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AVNET INC

For the period ended Dec 27, 2025. Filed Jan 30, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Dec 27, 2025 · Filed Jan 30, 2026

AVT$79.28+3.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-27; filed 2025-10-31.

0000008858-25-000066

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

Current report: 10-Q

Period ended 2025-12-27; filed 2026-01-30.

0000008858-26-000025

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

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 68 previous paragraphs and 73 current paragraphs.

39 unchanged; 23 reworded; 10 added; 6 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (10)

Current report

Sales related to customer billings for various tariffs was less than one percent of total sales for the first six months of fiscal 2026 and for fiscal 2025.

Current report

EC sales were $5.89 billion in the second quarter of fiscal 2026, representing a $574.0 million increase, or 10.8%, over prior year second quarter sales of $5.32 billion. All three EC regions contributed to this growth led by Asia. The growth came primarily from the compute, aerospace and defense, and transportation end markets. EC sales increases were primarily driven by increased volumes and to a lesser extent increased mix of sales of higher priced components. Average selling prices remained largely unchanged during the second quarter of fiscal 2026.

Current report

Gross profit margin decreased by 3 basis points to 10.5% for the second quarter of fiscal 2026 when compared to the second quarter of fiscal 2025. For the first six months of fiscal 2026, gross margin decreased by 22 basis points to 10.5% when compared to the first six months of fiscal 2025. A shift in the geographic sales mix toward Asia contributed to the decline in gross profit margin. During the second quarter of fiscal 2026, sales in the western regions with higher gross profit margins accounted for approximately 50% of total sales, compared to 52% in the same period of fiscal 2025.

Current report

See Note 12 “Segment information” to the Company’s consolidated financial statements included in this Quarterly Report on Form 10-Q for the amount of selling, general and administrative expenses by operating group.

Current report

The Company recorded total restructuring, integration, and other expenses in the second quarter of fiscal 2026 of $25.2 million, consisting of $9.5 million of severance and other restructuring related expenses, and $15.7 million of integration and other costs primarily related to start-up costs associated with a new distribution center in EMEA. The after-tax impact of restructuring, integration, and other expenses were $18.3 million and $0.22 per share on a diluted basis.

Current report

Comparatively, the Company recorded restructuring, integration, and other expenses of $3.8 million and $30.1 million during the second quarter and first six months of fiscal 2025, respectively.

Current report

Operating income for the first six months of fiscal 2026 was $288.2 million, a decrease of $9.3 million, from the first six months of fiscal 2025 operating income of $297.6 million. The year-over-year decrease in operating income was primarily due to the lower gross profit margin and the increase in SG&A expenses. Adjusted operating income for the first six months of fiscal 2026 was $322.4 million, a decrease of $6.0 million or 1.8% from the first six months of fiscal 2025. Operating income margin was 2.4% in the first six months of fiscal 2026, a decrease of 28 basis points compared to 2.6% in the prior year first six months.

Current report

Income tax expense for the second quarter and first six months of fiscal 2026 were $28.2 million and $53.2 million, respectively, reflecting an effective tax rate of 31.3% and 31.9%, respectively. In comparison, for the second quarter and first six months of fiscal 2025, income tax expense were $3.0 million and $18.8 million, respectively, reflecting an effective tax rate of 3.4% and 11.4%, respectively. The increase in the effective tax rate for the second quarter of fiscal 2026 as compared to the second quarter of fiscal 2025 was primarily related to the tax attribute carryforwards generated in fiscal 2025 but not in fiscal 2026 and from increases to valuation allowances. The increase in the effective tax rate for the first six months of fiscal 2026 as compared to the first six months of fiscal 2025 was primarily related to the tax attribute carryforwards that were generated in fiscal 2025 but not in fiscal 2026. See Note 7 “Income taxes” to the Company’s consolidated financial statements included in this Quarterly Report on Form 10-Q.

Current report

As a result of the factors described above, the Company’s net income for the first six months of fiscal 2026 was $113.5 million, or $1.36 per share on a diluted basis, as compared with $146.2 million, or $1.65 per share on a diluted basis, in the first six months of fiscal 2025.

