and simplify our business structure. These charges primarily consist of employee severance benefits, long-lived asset impairments and termination penalties for facility closures and consolidations. We record restructuring accruals when it is probable that a liability has been incurred and the amount of the liability is reasonably estimable. To the extent our assumptions and estimates differ from our actual costs, subsequent adjustments to restructuring accruals have been, and will be, required. Restructuring accruals for severance-related costs are included in accrued compensation and benefits and accruals for remaining obligations and termination penalties are included in other current liabilities on our Consolidated Balance Sheets. Refer to Note 18 for additional information.
Research and development
Research and development activities include the development of new products, the modification of existing product designs, and research related to process improvements. Our research and development expenses were $11.2 million, $29.0 million and $30.3 million for fiscal 2026, 2025 and 2024, respectively. These costs are expensed as incurred.
Income taxes
The Company recognizes deferred tax assets and liabilities based upon the future tax consequences of temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases. Refer to Note 14 for additional information.
Subsequent events
We have evaluated subsequent events through April 24, 2026, the date the financial statements were available to be issued. No events occurred that would require recognition or disclosure in these financial statements.
Adoption of new accounting standards
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, intended to enhance the transparency and decision-usefulness of income tax disclosures. Such guidance requires entities to provide additional information within their income tax rate reconciliation, including further disclosure of federal, state, and foreign income taxes and to provide more details about these reconciling items if a quantitative threshold is met. This guidance additionally requires expanded disclosure of income taxes paid, including amounts paid for federal, state, and foreign taxes. The Company adopted this ASU and applied its disclosures prospectively. The adoption of this ASU affected only the Company's income tax disclosure included in Note 14 and did not have a material impact on the Company's results of operations, cash flows, or financial condition.
Accounting standards not yet adopted
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. This guidance requires entities to disclose more detailed information about the types of expenses, including purchases of inventory, employee compensation, depreciation, amortization, and depletion in commonly presented expense captions such as cost of sales and selling, general and administrative expenses. Such guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, although early adoption is permitted. This guidance should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all prior periods presented in the financial statements. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact this ASU may have on our consolidated financial statement disclosures, including the processes and controls around the collection of this information.
- Revenue, Receivables and Contract Assets and Liabilities
Revenue
The following table disaggregates total revenue by timing of recognition (see Note 16 for disclosure of revenue by segment):
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Recognized at shipment | $645,232 | $571,140 | $596,270 |
| Recognized over time (input method) | 495,993 | 495,562 | 483,109 |
| Recognized over time (output method) | 263,508 | 294,292 | 337,563 |
| Total | $1,404,733 | $1,360,994 | $1,416,942 |
Receivables
Receivables reflected in the financial statements represent the net amount expected to be collected. An allowance for credit losses is established based on expected losses. Expected losses are estimated by reviewing individual accounts, considering aging, financial condition of the debtor, recent payment history, current and forecasted economic conditions and other relevant factors. Upon billing, aging of receivables is monitored until collection. An account is considered current when it is within agreed upon payment terms. An account is written off when it is determined that the asset is no longer collectible.
| (In thousands) | February 28,2026 | March 1,2025 |
|---|---|---|
| Trade accounts | $111,679 | $117,533 |
| Construction contracts | 88,445 | 70,724 |
| Total receivables | 200,124 | 188,257 |
| Less: allowance for credit losses | 1,608 | 2,667 |
| Receivables, net | $198,516 | $185,590 |
The following table summarizes the activity in the allowance for credit losses:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Beginning balance | $2,667 | $3,383 |
| Credits against costs and expenses | (225) | (1,376) |
| Deductions from allowance, net of recoveries | (872) | (122) |
| Allowance for credit losses from acquisitions | — | 853 |
| Other adjustments | 38 | (71) |
| Ending balance | $1,608 | $2,667 |
Contract assets and liabilities
Contract assets consist of retainage, costs and earnings in excess of billings and other unbilled amounts typically generated when revenue recognized exceeds the amount billed to the customer. Retainage on construction contracts represents amounts withheld by our customers on long-term projects until the project reaches a level of completion where amounts are released to us from the customer. Contract liabilities consist of billings in excess of costs and earnings and other unearned revenue on contracts.
The time period between when performance obligations are complete and when payment is due is not significant. In certain of our businesses that recognize revenue over time, progress billings follow an agreed-upon schedule of values.
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Contract assets | $59,512 | $71,842 |
| Contract liabilities | 60,903 | 35,193 |
Changes in contract assets and liabilities were mainly due to timing of project activity in our businesses that operate under long-term contracts.
Other contract-related disclosures
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Revenue recognized related to contract liabilities from prior year-end | $29,144 | $30,785 |
| Revenue recognized related to prior satisfaction of performance obligations | 9,705 | 16,202 |
Some of our contracts have an expected duration of longer than a year, with performance obligations extending over that time frame. The transaction price associated with performance obligations that were not yet satisfied as of February 28, 2026 will be recognized as revenue in the following estimated time periods:
| (In thousands) | 2026 |
|---|---|
| Within one year | $415,455 |
| More than one but less than two years | 235,738 |
| Beyond two years | 46,005 |
| Total | $697,198 |
- Supplemental Balance Sheet Information
Inventories
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Raw materials | $43,441 | $36,804 |
| Work-in-process | 18,089 | 15,554 |
| Finished goods | 36,529 | 39,947 |
| Total inventories, net | $98,059 | $92,305 |
Other current assets
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Short term investments | $6,139 | $4,798 |
| Prepaid assets | 15,975 | 17,155 |
| Refundable income taxes | 10,797 | 10,406 |
| Other | 10,912 | 18,560 |
| Total other current assets | $43,823 | $50,919 |
Other current liabilities
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Arbitration award payable | $— | $20,182 |
| Accrued self-insurance reserves | 11,235 | 18,240 |
| Warranties and backcharges | 11,938 | 17,557 |
| Deferred benefit from New Markets Tax Credit transactions | — | 9,250 |
| Income and other taxes | 6,206 | 5,813 |
| Other | 16,700 | 16,617 |
| Total other current liabilities | $46,079 | $87,659 |
Other non-current liabilities
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Deferred warranty revenue | $9,856 | $10,154 |
| Deferred compensation plan | 8,266 | 5,590 |
| Retirement plan obligations | 4,524 | 4,640 |
| Deferred tax liabilities | 17,020 | 1,256 |
| Other | 7,461 | 13,261 |
| Total other non-current liabilities | $47,127 | $34,901 |
- Financial Instruments
Marketable Securities
Through our wholly-owned insurance subsidiary, Prism Assurance, Ltd. (Prism), we hold the following available-for-sale marketable securities, made up of municipal and corporate bonds:
| (In thousands) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value |
|---|---|---|---|---|
| February 28, 2026 | $14,989 | $23 | $94 | $14,918 |
| March 1, 2025 | 10,148 | 33 | 222 | 9,959 |
Prism insures a portion of our general liability, workers' compensation and automobile liability risks using reinsurance agreements to meet statutory requirements. The reinsurance carrier requires Prism to maintain fixed-maturity investments, for the purpose of providing collateral for Prism's obligations under the reinsurance agreements.
The amortized cost and estimated fair values of our municipal and corporate bonds at February 28, 2026, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities, as borrowers may have the right to call or prepay obligations with or without penalty. Investments that are due within one year are included in other current assets while those due after one year are included as other non-current assets. Gross realized gains and losses were insignificant for all periods presented.
| (In thousands) | Amortized Cost | Estimated Fair Value |
|---|---|---|
| Due within one year | $6,202 | $6,139 |
| Due after one year through five years | 8,787 | 8,779 |
| Total | $14,989 | $14,918 |
Derivative instruments
We may use interest rate swaps, currency put options, forward purchase contracts, or other instruments to manage risks generally associated with foreign exchange rate, interest rate and commodity price fluctuations. The information that follows explains the various types of derivatives and financial instruments used, how such instruments are accounted for, and how such instruments impact our financial position and performance.
In fiscal 2025, we entered into an interest rate swap with a notional value of $75.0 million with an expiration date of January 5, 2027, to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate revolving credit facility.