Current report

Net cash from operating activities was $63.7 million for the first six months of fiscal 2026, down from $444.2 million in the same period of 2025. The decline was mainly due to $100.5 million used for working capital in 2026 to support sales growth, compared to $232.5 million generated in 2025. Increases in accounts receivable and inventory in fiscal 2026 were primarily to support sales growth, partially offset by increases to accounts payable from inventory purchases and certain accruals.
Removed paragraphs (6)

Previous report

EC sales of $5.50 billion in the first quarter of fiscal 2026 increased $242.6 million, or 4.6%, from the prior year first quarter sales of $5.26 billion, with the Americas and Asia regions contributing to the increase offset by sales declines in the EMEA region. The increase in sales is primarily due to increased demand in the Asia region, most notably in the transportation, compute and communication sectors.

Previous report

Gross profit margin decreased by 42 basis points to 10.4% for the first quarter of fiscal 2026 when compared to the first quarter of fiscal 2025. The decrease in gross profit margin was partially due to a geographic sales mix to Asia. Sales in the higher gross profit margin western regions represented approximately 51% of sales in the first quarter of fiscal 2026, versus 53% of sales during the first quarter of fiscal 2025. The remaining reduction in gross profit margin was due to declines in gross margin in the EC Americas and EMEA regions primarily due to changes in customer and product mix.

Previous report

Comparatively, the Company recorded restructuring, integration, and other expenses of $26.4 million during the first quarter of fiscal 2025 consisting of severance costs of $3.4 million, facility exits costs of $5.2 million, asset impairments of $14.9 million, and integration and other costs of $2.9 million.

Previous report

The Company had other expenses of $5.5 million in the first quarter of fiscal 2026 compared to other expenses of $3.0 million in the first quarter of fiscal 2025. The increase in other expenses in the first quarter of fiscal 2026 is primarily due to increases in foreign currency translation losses.

Previous report

Income tax expense for the first quarter of fiscal 2026 was $25.1 million reflecting an effective tax rate of 32.6% compared to $15.8 million, reflecting an effective tax rate of 21.1% in the first quarter of fiscal 2025. The increase in the effective tax rate for the first quarter of fiscal 2026 as compared to the first quarter of fiscal 2025 was primarily due the effect of changes in tax rates enacted in foreign jurisdictions and increases to unrecognized tax benefit reserves net of settlements.

Previous report

Net cash used for operating activities was $144.6 million for the first quarter of fiscal 2026, compared to net cash provided by operating activities of $106.3 million for the first quarter of fiscal 2025. The $250.9 million increase in net cash used for operating activities year over year is primarily due to cash used for working capital and other. Cash used for working capital and other was $217.5 million during the first quarter of fiscal 2026, compared to $0.8 million of cash generated during the first quarter of fiscal 2025, with the difference attributable primarily to an increase in accounts receivable primarily to support the growth in Asia sales.
Reworded paragraphs (23)

Previous wording

The Company’s operations subject it to tariffs and other trade protection measures. The U.S. administration has instituted certain changes, and may make additional changes, in trade policies that include the negotiation or termination of trade agreements, higher tariffs on imports into the U.S., and other measures affecting trade between the U.S. and other countries from which the Company imports. Due in part to these measures, some countries are changing their trade policies relating to goods imported from the U.S. These global trade disruptions and geopolitical tensions, together with any related downturns in the global economy, could dampen customer demand, increase market volatility, and impact currency exchange rates, all of which could materially and adversely affect the Company’s financial performance. Evaluating and complying with new and future trade measures diverts management’s attention from existing initiatives, which may negatively impact the Company’s business operations.

Current wording

The Company’s operations subject it to tariffs and other trade protection measures. The U.S. administration has instituted certain changes, and may make additional changes, in trade policies that include the negotiation or termination of trade agreements, higher tariffs on imports into the U.S., and other measures affecting trade between the U.S. and other countries from which the Company imports. Due in part to these measures, some countries are changing their trade policies relating to goods imported from the U.S. These global trade disruptions and geopolitical tensions, together with any related downturns in the global economy, could dampen customer demand, increase market volatility, and impact currency exchange rates, all of which could materially and adversely affect the Company’s financial performance. Evaluating and complying with new and future trade measures diverts management’s attention from existing initiatives, which may negatively impact the Company’s business operations. Additionally, there are several court cases challenging U.S. administration’s authority to impose tariffs, including cases pending before the U.S. Supreme Court. The outcome of these court cases could add complexity to our operations in terms of seeking refunds from the U.S. government, adjusting pricing with customers, and undertaking mitigation efforts to minimize potential impacts to our operations.