In fiscal 2026, we entered into an interest rate swap with a notional value of $50.0 million with an expiration date of August 5, 2027, to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate revolving credit facility. In fiscal 2026, an interest rate swap with a notional value $30.0 million expired in accordance with the associated agreement.
In fiscal 2026, we entered into multiple aluminum commodity swap contracts with an aggregate notional value of $27.7 million to hedge a portion of our exposure to variability in cash flows associated with forecasted aluminum purchases. These swap contracts mature over the next twelve months, with final settlements occurring by March 2027.
The mark-to-market adjustments on these derivative instruments are recorded within our Consolidated Balance Sheets within other current assets and other current liabilities. Gains or losses associated with these instruments are recorded as a component of accumulated other comprehensive gain or loss until which time the hedged transaction is settled and gains or losses are recorded in net earnings.
Fair value measurements
Financial assets and liabilities are classified in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement: Level 1 (unadjusted quoted prices in active markets for identical assets or liabilities); Level 2
(observable market inputs, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data). We do not have any Level 3 assets or liabilities.
Financial assets and liabilities measured at fair value on a recurring basis were:
| (In thousands) | Quoted Prices inActive Markets(Level 1) | Other Observable Inputs (Level 2) | Total Fair Value |
|---|---|---|---|
| Assets: | |||
| Money market funds | $31,662 | $— | $31,662 |
| Municipal bonds | — | 14,918 | 14,918 |
| Aluminum hedging contracts | — | 401 | 401 |
| Liabilities: | |||
| Interest rate swap contracts | — | 701 | 701 |
| Assets: | |||
| Money market funds | $20,758 | $— | $20,758 |
| Municipal bonds | — | 9,959 | 9,959 |
| Foreign currency option contract | — | 29 | 29 |
| Interest rate swap contracts | — | 539 | 539 |
| Liabilities: | |||
| Interest rate swap contracts | — | 540 | 540 |
Money market funds
Fair value of money market funds was determined based on quoted prices for identical assets in active markets. These assets are included within cash and cash equivalents on our Consolidated Balance Sheets.
Municipal bonds
Municipal bonds were measured at fair value based on market prices from recent trades of similar securities and are classified within our Consolidated Balance Sheets as other current or other non-current assets based on maturity date.
Derivative instruments
The interest rate swaps are measured at fair value using other observable market inputs, based off benchmark interest rates. Forward foreign exchange and forward purchase aluminum contracts are measured at fair value using other observable market inputs, such as quotations on forward foreign exchange points, foreign currency exchange rates and forward purchase aluminum prices. Derivative positions are primarily valued using standard calculations and models that use as their basis readily observable market parameters. Industry standard data providers are our primary source for forward and spot rate information for interest and currency rates and aluminum prices.
Nonrecurring fair value measurements
We measure certain long‑lived assets — including goodwill, intangible assets, property and equipment, and right‑of‑use lease assets — at fair value on a nonrecurring basis when indicators of impairment are present. These assets, initially recorded at fair value upon acquisition or purchase, are evaluated periodically, and if impairment indicators exist, we compare their carrying values to their estimated fair values and recognize an impairment charge for any excess carrying value. See Note 1 for further information on impairment of long-lived assets.
- Property, Plant and Equipment
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Land | $3,501 | $3,460 |
| Buildings and improvements | 206,315 | 195,205 |
| Machinery and equipment | 446,700 | 428,015 |
| Computer and office equipment and furniture | 55,117 | 61,926 |
| Construction in progress | 26,179 | 49,013 |
| Total property, plant and equipment | 737,812 | 737,619 |
| Less: accumulated depreciation | 482,780 | 469,480 |
| Net property, plant and equipment | $255,032 | $268,139 |
Depreciation expense was $39.4 million, $35.7 million, and $37.6 million in fiscal 2026, 2025, and 2024, respectively.
- Goodwill and Other Intangible Assets
The carrying amount of goodwill attributable to each reportable segment was:
| (In thousands) | Architectural Metals | Architectural Services | Architectural Glass | Performance Surfaces | Total |
|---|---|---|---|---|---|
| Balance at March 2, 2024 | $90,186 | $3,038 | $25,401 | $10,557 | $129,182 |
| Foreign currency translation | (852) | (117) | (264) | — | (1,233) |
| Goodwill acquired | — | — | — | 107,826 | 107,826 |
| Balance at March 1, 2025 | 89,334 | 2,921 | 25,137 | 118,383 | 235,775 |
| Foreign currency translation | 754 | 103 | 112 | — | 969 |
| Balance at February 28, 2026 | $90,088 | $3,024 | $25,249 | $118,383 | $236,744 |
Intangible assets
In fiscal 2025, $79.7 million of intangible assets were acquired as part of the UW Solutions acquisition. The gross carrying amount of our intangible assets and related accumulated amortization was:
| (In thousands) · Gross Carrying Amount · AccumulatedAmortization · Impairment Expense · ForeignCurrencyTranslation · Net | ||||||||
|---|---|---|---|---|---|---|---|---|
| Definite-lived intangible assets: | ||||||||
| Customer relationships | $131,746 | $(64,698) | $(4,994) | $2,138 | $64,192 | |||
| Other intangibles | 65,807 | (36,286) | (2,589) | 940 | 27,872 | |||
| Total | 197,553 | (100,984) | (7,583) | 3,078 | 92,064 | |||
| Indefinite-lived intangible assets: | ||||||||
| Trademarks | 18,996 | — | 201 | 19,197 | ||||
| Total intangible assets | $216,549 | $(100,984) | $(7,583) | $3,279 | $111,261 | |||
| Definite-lived intangible assets: | ||||||||
| Customer relationships | $134,402 | $(56,193) | $— | $(2,655) | $75,554 | |||
| Other intangibles | 66,832 | (31,768) | — | (1,197) | 33,867 | |||
| Total | 201,234 | (87,961) | — | (3,852) | 109,421 | |||
| Indefinite-lived intangible assets: | ||||||||
| Trademarks | 26,865 | — | (7,634) | (235) | 18,996 | |||
| Total intangible assets | $228,099 | $(87,961) | $(7,634) | $(4,087) | $128,417 | |||
Amortization expense on definite-lived intangible assets was $10.6 million, $8.9 million and $4.9 million in fiscal 2026, 2025 and 2024, respectively. All amortization expense is included within selling, general and administrative expenses. Estimated future amortization expense for definite-lived intangible assets is:
| (In thousands) | 2027 | 2028 | 2029 | 2030 | 2031 |
|---|---|---|---|---|---|
| Estimated amortization expense | $6,755 | $6,461 | $5,590 | $5,552 | $5,552 |
- Debt
We are party to a Credit Agreement (the Credit Agreement) with Bank of America, N.A., as administrative agent, and other lenders. The Credit Agreement provides for an unsecured senior credit facility in an aggregate principal amount of up to $700.0 million, in which commitments were made through a $450.0 million, five-year revolving credit facility and a committed $250.0 million delayed draw term loan facility. Borrowings under the revolving credit facility can be in Canadian dollars (CAD) limited to $25.0 million USD. The term loan facility may be utilized in up totwo draw downs, which are available to be made withinone year after the closing date. The senior credit facility has a term offive years with a maturity date of July 19, 2029.
As a result of the execution of the Credit Agreement, in the second quarter of fiscal 2025, we recognized a loss on extinguishment of debt within interest expense of $0.5 million for the write-off of unamortized financing fees related to the previously existing revolving credit facility. Additionally, we capitalized $3.0 million of lender fees and $0.8 million of third-party fees incurred in connection with the Credit Agreement, which were recorded as other non-current assets and will be amortized over the term of the credit facility as interest expense.
The Credit Agreement contains two maintenance financial covenants that require our Consolidated Leverage Ratio (as defined in the Credit Agreement) to be less than 3.50 and our Consolidated Interest Coverage Ratio (as defined in the Credit Agreement) to exceed 3.00. At February 28, 2026, we were in compliance with all covenants as defined under the terms of the Credit Agreement.
The Credit Agreement also contains an acquisition "holiday." In the event we make an acquisition for which the purchase price is greater than $75.0 million, we can elect to increase the maximum Consolidated Leverage Ratio (as defined in the Credit Agreement) to 4.00 for a period of four consecutive fiscal quarters, commencing with the fiscal quarter in which a qualifying acquisition occurs. No more thantwo acquisition holidays can occur during the term of the Credit Agreement, and at leasttwo fiscal quarters must separate qualifying acquisitions.
Borrowings under the Credit Agreement bear floating interest at either the Base Rate or Term Secured Overnight Financing Rate (SOFR), or, for CAD borrowings, Canadian Overnight Repo Rate Average (CORRA), plus a margin based on the Consolidated Leverage Ratio (as defined in the Credit Agreement). For Base Rate borrowings, the margin ranges from 0.25% to 0.75%. For Term SOFR and CORRA borrowings, the margin ranges from 1.25% to 1.75%, with an incremental Term SOFR and CORRA adjustment of 0.10% and 0.29547%.
The Credit Agreement also contains an "accordion" provision. Under this provision, we can request that the senior credit facility be increased unlimited additional amounts. Any lender may elect or decline to participate in the requested increase at their sole discretion.
On November 4, 2024, as part of the acquisition of UW Solutions, and for working capital and general corporate purposes, we executed a drawdown against the delayed draw term loan facility for $250.0 million. Outstanding borrowings under the term loan facility were $212.3 million as of February 28, 2026. Outstanding borrowings under the current revolving credit facility were $20.0 million as of February 28, 2026.
At February 28, 2026, we had a total of $2.6 million of ongoing letters of credit related to the senior credit facility, construction contracts and insurance collateral that expire in fiscal year 2027 and reduce borrowing capacity under the revolving credit facility. As of February 28, 2026, the amount available for revolving borrowings was $427.4 million.
The fair value of our senior credit facility approximated carrying value at February 28, 2026, and would be classified as Level 2 within the fair value hierarchy described in Note 4, due to the variable interest rate on these instruments.
Debt maturities and other selected information follows:
| (In thousands) | 2027 | 2028 | 2029 | 2030 | 2031 | Thereafter | Total |
|---|---|---|---|---|---|---|---|
| Maturities | $— | $— | $— | $232,279 | $— | $— | $232,279 |
| (In thousands, except percentages) | 2026 | 2025 |
|---|---|---|
| Average daily borrowings during the year | $278,213 | $134,565 |
| Weighted average interest rate during the year | 5.93% | 6.28% |
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Interest on debt | $16,428 | $8,803 | $8,704 |
| Interest rate swap gain | (645) | (822) | (893) |
| Other interest expense | 668 | 815 | 178 |
| Interest income | (2,475) | (2,637) | (1,320) |
| Interest expense, net | $13,976 | $6,159 | $6,669 |
Interest payments under the credit facilities were $16.7 million in fiscal 2026, $8.1 million in fiscal 2025 and $9.3 million in fiscal 2024. The weighted average interest rates on borrowings outstanding, inclusive of the impact of our interest rate swap as of February 28, 2026 and March 01, 2025 were 4.44% and 4.32%, respectively.
- Leases
We have operating leases for certain buildings and equipment used in our operations. We determine if an arrangement contains a lease at inception. Under ASU 2016-20, Leases, we have elected the package of practical expedients permitted under the transition guidance in adopting ASC 842, which, among other things, allowed us to carry forward our historical lease classification. Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease expense is recognized on a straight-line basis over the lease term. Our leases have remaining lease terms ofone tosixteen years, some of which include renewal options that can extend the lease for up to an additionalten years, at our sole discretion.
In determining lease asset value, we consider fixed or variable payment terms, prepayments, incentives, and options to extend, terminate or purchase. Renewal, termination or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. We use a discount rate for each lease based upon an estimated incremental borrowing rate over a similar term. We have elected the practical expedient to account for lease and non-lease components (e.g., common-area maintenance costs) as a single lease component. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.
The components of lease expense were as follows:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Operating lease cost | $17,067 | $14,587 |
| Short-term lease cost | 1,268 | 688 |
| Variable lease cost | 5,955 | 3,984 |
| Sublease income | (1,799) | (1,533) |
| Total lease cost | $22,491 | $17,726 |
Other supplemental information related to leases are as follows:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Cash paid for amounts included in the measurement of operating lease liabilities | $18,136 | $16,467 |
| Lease assets obtained in exchange for new operating lease liabilities | $3,940 | $21,810 |
| Weighted-average remaining lease term - operating leases | 5.6 | 5.7 |
| Weighted-average discount rate - operating leases | 4.7% | 4.5% |
Future maturities of lease liabilities are as follows:
| (In thousands) | 2026 |
|---|---|
| Fiscal 2027 | $15,823 |
| Fiscal 2028 | 13,191 |
| Fiscal 2029 | 8,831 |
| Fiscal 2030 | 6,027 |
| Fiscal 2031 | 4,833 |
| Thereafter | 12,094 |
| Total lease payments | 60,799 |
| Less: Amounts representing interest | 6,695 |
| Present value of lease liabilities | $54,104 |
- Employee Benefit Plans
401(k) Retirement Plan
We sponsor a single 401(k) retirement plan covering substantially all full-time, non-union employees, as well as union employees attwo of our manufacturing facilities. Under the plan, employees are allowed to contribute up to 60% of eligible earnings to the plan, up to statutory limits. The Company matches 100% of the firsttwo percent contributed and 50% of the next four percent contributed on eligible compensation that non-union employees contribute. We contribute to the union plans based on the contractual terms. In total, our matching contributions were $8.8 million in fiscal 2026, $9.1 million in fiscal 2025 and $9.6 million in fiscal 2024.
Deferred Compensation Plan
We maintain a plan that allows participants to defer compensation. The deferred compensation liability was $8.3 million and $5.6 million at February 28, 2026 and March 1, 2025, respectively. We have investments in corporate-owned life insurance policies (COLI) of $10.3 million and money market funds (classified as cash equivalents) of $0.3 million with the intention of utilizing them as long-term funding sources for this plan. The COLI assets are recorded at net cash surrender values and are included in other non-current assets on the Consolidated Balance Sheets.
Plans under Collective Bargaining Agreements
We contribute to a number of multi-employer union retirement plans, which provide retirement benefits to the majority of our union-represented employees; none of the plans are considered significant. However, the risks of participating in these multi-employer plans are different from single-employer plans in the following aspects:
Assets contributed to these plans by one employer may be used to provide benefits to employees of other participating employers
If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers
If we choose to stop participating in some of these plans, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability
Under the Pension Protection Act, multi-employer pension plans are categorized into zones (green, yellow, red, and deep red). Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are between 65% and 80% funded, and plans in the green zone are at least 80% funded. The most recent Pension Protection Act zone status available for fiscals 2026 and 2025 relates to the plan years ending December 31, 2025 and December 31, 2024, respectively.
Our participation in these plans is outlined in the following table.
| Pension Protection Act Zone Status · Contributions(In thousands) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Pension Fund | EIN/Pension Plan Number | 2026 | 2025 | 2026 | 2025 | 2024 | FIP/RP Status Pending/Implemented(2) | Minimum Contribution | Surcharge Imposed | Expiration Date of Collective Bargaining Agreement(1) |
| Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund | 521075473 | Green | Green | $1,034 | $722 | $1,015 | No | No | No | 5/31/2029 |
| International Painters and Allied Trades Industry Pension Fund | 526073909 | Red | Red | — | 730 | 971 | Implemented | No | No | Various |
| Ironworkers Local 580 Pension Fund | 136178514 | Green | Green | 1,099 | 2,121 | 883 | Implemented | No | Yes | 6/30/2023 |
| Western Glaziers Retirement Plan (Washington) | 916123685 | Green | Green | 304 | 365 | 423 | No | No | No | 6/30/2022 |
| Iron Workers Mid-America Pension Fund | 366488227 | Green | Green | 96 | 320 | 237 | No | No | No | 5/31/2027 |
| Other funds | 1,220 | 814 | 1,077 | |||||||
| Total contributions | $3,753 | $5,072 | $4,606 | |||||||
| (1) | Plans include contributions required by collective bargaining agreements which have expired, but contain provisions automatically renewing their terms in the absence of a subsequent negotiated agreement. |
| (2) | FIP is defined as Funding Improvement Plan; RP is defined as Rehabilitation Plan |
The Company was listed in the plans' Form 5500s as providing more than 5% of the total contributions for the following plans and plan years:
| Pension Fund | Year Contributions To Plan Exceeded More Than 5 Percent Of Total Contributions |
|---|---|
| Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund | 2026, 2025 and 2024 |
| Western Glaziers Retirement Fund (Oregon and Southwest Washington) | 2026 and 2025 |
| Ironworkers Local 580 Pension Fund | 2026 |
Amounts contributed in fiscal 2026, 2025, and 2024 to defined contribution multi-employer plans were $2.8 million, $3.6 million and $2.2 million, respectively.