Previous wording

The global electronic components market has a history of cyclical downturns followed by periods of increased demand. Beginning in the second half of calendar year 2023, the industry began to experience a downturn marked by a decrease in sales due to a combination of elevated customer inventory levels and lower underlying demand for electronic components. As a result, the Company has seen decreased sales, resulting in lower operating income. The duration of the current downturn remains uncertain, however, in the first quarter of fiscal 2026, the Company saw year over year and quarter over quarter sales improvements in the Americas and Asia regions of EC as well as in its Farnell operating group. The Company’s EMEA region of EC continues to have year-over-year sales declines. The Company expects sales in the second quarter of fiscal 2026 to increase approximately 2% compared to first quarter sales of fiscal 2026.

Current wording

The global electronic components market has a history of cyclical downturns followed by periods of increased demand. During the past two fiscal years, the Company’s overall business experienced a downturn marked by a decrease in sales due to a combination of elevated customer inventory levels and lower underlying demand for electronic components. As a result, the Company’s sales and operating income declined. During the second quarter of fiscal 2026, the Company experienced both year-over-year and quarter-over-quarter sales growth and an improvement in the days of inventory on hand. The Company anticipates that third-quarter sales in fiscal 2026 will grow by about 1% compared to the second-quarter sales with higher growth coming from the Americas and EMEA regions compared to the Asia region.

Previous wording

The following table presents the percentage change in sales for the first quarter of fiscal 2026 as compared to the first quarter of fiscal 2025, by geographic region and operating group.

Current wording

The following table presents the percentage change in sales for the second quarter and first six months of fiscal 2026 as compared to the second quarter and first six months fiscal 2025, by geographic region and operating group.

Previous wording

Sales of $5.90 billion for the first quarter of fiscal 2026 increased $294.4 million, or 5.3%, as compared to $5.60 billion for the same quarter last year reflecting year-over-year sales growth in both the EC and Farnell operating groups.

Current wording

Sales of $6.32 billion for the second quarter of fiscal 2026 increased $655.6 million, or 11.6%, as compared to $5.66 billion for the same quarter last year driven by sales growth across all EC regions and from Farnell. Sales for the first six months of fiscal 2026 were $12.22 billion, an increase of $950.0 million as compared to sales of $11.27 billion for the first six months of fiscal 2025 reflecting year-over-year sales growth in both the EC and Farnell operating groups.

Previous wording

Farnell sales for the first quarter of fiscal 2026 were $398.9 million, reflecting an increase of $51.8 million, or 14.9%, compared to the same period in the prior year. The increase in sales in the first quarter of fiscal 2026 is primarily due to improvement in demand for single board computers globally and for on-the-board electronic components in the Asia and Americas regions.

Current wording

Farnell sales for the second quarter of fiscal 2026 were $427.1 million, reflecting an increase of $81.6 million, or 23.6%, compared to the same period in the prior year, with all three regions contributing to the increase. The increase in sales in the second quarter of fiscal 2026 is primarily due to improvement in demand for single board computers globally and for on-the-board electronic components in the Asia and Americas regions. The increase in sales at Farnell was primarily driven by an increase in volumes as increases in components pricing were insignificant during the second quarter of fiscal 2026.

Previous wording

The Company’s gross profit and gross profit margin are primarily affected by sales volume, product mix, and geographic sales mix. Gross profit for the first quarter of fiscal 2026 increased $7.4 million, or 1.2% from the first quarter of fiscal 2025. This increase is primarily due to sales volume increases in both operating groups partially offset by the decline in gross profit margin in the EC operating group including the impact from geographical sales mix.

Current wording

The Company’s gross profit and gross profit margin are primarily affected by sales volume, product mix, product pricing, and geographic sales mix. Gross profit for the second quarter of fiscal 2026 increased $67.0 million, or 11.2% from the second quarter of fiscal 2025. Gross profit for the first six months of fiscal 2026 increased $74.4 million, or 6.2% from the first six months of fiscal 2025.This increase in gross profit is primarily due to sales increases in both operating groups discussed above, partially offset by the decline in gross profit margin in the EC operating group, which was mostly driven by a higher percentage of sales coming from the lower margin Asia region.

Previous wording

Selling, general, and administrative expenses (“SG&A expenses”) increased $25.7 million or 5.9% from the first quarter of fiscal 2025. The increase in SG&A expenses is primarily due to increases in variable operating expenses associated with the increase in sales volumes discussed above and the impact of changes in foreign currency translation rates.