Obligations and Funded Status of Defined-Benefit Pension Plans
We sponsor the Tubelite Inc. Hourly Employees' Pension Plan (Tubelite Plan), a defined-benefit pension plan that was frozen to new entrants in fiscal 2004, with no additional benefits accruing to plan participants after such time. We also sponsor an unfunded Supplemental Executive Retirement Plan (SERP), a defined-benefit pension plan that was frozen to new entrants in fiscal 2009, with no additional benefits accruing to plan participants after such time.
The following tables present reconciliations of the benefit obligation and the funded status of these plans. The Tubelite Plan uses a measurement date as of the calendar month-end closest to our fiscal year-end, while the SERP uses a measurement date aligned with our fiscal year-end.
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Change in projected benefit obligation | ||
| Benefit obligation beginning of period | $8,592 | $8,897 |
| Interest cost | 417 | 437 |
| Actuarial loss (gain) | 108 | 39 |
| Benefits paid | (769) | (781) |
| Benefit obligation at measurement date | 8,348 | 8,592 |
| Change in plan assets | ||
| Fair value of plan assets beginning of period | $3,582 | $3,793 |
| Actual return on plan assets | 122 | 124 |
| Company contributions | 516 | 446 |
| Benefits paid | (769) | (781) |
| Fair value of plan assets at measurement date | 3,451 | 3,582 |
| Underfunded status | $(4,897) | $(5,010) |
The funded status was recognized on the Consolidated Balance Sheets as follows:
| (In thousands) | February 28, 2026 | March 1, 2025 |
|---|---|---|
| Other non-current assets | $73 | $76 |
| Current liabilities | (446) | (446) |
| Other non-current liabilities | (4,524) | (4,640) |
| Total | $(4,897) | $(5,010) |
The following was included in accumulated other comprehensive loss and has not yet been recognized as a component of net periodic benefit cost:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Net actuarial loss | $2,700 | $2,748 |
Components of the defined-benefit pension plans' net periodic benefit cost:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Interest cost | $417 | $437 | $497 |
| Expected return on assets | (94) | (115) | (120) |
| Amortization of unrecognized net loss | 62 | 66 | 62 |
| Net periodic benefit cost | $385 | $388 | $439 |
Total net periodic pension benefit cost is expected to be approximately $0.4 million in fiscal 2027. The estimated net actuarial gain for the defined-benefit pension plans that will be amortized from accumulated other comprehensive loss into net periodic benefit cost for fiscal 2027 is $0.1 million, net of tax expense.
Additional Information
Assumptions
| Benefit Obligation Weighted-Average Assumptions | 2026 | 2025 | 2024 |
|---|---|---|---|
| Discount rate | 5.00% | 5.10% | 5.15% |
| Net Periodic Benefit Expense Weighted-Average Assumptions | 2026 | 2025 | 2024 |
|---|---|---|---|
| Discount rate | 5.10% | 5.15% | 5.10% |
| Expected long-term rate of return on assets | 4.60% | 4.60% | 4.50% |
Discount rate. The discount rate reflects the current rate at which the defined-benefit plans' pension liabilities could be effectively settled at the end of the year based on the measurement date. The discount rate was determined by matching the expected benefit payments to payments from the Principal Discount Yield Curve.
Expected return on assets. The expected long-term rate of return on assets is based on historical long-term rates of return achieved by the plan investments, the plan's investment strategy, and current and projected market conditions. The assets of the Tubelite Plan are invested in various duration fixed income funds. The investments are carried at fair value based on prices from recent trades of similar securities, which would be classified as Level 2 in the fair value hierarchy presented in Note 4. We do not maintain assets intended for the future use of the SERP.
Contributions
Company contributions to the plans for fiscal 2026 were $0.5 million and fiscal 2025 were $0.4 million, which equaled or exceeded the minimum funding requirements.
Estimated Future Benefit Payments
The following benefit payments, which reflect expected future service, are expected to be paid by the plans:
| (In thousands) | 2027 | 2028 | 2029 | 2030 | 2031 | 2032-2036 | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Estimated future benefit payments | $826 | $774 | $762 | $748 | $724 | $3,309 | ||||
- Commitments and Contingent Liabilities
Bond commitments
In the ordinary course of business, predominantly in the Architectural Services Segments, we are required to provide surety or performance bonds that commit payments to our customers for any non-performance against our contracts. At February 28, 2026, $1.3 billion of these types of bonds were outstanding, of which $267.5 million is in our backlog. These bonds have expiration dates that align with completion of these contracts. We have never been required to make payments under surety or performance bonds with respect to our existing businesses.
Warranty and project-related contingencies
We reserve estimated exposures on known claims, as well as on a portion of anticipated claims, for product warranty and rework costs, based on historical product liability claims as a ratio of sales. Claim costs are deducted from the accrual when paid. Factors that could have an impact on the warranty accrual in any given period include changes in manufacturing quality, changes in product mix, and any significant changes in sales volume.
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Balance at beginning of period | $18,461 | $21,362 |
| Additional provision | 3,993 | 7,336 |
| Claims paid | (9,551) | (10,237) |
| Balance at end of period | $12,903 | $18,461 |
Additionally, we are subject to project management and installation-related contingencies as a result of our fixed-price material supply and installation service contracts, primarily in our Architectural Services Segment and certain parts of our Architectural Metals Segment. We manage the risk of these exposures through contract negotiations, proactive project management and insurance coverages.
Letters of credit
At February 28, 2026, we had $2.6 million of ongoing letters of credit as discussed in Note 7.
Purchase obligations
Purchase obligations for raw material commitments and capital expenditures totaled $15.1 million as of February 28, 2026.
New Markets Tax Credit (NMTC) transactions
During fiscal 2026, we settled our final two NMTC transactions, which resulted in recognizing benefits of $6.7 million in other (income) expense, net.
When these transactions were initiated, the proceeds received from investors were included within other current liabilities in our Consolidated Balance Sheets. The NMTC arrangements were subject to 100 percent tax credit recapture for a period of seven years from the date of transaction. Upon the termination, proceeds were recognized in earnings in exchange for the transfer of tax credits. The direct and incremental costs incurred in structuring this arrangement were deferred and were included in other current assets in our Consolidated Balance Sheets. These costs were recognized in conjunction with the recognition of the related proceeds as settled. During the construction phase or for working capital purposes, we were required to hold cash dedicated to fund the project, which was classified as restricted cash in our Consolidated Balance Sheet. As a result of the structure of these transactions, a variable-interest entity was created. As the other investors in these programs did not have a material interest in the entity's underlying economics, we included 100% of the results of the variable-interest entity in our consolidated financial statements.
Litigation
The Company is a party to various legal proceedings incidental to its normal operating activities. In particular, like others in the construction supply and services industry, the Company is routinely involved in various disputes and claims arising out of construction projects, sometimes involving significant monetary damages or product replacement. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products.
In December 2022, the claimant in an arbitration of one such claim was awarded $20 million by an arbitration panel. The claimant then sought to confirm this award in Los Angeles Superior Court in March 2023. In response, the Company moved to vacate the award. Later in March 2023, the Superior Court confirmed the award, which the Company appealed in June 2023. The appeal was argued before the California Court of Appeals, Second Appellate District, Division Seven, on March 7, 2025. The California Court of Appeals confirmed the judgment of the Superior Court on March 25, 2025. The Company paid the final arbitration award, including accrued post-judgment interest, in the amount of $24.7 million, on April 7, 2025. As a result of the judgment, in the fourth quarter of fiscal 2025, we recorded expense of $9.4 million, which represented the impact of the award amount net of existing reserves and estimated insurance proceeds of $11.0 million.