Current wording

Selling, general, and administrative expenses (“SG&A expenses”) increased $54.7 million or 12.5% from the second quarter of fiscal 2025, and increased $80.4 million, or 9.2% from the first six months of fiscal 2025. The increase in SG&A expenses is primarily due to increases in variable operating expenses associated with higher sales volumes and the impact of changes in foreign currency translation rates.

Previous wording

Management monitors SG&A expenses as a percentage of sales and as a percentage of gross profit. In the first quarter of fiscal 2026, SG&A expenses were 7.9% of sales and 75.5% of gross profit, as compared with 7.8% and 72.2%, respectively, in the first quarter of fiscal 2025. The year-over-year increase in SG&A expenses as a percentage of gross profit is primarily due to the decline in gross profit margin in EC discussed further above.

Current wording

Management monitors SG&A expenses as a percentage of sales and as a percentage of gross profit. In the second quarter of fiscal 2026, SG&A expenses were 7.8% of sales and 74.2% of gross profit, as compared with 7.7% and 73.3%, respectively, in the second quarter of fiscal 2025. SG&A expenses were 7.8% as a percentage of sales and 74.8% as a percentage of gross profit for the first six months of fiscal 2026, as compared with 7.8% and 72.8%, respectively, in the first six months of fiscal 2025. The year-over-year increase in SG&A expenses as a percentage of gross profit is primarily due to the decline in gross profit margin in EC discussed further above.

Previous wording

The Company recorded total restructuring, integration, and other expense in the first quarter of fiscal 2026 of $8.3 million, consisting of $1.6 million of severance and other employee-related expenses, and $6.7 million of integration and other costs. The after-tax impact of restructuring, integration, and other expenses were $5.8 million and $0.07 per share on a diluted basis.

Current wording

During the first six months of fiscal 2026, the Company incurred restructuring, integration, and other expense costs of $33.5 million, consisting of $11.1 million of severance and other employee-related expenses, and $22.4 million of integration and other costs. The after-tax impact of restructuring, integration, and other expenses were $24.1 million and $0.29 per share on a diluted basis.

Previous wording

Operating income for the first quarter of fiscal 2026 was $142.0 million, a decrease of $0.2 million or 0.1%, year over year. Operating income margin for the first quarter of fiscal 2026 was 2.4%, a decrease of 13 basis points compared to 2.5% in the first quarter of fiscal 2025. Adjusted operating income for the first quarter of fiscal 2026 was $150.7 million, a decrease of $18.3 million, or 10.8%. Adjusted operating income margin for the first quarter of fiscal 2026 was 2.6% compared to 3.0% in the first quarter of fiscal 2025. The decreases in adjusted operating income and adjusted operating income margin are primarily due to the decreases in gross profit margin and the increase in SG&A expenses as discussed further above.

Current wording

Operating income for the second quarter of fiscal 2026 was $146.2 million, a decrease of $9.1 million or 5.9%, year over year. Operating income margin for the second quarter of fiscal 2026 was 2.3%, a decrease of 43 basis points compared to 2.7% in the second quarter of fiscal 2025. Adjusted operating income for the second quarter of fiscal 2026 was $171.7 million, an increase of $12.2 million, or 7.7%. Adjusted operating income margin for the second quarter of fiscal 2026 was 2.7% compared to 2.8% in the second quarter of fiscal 2025. The decrease in adjusted operating income margin is primarily due to the decreases in gross profit margin and the increase in SG&A expenses as discussed further above.

Previous wording

Comparing the first quarter of fiscal 2026 to the first quarter of fiscal 2025, EC operating income decreased 19.4% to $159.0 million, and EC operating income margin decreased 86 basis points to 2.9%, with decreases in the EMEA and Americas regions partially offset by an improvement in the Asia region. Farnell operating income increased 819.7% to $17.1 million in the first quarter of fiscal 2026. Farnell operating income margin increased 375 basis points year over year to 4.3%. The increases in operating income and operating income margin in Farnell are due to the higher sales and higher gross profit margin with only a slight increase in SG&A expenses.

Current wording

Comparing the second quarter of fiscal 2026 to the second quarter of fiscal 2025, EC operating income increased 3.0% to $187.1 million, and EC operating income margin decreased 25 basis points to 3.2%, with a decrease in the EMEA and Americas regions, partially offset by improvement in the Asia region. Farnell operating income increased 475.2% to $20.0 million in the second quarter of fiscal 2026. Farnell operating income margin increased 367 basis points year-over-year to 4.7%. The increases in operating income and operating income margin in Farnell are due to higher sales and higher gross profit margin, partially offset by an increase in SG&A expenses.

Previous wording

Interest and other financing expenses in the first quarter of fiscal 2026 were $59.8 million, a decrease of $4.7 million as compared to $64.4 million in the first quarter of fiscal 2025. The decrease in interest and other financing expenses in the first quarter of fiscal 2026 compared to fiscal 2025 is primarily a result oflower average borrowing rates.

Current wording

Interest and other financing expenses in the second quarter of fiscal 2026 were $61.4 million, a decrease of $1.0 million as compared to $62.4 million in the second quarter of fiscal 2025. Interest and other financing expenses in the first six months of fiscal 2026 were $121.1 million, a decrease of $5.7 million, as compared with interest and other financing expenses of $126.8 million in the first six months of fiscal 2025. The decrease in interest and other financing expenses in the second quarter and first six months of fiscal 2026 compared to fiscal 2025 is primarily a result of lower average borrowing rates.

Previous wording

As a result of the factors described above, the Company’s net income for the first quarter of fiscal 2026 was $51.7 million, or $0.61 per share on a diluted basis, as compared with $59.0 million, or $0.66 per share on a diluted basis, in the first quarter of fiscal 2025. Diluted earnings per share in the first quarter of fiscal 2026 benefited from a 5.5% reduction in diluted shares outstanding compared to the first quarter of fiscal 2025, primarily due to share repurchases over the past year.

Current wording

As a result of the factors described above, the Company’s net income for the second quarter of fiscal 2026 was $61.7 million, or $0.75 per share on a diluted basis, as compared with $87.3 million, or $0.99 per share on a diluted basis, in the second quarter of fiscal 2025.

Previous wording

Net proceeds of debt totaled $320.8 million during the first quarter of fiscal 2026, including net proceeds of $633.8 million from the issuance of Convertible Notes, and $277.3 million for term loans and other debt, partially offset by net repayments of $290.9 million under the Credit Facility, and $299.4 million under the Securitization Program. This compares to $15.7 million of net proceeds during the first quarter of the prior fiscal year. The Company has repurchased $138.3 million of common stock under its share repurchase plan during the first quarter of fiscal 2026 compared to $100.0 million in the same period of the prior fiscal year. The Company paid cash dividends to shareholders of $0.35 per share, or $28.5 million, during the first quarter of fiscal 2026 as compared to $0.33 per share, or $28.9 million, during the first quarter of fiscal 2025.

Current wording

Net proceeds of debt totaled $264.8 million during the first six months of fiscal 2026, including net proceeds of $633.8 million from the issuance of Convertible Notes, and $264.9 million for term loans, offset by net repayments of $416.7 million under the Credit Facility, $211.3 million under the Securitization Program and $5.8 million of other debt. This compares to $307.7 million of net repayments during the first six months of the prior fiscal year.

Previous wording

Net cash used in investing activities decreased during the first quarter of fiscal 2026 by $6.9 million, when compared to the same period in fiscal 2025, primarily due to a decrease in capital expenditures.

Current wording

Net cash used in investing activities decreased by $21.3 million during the first six months of fiscal 2026 compared to the same period in 2025, primarily due to lower capital expenditures.

Previous wording

The Company has various lines of credit, financing arrangements, and other forms of bank debt in the U.S. and various foreign locations to fund the working capital, foreign exchange, overdraft, capital expenditure, and letter of credit needs of its wholly owned subsidiaries. Outstanding borrowings under such forms of debt at the end of first quarter of fiscal 2026 was $119.6 million.

Current wording

The Company has various lines of credit, financing arrangements, and other forms of bank debt in the U.S. and various foreign locations to fund the working capital, foreign exchange, overdraft, capital expenditure, and letter of credit needs of its wholly owned subsidiaries. Outstanding borrowings under such forms of debt at the end of second quarter of fiscal 2026 were $104.3 million.

Previous wording

The Company held cash and cash equivalents of $175.5 million as of September 27, 2025, of which $146.0 million was held outside the United States. As of June 28, 2025, the Company held cash and cash equivalents of $192.4 million, of which $181.8 million was held outside of the United States.

Current wording

The Company held cash and cash equivalents of $286.5 million as of December 27, 2025, of which $279.6 million was held outside the United States. As of June 28, 2025, the Company held cash and cash equivalents of $192.4 million, of which $181.8 million was held outside of the United States.