The Company is also subject to litigation arising out of areas such as employment practices, workers compensation and general liability matters. Although it is very difficult to accurately predict the outcome of any such proceedings, facts currently available indicate that no matters will result in losses that would have a material adverse effect on the results of operations, cash flows or financial condition of the Company.
- Supplier Finance Program Obligations
The Company has a supplier financing arrangement that enables select suppliers, at their sole discretion, to sell our receivables (i.e., our payment obligations to the suppliers) on a non-recourse basis in order to be paid earlier than our payment terms provide. These suppliers’ voluntary inclusion of invoices in the supplier financing arrangement has no bearing on our payment terms, the amounts we pay, or our liquidity. We have no economic interest in the supplier’s decision to participate in the supplier financing program, and we do not provide any guarantees in connection with it. Thebalances owed are reflected in accounts payable on the Consolidated Balance Sheets and are reflected in net cash provided by operating activities in our Consolidated Statements of Cash Flows when settled.
The following table summarizes the obligation activity for the years ended February 28, 2026 and March 1, 2025 and outstanding balance as of February 28, 2026 and March 1, 2025 that we have confirmed as valid to the administrators of our program:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Balance at beginning of period | $6,846 | $6,527 |
| Obligations added to the program | 51,511 | 47,226 |
| Obligations settled | (50,500) | (46,907) |
| Balance at end of period | $7,857 | $6,846 |
- Shareholders' Equity
We paid dividends totaling $22.2 million ($1.05 per share) in fiscal 2026, $21.7 million ($1.01 per share) in fiscal 2025 and $21.1 million ($0.97 per share) in fiscal 2024.
Share Repurchases
During fiscal 2004, the Board of Directors authorized a share repurchase program, with subsequent increases in authorization. We repurchased 388,582 shares under the program during fiscal 2026, for a total cost of $15.0 million. We repurchased 786,690 shares under the program, for a total cost of $45.4 million, in fiscal 2025, and repurchased 279,916 shares under the program, for a total cost of $11.8 million, in fiscal 2024. We have repurchased a total of 12,451,789 shares, at a total cost of $453.5 million, since the inception of this program. We have remaining authority to repurchase 1,798,211 shares under this program, which has no expiration date. We may elect to repurchase additional shares of common stock under our authorization, subject to limitations contained in our debt agreements and based upon our assessment of a number of factors, including share price, trading volume and general market conditions, working capital requirements, general business conditions, financial conditions, any applicable contractual limitations, and other factors, including alternative investment opportunities. We may finance share repurchases with available cash, additional debt or other sources of financing.
In addition to the shares repurchased under this repurchase plan, during fiscal 2026, 2025 and 2024, the Company also withheld $1.9 million, $6.1 million and $2.5 million, respectively, of Company stock from employees in order to satisfy stock-for-stock option exercises or tax obligations related to stock-based compensation, pursuant to terms of Board and shareholder-approved compensation plans.
Accumulated Other Comprehensive Loss
The following summarizes the accumulated other comprehensive loss, net of tax, at February 28, 2026 and March 1, 2025:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Net unrealized loss on marketable securities | $(57) | $(149) |
| Net unrealized gain on derivative instruments | 121 | — |
| Pension liability adjustments | (1,996) | (2,106) |
| Foreign currency translation adjustments | (28,870) | (33,037) |
| Total accumulated other comprehensive loss | $(30,802) | $(35,292) |
- Share-Based Compensation
We have a 2019 Stock Incentive Plan and a 2019 Non-Employee Director Stock Plan (the Plans) that provide for the issuance of 1,150,000 and 300,000 shares, respectively, for various forms of stock-based compensation to employees and non-employee directors. Awards under these Plans may be in the form of incentive stock options (to employees only), non-statutory options, stock-settled stock appreciation rights (SARs), or nonvested share awards and units, all of which are granted at a price or with an exercise price equal to the fair market value of the Company’s stock at the date of award.
On October 31, 2025, the Company announced the departure of its Chief Executive Officer. In connection with a separation agreement, the Board of Directors approved the accelerated vesting of certain outstanding unvested restricted stock awards and performance share unit awards previously granted. As a result of this modification, the Company recognized incremental stock-based compensation expense of $2.1 million during the third quarter of fiscal 2026, representing the fair value of the awards that would have otherwise vested over the remaining service periods. This amount is included in SG&A expenses on the Consolidated Results of Operations.
We recorded share-based compensation expense, in which we account for any forfeitures as they occur, as follows:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Restricted stock awards and restricted stock units | $8,546 | $8,040 | $6,753 |
| Performance share units | (300) | 2,685 | 2,714 |
| Stock options | — | — | 254 |
| Share-based compensation expense | $8,246 | $10,725 | $9,721 |
At February 28, 2026, there was $12.2 million of total unrecognized compensation cost related to nonvested share and nonvested share unit awards, which is expected to be recognized over a weighted average period of approximately 1.7 years. The total fair value of shares vested during fiscal 2026 was $12.8 million.
The table below sets forth the number of stock-based compensation awards granted during the twelve months ended February 28, 2026, along with the weighted average grant date fair value:
| Awards | Number of Awards | Weighted Average Grant Date Fair Value |
|---|---|---|
| Restricted stock awards and restricted stock units (1) | 359,490 | $39.91 |
| Performance share units (2) | 53,542 | 45.44 |
| (1) | Represent service condition awards which generally vest over a two- or three-year period. |
| (2) | Represent performance condition awards with the grant equal to the target number of performance shares based on the share price at grant date. These grants allow for the right to receive a variable number of shares, between 0% and 200% of target, dependent on being employed at the end of the performance period and achieving defined performance goals for average adjusted return on invested capital and cumulative adjusted earnings per share. |
Service Condition Awards
Nonvested share awards and units generally vest over atwo, three orfour-year period. The following table summarizes nonvested restricted stock awards and restricted stock units activity for fiscal 2026:
| Number of Shares and Units | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Awards outstanding at March 1, 2025 | 348,219 | $48.53 |
| Granted | 359,490 | 39.91 |
| Vested | (197,250) | 46.90 |
| Forfeited and cancelled | (80,222) | 52.13 |
| Awards outstanding at February 28, 2026 | 430,237 | $41.44 |
Performance Condition Awards
In fiscal 2022, the Compensation Committee of the Board of Directors implemented an executive compensation program for certain key employees. In each of the first quarters of fiscal 2026, fiscal 2025 and fiscal 2024, we issued performance shares in the form of nonvested share unit awards, which give the recipient the right to receive shares earned at the end of the respective three-fiscal-year performance period. The number of share units issued at grant is equal to the target number of performance shares and allows for the right to receive a variable number of shares, ranging from 0% to 200% of target, dependent on achieving defined performance goals and being employed at the end of the performance period.
The following table summarizes nonvested performance share units granted and outstanding for which plans are at 0% to 200% of target:
| Number of Shares and Units at Target | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Awards outstanding at March 1, 2025 | 101,120 | $51.13 |
| Granted (1) | 81,466 | 45.50 |
| Vested (1) | (72,715) | 47.48 |
| Forfeited and cancelled | (71,327) | 51.21 |
| Awards outstanding at February 28, 2026 | 38,544 | $48.07 |
| (1) | Includes 27,924 shares for performance goals component of the fiscal 2023-2025 performance period. |
Stock Options
There were no outstanding options after fiscal 2024 and the aggregate intrinsic value of securities exercised (the amount by which the stock price on the date of exercise exceeded the stock price of the award on the date of grant) was $1.8 million.