Previous wording

During periods of weakening demand in the electronic components industry, the Company typically generates cash from operating activities. Conversely, the Company will use cash for working capital requirements during periods of higher growth. The Company generated $473.6 million in cash flows from operating activities over the trailing four fiscal quarters ended September 27, 2025.

Current wording

During periods of weakening demand in the electronic components industry, the Company typically generates cash from operating activities. Conversely, the Company will use cash for working capital requirements during periods of higher growth. The Company generated $344.0 million in cash flows from operating activities over the trailing four fiscal quarters ended December 27, 2025.

Previous wording

As of the end of the first quarter of fiscal 2026, the Company had a combined total borrowing capacity of $2.0 billion under the Credit Facility and the Securitization Program. There were $122.7 million of borrowings outstanding and $0.8 million in letters of credit issued under the Credit Facility, and $200.6 million outstanding under the Securitization Program, resulting in approximately $1.68 billion of total committed availability as of September 27, 2025. Availability under the Securitization Program is subject to the Company having sufficient eligible trade accounts receivable in the United States to support desired borrowings. The Company expects to repay the $550 million Notes due April 2026 using cash on hand and availability under the Credit Facility.

Current wording

As of the end of the second quarter of fiscal 2026, the Company had a combined total borrowing capacity of $2.0 billion under the Credit Facility and the Securitization Program. There were no borrowings outstanding and $0.8 million in letters of credit issued under the Credit Facility, and $288.7 million outstanding under the Securitization Program, resulting in approximately $1.71 billion of total committed availability as of December 27, 2025. Availability under the Securitization Program is subject to the Company having sufficient eligible trade accounts receivable in the United States to support desired borrowings. The Company expects to repay the $550 million Notes due April 2026 using cash on hand and availability under the Credit Facility. The Company expects to renew or replace the Securitization Program on similar terms, subject to market conditions, before its maturity in December 2026.

Previous wording

During the first quarter of fiscal 2026, the Company had an average daily balance outstanding of approximately $774.9 million under the Credit Facility, and approximately $484.7 million under the Securitization Program. The Company also has average borrowings that are higher than quarter end borrowings from various lines of credit, financing arrangements, and other forms of bank debt in the U.S. and various foreign locations.

Current wording

During the second quarter and first six months of fiscal 2026, the Company had an average daily balance outstanding of approximately $544.9 million and $659.9 million, respectively, under the Credit Facility, and approximately $454.0 million and $469.4 million, respectively, under the Securitization Program. The Company also has average borrowings that are higher than quarter end borrowings from various lines of credit, financing arrangements, and other forms of bank debt in the U.S. and various foreign locations.

Previous wording

As of September 27, 2025, the Company does not expect to repurchase additional shares until its’ consolidated leverage ratio returns to historical levels. When share repurchases resume, the Company may repurchase stock from time to time at the discretion of management, subject to strategic considerations, market conditions (including share price), and other factors. The Company may terminate or limit the share repurchase program at any time without prior notice. The Company has $225.8 million of shares of capacity remaining on the share repurchase program approved by the Board of Directors.

Current wording

As of December 27, 2025, the Company does not expect to repurchase additional shares until its’ consolidated leverage ratio returns to historical levels. When share repurchases resume, the Company may repurchase stock from time to time at the discretion of management, subject to strategic considerations, market conditions (including share price), and other factors. The Company may terminate or limit the share repurchase program at any time without prior notice. The Company has $225.8 million of capacity remaining on the share repurchase program approved by the Board of Directors as of December 27, 2025.

Previous wording

The Company has historically paid quarterly cash dividends on shares of its common stock, and future dividends are subject to approval by the Board of Directors. During the first quarter of fiscal 2026, the Board of Directors approved a dividend of $0.35 per share, which resulted in $28.5 million of dividend payments during the quarter.

Current wording

The Company has historically paid quarterly cash dividends on shares of its common stock, and future dividends are subject to approval by the Board of Directors. During the second quarter of fiscal 2026, the Board of Directors approved a dividend of $0.35 per share, which resulted in $28.5 million of dividend payments during the quarter.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

The Company has repurchased $138.3 million of common stock under its share repurchase plan during the first six months of fiscal 2026 compared to $152.2 million in the same period of the prior fiscal year. The Company paid cash dividends to shareholders of $0.70 per share, or $56.9 million, during the first six months of fiscal 2026 as compared to $0.66 per share, or $57.4 million, during the first six months of fiscal 2025.