- Income Taxes
Earnings before income taxes consisted of the following:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| United States | $83,038 | $111,029 | $133,185 |
| International | (5,582) | 1,545 | (3,932) |
| Earnings before income taxes | $77,456 | $112,574 | $129,253 |
The components of income tax expense (benefit) for each of the last three fiscal years are as follows:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Current | |||
| Federal | $5,966 | $19,979 | $32,900 |
| State and local | 752 | 3,546 | 6,172 |
| International | 1,550 | (586) | 286 |
| Total current | 8,268 | 22,939 | 39,358 |
| Deferred | |||
| Federal | 13,611 | 3,190 | (8,361) |
| State and local | 3,224 | 691 | (1,387) |
| International | (1,352) | (45) | — |
| Total deferred | 15,483 | 3,836 | (9,748) |
| Total non-current tax expense | (426) | 747 | 30 |
| Total income tax expense | $23,325 | $27,522 | $29,640 |
Income tax payments, net of refunds, were $4.1 million, $29.6 million and $33.0 million in fiscal 2026, 2025 and 2024, respectively.
| 2026 | |
|---|---|
| Federal | $2,000 |
| State and local | |
| New York | 352 |
| Texas | 349 |
| New York City | 279 |
| Other state and local | 848 |
| International | |
| Brazil | 318 |
| Other international | — |
| Total | $4,146 |
In accordance with our prospective adoption of ASU 2023-09, the following presents a reconciliation of the U.S. federal statutory income tax rate to Apogee's worldwide effective income tax rate for fiscal year ended February 28, 2026:
| (In thousands) | Amount | Percent |
|---|---|---|
| Federal statutory income tax rate | $16,266 | 21.0% |
| State and local income taxes, net of federal tax benefit (1) | 3,005 | 3.9 |
| Foreign tax effects (Canada): | ||
| Cancellation of debt income | 1,135 | 1.5 |
| Other | 235 | 0.3 |
| Effect of cross border tax laws | (598) | (0.8) |
| Tax credits | (427) | (0.6) |
| Changes in valuation allowance | 350 | 0.5 |
| Nontaxable or non-deductible items | 885 | 1.1 |
| Changes in unrecognized tax benefits | (427) | (0.6) |
| Other adjustments: | ||
| Return to provision | 2,140 | 2.8 |
| Other | 761 | 1.0 |
| Consolidated effective tax rate | $23,325 | 30.1% |
| (1) | State and local taxes in Illinois, New York, and New York City made up the majority (greater than 50 percent) of the tax effect in this category. |
For the fiscal years ended March 1, 2025, and March 2, 2024, a reconciliation of the federal statutory income tax rate to Apogee's worldwide effective income tax rate is provided below:
| 2025 | 2024 | |
|---|---|---|
| Federal statutory income tax rate | 21.0% | 21.0% |
| State and local income taxes, net of federal tax benefit | 2.9 | 2.4 |
| Foreign tax rate differential | (0.8) | (0.2) |
| Valuation allowance | (0.3) | 1.0 |
| Deduction for foreign derived intangible income | (0.4) | (0.3) |
| Research & development tax credit | (1.5) | (1.3) |
| §162(m) Executive Compensation Limitation | 3.4 | 0.8 |
| Tax benefit of share based awards | (1.0) | (0.6) |
| Other, net | 1.1 | 0.1 |
| Consolidated effective income tax rate | 24.4% | 22.9% |
The consolidated effective tax rate for fiscal 2026 increased 5.7 percentage points from fiscal 2025, primarily due to an increase in tax expense on discrete items in fiscal 2026. The consolidated effective tax rate for fiscal 2025 increased 1.5 percentage points from fiscal 2024, primarily due to an increase in taxes for nondeductible executive compensation. On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law in the United States, introducing a wide array of tax reform measures. These include extensions and modifications to certain provisions originally enacted under the Tax Cuts and Jobs Act. OBBBA did not have a material effect on the Company’s effective tax rate for fiscal year 2026.
Deferred tax assets and deferred tax liabilities at February 28, 2026 and March 1, 2025 were:
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Deferred tax assets | ||
| Accrued expenses | $4,316 | $3,743 |
| Deferred compensation | 5,629 | 9,794 |
| Section 174 capitalized costs | — | 15,675 |
| Operating lease liabilities | 11,356 | 14,898 |
| Net operating losses and tax credits | 6,470 | 11,679 |
| Other | 12,712 | 10,443 |
| (In thousands) | 2026 | 2025 |
|---|---|---|
| Total deferred tax assets | 40,483 | 66,232 |
| Less: valuation allowance | (9,115) | (9,582) |
| Deferred tax assets, net of valuation allowance | 31,368 | 56,650 |
| Deferred tax liabilities | ||
| Depreciation | 25,033 | 22,401 |
| Operating lease, right-of-use assets | 10,289 | 13,605 |
| Other | 10,487 | 13,405 |
| Total deferred tax liabilities | 45,809 | 49,411 |
| Net deferred tax (liabilities) assets | $(14,441) | $7,239 |
The Company has state and foreign net operating loss carryforwards with a tax effect of $6.4 million. A valuation allowance of $3.6 million has been established for these net operating loss carryforwards due to the uncertainty of the use of the tax benefits in future periods.
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing Deferred Tax Assets (DTAs). This has resulted in valuation allowances being recorded against DTAs in prior years in Brazil, Canada and various states.
The Company files income tax returns in the U.S. (federal and certain states), Canada, Brazil and other international jurisdictions and is generally subject to limited audit activity. The Internal Revenue Service is in the process of conducting a U.S. federal examination for fiscal year 2023.
The Company considers the earnings of its non-U.S. subsidiaries to be indefinitely invested outside of the United States on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and specific plans for reinvestment of those subsidiary earnings. Should the Company decide to repatriate the foreign earnings, it would need to adjust the income tax provision in the period it was determined that the earnings will no longer be indefinitely invested outside the U.S.
If we were to prevail on all unrecognized tax benefits recorded, $3.4 million, $3.8 million and $3.3 million for fiscal 2026, 2025 and 2024, respectively, would benefit the effective tax rate. Also included in the balance of unrecognized tax benefits for fiscal 2026, 2025 and 2024 are $0.7 million, $2.2 million, and $1.8 million, respectively, of tax benefits that, if recognized, would result in decreases to deferred taxes.
Penalties and interest related to unrecognized tax benefits are recorded in income tax expense. For fiscal 2026, 2025 and 2024, we accrued penalties and interest related to unrecognized tax benefits of $0.8 million, $1.0 million, and $0.6 million, respectively.
The following table provides a reconciliation of the total amounts of gross unrecognized tax benefits:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Gross unrecognized tax benefits at beginning of year | $5,967 | $5,053 | $5,312 |
| Gross increases in tax positions for prior years | 4 | 347 | 91 |
| Gross decreases in tax positions for prior years | (260) | (11) | (65) |
| Gross increases based on tax positions related to the current year | 212 | 886 | 579 |
| Settlements | — | — | (354) |
| Statute of limitations expiration | (1,844) | (308) | (510) |
| Gross unrecognized tax benefits at end of year | $4,079 | $5,967 | $5,053 |
- Earnings per Share
Basic earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding, including the dilutive effects of stock options, SARs and nonvested shares. The following table presents a reconciliation of the share amounts used in the computation of basic and diluted earnings per share:
| (In thousands) | 2026 | 2025 | 2024 |
|---|---|---|---|
| Basic earnings per share - weighted average common shares outstanding | 21,295 | 21,726 | 21,871 |
| Weighted average effect of nonvested share grants and assumed exercise of stock options | 222 | 165 | 220 |
| Diluted earnings per share - weighted average common shares and potential common shares outstanding | 21,517 | 21,891 | 22,091 |
| Stock awards excluded from the calculation of earnings per share because the award price was greater than the average market price of the common shares | 177 | 23 | 31 |
- Business Segment Data
We have four operating segments which are also reportable segments. Each of ourfour segments have distinct economic characteristics, including products and services provided, production processes and varying ranges in performance and results:
The Architectural Metals Segment designs, engineers, fabricates and finishes aluminum window, curtainwall, storefront and entrance systems used primarily in non-residential construction.
The Architectural Services Segment integrates technical services, project management, and field installation services to design, engineer, fabricate, and install architectural curtainwall and other façade-related systems primarily in non-residential construction.
The Architectural Glass Segment cuts, treats, coats and fabricates high-performance glass used in custom window and wall systems primarily for non-residential buildings.
The Performance Surfaces Segment develops and manufactures high-performance coated materials for a variety of applications, including wall decor, museums, graphic design, digital displays, architectural interiors, and industrial flooring.
The Company’s CEO is the chief operating decision maker (CODM). The CODM utilizes segment net sales and adjusted EBITDA to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.
Net sales, adjusted cost of sales, adjusted SG&A, adjusted other income (expense), depreciation and amortization and the resulting adjusted EBITDA for each of the Company’sfour reportable segments are presented below. Segment net sales is defined as net sales of the segment including sales related to intersegment transactions. We present intersegment net sales eliminations separately to exclude these sales from our consolidated total. Segment adjusted EBITDA includes intersegment sales transactions and excludes certain corporate costs that are not allocated at a segment level. We report these unallocated corporate costs in Corporate and Other.
| (In thousands) | Architectural Metals | Architectural Services | Architectural Glass | Performance Surfaces | Total |
|---|---|---|---|---|---|
| Net sales to external customers | $503,750 | $439,232 | $263,785 | $197,966 | $1,404,733 |
| Intersegment net sales | 278 | — | 19,874 | — | 20,152 |
| Total segment net sales | 504,028 | 439,232 | 283,659 | 197,966 | 1,424,885 |
| Adjusted cost of sales (1) | (371,416) | (370,329) | (208,876) | (134,066) | (1,084,687) |
| Adjusted SG&A (2) | (93,316) | (41,640) | (42,435) | (37,410) | (214,801) |
| Adjusted other expense, net (3) | — | — | (91) | — | (91) |
| Adjusted depreciation and amortization | 14,813 | 3,593 | 13,442 | 15,153 | 47,001 |
| Adjusted EBITDA | $54,109 | $30,856 | $45,699 | $41,643 | $172,307 |
| Net sales to external customers | $524,617 | $419,861 | $294,385 | $122,131 | $1,360,994 |
| Intersegment net sales | 92 | — | 27,812 | — | 27,904 |
| Total segment net sales | 524,709 | 419,861 | 322,197 | 122,131 | 1,388,898 |
| Adjusted cost of sales (1) | (373,902) | (344,702) | (220,636) | (76,487) | (1,015,727) |
| Adjusted SG&A (2) | (96,687) | (45,604) | (42,287) | (21,504) | (206,082) |
| Adjusted other income, net (3) | — | — | 115 | — | 115 |
| Adjusted depreciation and amortization | 16,471 | 3,978 | 12,274 | 6,746 | 39,469 |
| Adjusted EBITDA | $70,591 | $33,533 | $71,663 | $30,886 | $206,673 |
| Net sales to external customers | $598,249 | $377,442 | $342,028 | $99,223 | $1,416,942 |
| Intersegment net sales | 3,487 | 980 | 36,421 | — | 40,888 |
| Total segment net sales | 601,736 | 378,422 | 378,449 | 99,223 | 1,457,830 |
| Adjusted cost of sales (1) | (425,424) | (323,761) | (267,469) | (60,636) | (1,077,290) |
| Adjusted SG&A (2) | (105,509) | (40,295) | (42,934) | (14,354) | (203,092) |
| Adjusted other income (expense), net (3) | — | — | (2,263) | — | (2,263) |
| Adjusted depreciation and amortization | 19,226 | 4,010 | 11,955 | 3,040 | 38,231 |
| Adjusted EBITDA | $90,029 | $18,376 | $77,738 | $27,273 | $213,416 |
| (1) | Adjusted cost of sales excludes $15.0 million of adjustments related to acquisition and restructuring expense for the year ended February 28, 2026, $4.2 million of adjustments related to acquisition and restructuring expense for the year ended March 1, 2025, and $5.5 million of adjustments related to restructuring expense for the year ended March 2, 2024. See the reconciliation presented below for further detail. |
| (2) | Adjusted SG&A expenses excludes $8.8 million of adjustments related to acquisition and restructuring for the year ended February 28, 2026, $3.8 million of adjustments related to acquisition, restructuring and impairment expense for the year ended March 1, 2025, and $3.0 million of adjustments related to restructuring expense for the year ended March 2, 2024. See the reconciliation presented below for further detail. |
| (3) | Adjusted Other (income) expense, net excludes $6.7 million and $4.7 million of NMTC benefit recorded for the years ended February 28, 2026, and March 2, 2024, respectively. |
The following table presents the reconciliation of adjusted EBITDA to net earnings, the nearest measurement under U.S. GAAP:
| (In thousands) | February 28, 2026 | March 1, 2025 | March 2, 2024 |
|---|---|---|---|
| Segment adjusted EBITDA | $172,307 | $206,674 | $213,416 |
| Corporate and Other expenses | (13,827) | (27,635) | (32,097) |
| Segment acquisition-related costs (1) | (1,831) | (4,529) | — |
| Segment restructuring costs (2) | (21,959) | (3,535) | (8,496) |
| Impairment | — | (7,634) | — |
| Depreciation and amortization | (49,998) | (44,608) | (41,588) |
| Other income, net (3) | 6,740 | — | 4,687 |
| Interest expense, net | (13,976) | (6,159) | (6,669) |
| Income tax expense | (23,325) | (27,522) | (29,640) |
| Net earnings | $54,131 | $85,052 | $99,613 |
| (1) | Acquisition-related costs include one-time expenses incurred to integrate the UW Solutions acquisition. |
| (2) | Segment restructuring costs related to Project Fortify. Included in the years ended February 28, 2026, and March 2, 2024 are non-cash amounts related to impairment of intangible assets. See Note 1 for additional information. |
| (3) | Other income, net includes $6.7 million and $4.7 million of NMTC benefit recorded for the years ended February 28, 2026, and March 2, 2024, respectively. |
The following table presents the capital expenditures, depreciation and amortization and identifiable assets by reportable segments and the reconciliation to amounts reported for GAAP:
| (In thousands) | Architectural Metals | Architectural Services | Architectural Glass | Performance Surfaces | Corporate and Other | Total |
|---|---|---|---|---|---|---|
| Capital expenditures | $6,710 | $2,594 | $7,016 | $7,960 | $3,028 | $27,308 |
| Depreciation and amortization | 14,813 | 3,593 | 13,442 | 15,153 | 2,997 | 49,998 |
| Identifiable assets | 325,562 | 178,938 | 202,087 | 337,076 | 78,682 | 1,122,345 |
| Capital expenditures | $3,333 | $7,522 | $13,782 | $9,479 | $1,477 | $35,593 |
| Depreciation and amortization | 16,471 | 3,978 | 12,274 | 9,085 | 2,800 | 44,608 |
| Identifiable assets | 343,553 | 179,311 | 213,067 | 345,034 | 94,304 | 1,175,269 |
| Capital expenditures | $4,733 | $3,166 | $12,142 | $16,896 | $6,243 | $43,180 |
| Depreciation and amortization | 19,226 | 4,011 | 11,955 | 3,040 | 3,356 | 41,588 |
| Identifiable assets | 363,512 | 131,651 | 208,651 | 83,731 | 96,519 | 884,064 |
The following tables present net sales, based on the location in which the sale originated, and long-lived assets, representing property, plant and equipment, net of related depreciation, by geographic region.
| (In thousands) | February 28, 2026 | March 1, 2025 | March 2, 2024 |
|---|---|---|---|
| Net Sales | |||
| United States | $1,337,409 | $1,258,887 | $1,295,436 |
| Canada | 51,301 | 85,417 | 101,055 |
| Brazil | 16,023 | 16,690 | 20,451 |
| Total | $1,404,733 | $1,360,994 | $1,416,942 |
| (In thousands) | February 28, 2026 | March 1, 2025 | March 2, 2024 |
|---|---|---|---|
| Long-Lived Assets | |||
| United States | $252,659 | $261,457 | $235,398 |
| Canada | 748 | 4,984 | 6,345 |
| Brazil | 1,625 | 1,698 | 2,473 |
| Total | $255,032 | $268,139 | $244,216 |
Our export net sales from U.S. operations were $51.0 million, $54.1 million and $47.6 million in fiscal 2026, 2025 and 2024, respectively, representing approximately 4%,4% and 3% of consolidated net sales in each of these fiscal years, respectively. Due to the varying combinations and integration of individual window, storefront and curtainwall systems, it is impractical to report product revenues generated by class of product beyond the segment revenues currently reported.
- Acquisitions
On November 4, 2024, we completed the acquisition of UW Solutions for $240.9 million in cash. UW Solutions is a U.S. based, vertically integrated manufacturer of high-performance coated substrates with a portfolio of well-known brands, including ResinDEK®, ChromaLuxe®, RDC Coatings™, and Unisub®, each known as a leader in its specified applications. The UW Solutions business activity is included in our Performance Surfaces Segment.
The total purchase consideration was $232.2 million in cash, net of a favorable net working capital adjustment of $0.9 million and cash acquired of $8.7 million. The acquisition was funded with cash on hand and borrowings under our existing credit agreement. During fiscal 2025, we incurred pre-tax acquisition-related expenses of $10.3 million associated with the UW Solutions acquisition. We incurred $1.5 million for inventory step-up expense and $0.2 million of transaction costs, which were included in costs of sales, as well as $4.2 million of transaction costs, $2.1 million of integration costs, and $2.3 million of amortization of acquired backlog, which were included in SG&A within our consolidated results of operations. During fiscal 2026, we incurred total pre-tax acquisition-related expenses of $2.1 million associated with the acquisition, of which $0.4 million and $1.7 million are included in cost of sales and SG&A, respectively, within our Consolidated Results of Operations.
We accounted for the acquisition as a purchase of a business and recorded the excess of the purchase price over the estimated fair value of the assets acquired and liabilities assumed as goodwill of $107.8 million. The goodwill recognized is attributable primarily to expected synergies by integrating UW Solutions into our Performance Surfaces Segment and by creating a scalable growth platform in the specialty coatings and materials market. The goodwill is expected to be amortized and deductible for income tax purposes. We have determined the appropriate fair values of the acquired intangible assets and completed our analysis of the economic lives of the assets acquired. We assigned $21.0 million to a tradename asset and are amortizing it over a 15-year expected life. We assigned $2.3 million to a contract backlog asset and amortized it over a life of 4 months. We assigned $47.4 million to a customer relationship asset and are amortizing a portion over a 10-year expected life and the remainder over a 15-year expected life, based on historical customer attrition rates. We assigned $7.8 million to a developed technology asset and are amortizing over a 7.5-year expected life.
The following table presents the estimated fair values of assets acquired and liabilities assumed at the acquisition date:
| (In thousands) | |
|---|---|
| Assets: | |
| Cash and cash equivalents | $8,703 |
| Receivables, net | 12,427 |
| Inventories, net | 17,903 |
| Other current assets | 1,122 |
| Property, plant and equipment | 26,563 |
| Operating lease right-of-use assets | 14,189 |
| Goodwill | 107,826 |
| Intangible assets, net | 79,679 |
| Other non-current assets | 166 |
| Total Assets | $268,578 |
| Liabilities: | |
| Accounts payable | 5,126 |
| Accrued compensation and benefits | 6,900 |
| Operating lease liabilities | 1,259 |
| Other current liabilities | 1,490 |
| Non-current operating lease liabilities | 12,930 |
| Total Liabilities | $27,705 |
| Net assets recorded | $240,873 |
The impact of the acquisition of UW Solutions on our consolidated results of operations for fiscal 2026 was $100.4 million of net sales and $3.7 million of net loss, respectively. The impact of the acquisition of UW Solutions on our consolidated results of operations for fiscal 2025 was $32.0 million of net sales and $7.4 million of net loss, respectively.
The following supplemental unaudited pro forma information presents our financial results as if the acquisition of UW Solutions had occurred on February 26, 2023. This supplemental pro forma information has been prepared for comparative purposes and would not necessarily indicate what may have occurred if the acquisition had been completed on February 26, 2023, and this information is not intended to be indicative of future results.
| (in thousands, except earnings per share data)(Unaudited) | 2025 | 2024 |
|---|---|---|
| Net sales | $1,423,635 | $1,513,734 |
| Net earnings | 90,978 | 83,256 |
| Earnings per share: | ||
| Basic | $4.19 | $3.81 |
| Diluted | $4.16 | $3.77 |
Nonrecurring charges of $4.4 million of transaction costs, $2.1 million of integration costs, $2.3 million of amortization of acquired backlog, and $1.5 million of inventory step-up expense incurred in fiscal 2025 are reflected as if those charges were incurred in the first and second quarters of the fiscal 2024 supplemental pro forma earnings.
These amounts have been calculated after applying our accounting policies and adjusting the results of UW Solutions to reflect the effect of definite-lived intangible assets recognized as part of the business combination on amortization expense as if the acquisition had occurred on February 26, 2023.
- Restructuring
During the fourth quarter of fiscal 2024, we announced strategic actions to streamline our business operations, enable a more efficient cost model, and better position the Company for profitable growth (referred to as “Project Fortify”). Project Fortify primarily impacted the Architectural Metals Segment and included:
Eliminating certain lower-margin product and service offerings, enabling consolidation into a single operating entity.
Transferring production operations from the Company’s facility in Walker, Michigan, to the Company’s facilities in Monett, Missouri and Wausau, Wisconsin.
Simplifying the segment’s brand portfolio and commercial model to improve flexibility, better leverage the Company’s capabilities, and enhance customer service.
Additionally, the Company implemented actions to optimize processes and streamline resources in its Architectural Services Segment and Corporate and Other. The Company completed Project Fortify during the fourth quarter of fiscal 2025 and incurred a total of $16.7 million of restructuring charges, of which $4.3 million was recognized in fiscal 2025 and $12.4 million in fiscal 2024. The fiscal 2025 charges consisted of $2.5 million recorded in cost of sales and $1.8 million recorded within SG&A, while the fiscal 2024 charges consisted of $5.5 million recorded in cost of sales and $6.9 million recorded within SG&A.
On April 23, 2025, we announced a second phase of Project Fortify to drive further cost efficiencies, primarily in the Architectural Metals and Architectural Services Segments. Phase 2 focused on further optimizing our operating footprint and aligning resources to enable a more effective operating model.
During fiscal 2026, we incurred $27.4 million of pre-tax costs associated with Phase 2, of which $14.6 million is included in cost of sales and $12.8 million is included within SG&A. Restructuring expenses for fiscal 2026 and fiscal 2024 include non‑cash impairment charges described in Note 1.
| (In thousands) | Architectural Metals | Architectural Services | Architectural Glass | Corporate & Other | Total |
|---|---|---|---|---|---|
| Termination benefits | $3,617 | $5,779 | $— | $1,365 | $10,761 |
| Contract termination costs | 2,042 | 3,782 | — | — | 5,824 |
| Other restructuring charges | 913 | 5,825 | — | 4,120 | 10,858 |
| Total restructuring charges | $6,572 | $15,386 | $— | $5,485 | $27,443 |
| Termination benefits | 928 | (640) | — | 788 | 1,076 |
| Contract termination costs | — | — | — | — | — |
| Other restructuring charges | 3,096 | 151 | — | — | 3,247 |
| Total restructuring charges | $4,024 | $(489) | $— | $788 | $4,323 |
| Termination benefits | 3,348 | 2,475 | — | 56 | 5,879 |
| Contract termination costs | $1,568 | $49 | $— | $— | $1,617 |
| Other restructuring charges | $1,054 | $2 | $— | $3,851 | $4,907 |
| Total restructuring charges | $5,970 | $2,526 | $— | $3,907 | $12,403 |
The following table summarizes our restructuring related accrual balances included within accrued payroll and related benefits and other current liabilities on the Consolidated Balance Sheets. All remaining accrual balances are expected to be paid within fiscal 2027.
| (In thousands) | Architectural Metals | Architectural Services | Architectural Glass | Corporate and Other | Total |
|---|---|---|---|---|---|
| Balance at March 2, 2024 | $2,814 | $2,067 | $— | $56 | $4,937 |
| Restructuring expense | 1,931 | (812) | — | 778 | 1,897 |
| Payments | (4,256) | (605) | — | (323) | (5,184) |
| Other adjustments | 797 | — | — | — | 797 |
| Balance at March 1, 2025 | $1,286 | $650 | $— | $511 | $2,447 |
| Restructuring expense | 4,920 | 5,111 | — | 1,369 | 11,400 |
| Payments | (2,686) | (3,450) | — | (798) | (6,934) |
| Other adjustments | 61 | — | — | — | 61 |
| Balance at February 28, 2026 | $3,581 | $2,311 | $— | $1,082 | $6,974 |
The amounts presented in the table above do not include items charged directly to expense as incurred, as those items are not reflected in accrued payroll and related benefits and other current liabilities on the Consolidated Balance Sheets.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.