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INTERFACE INC

For the period ended Oct 4, 2026. Filed Nov 10, 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.

Oct 4, 2026 · Filed Nov 10, 2026

TILE$31.88-0.3%Stored close · as of Nov 10, 2026

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Notes to Consolidated Condensed Financial Statements

NOTE 1 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

References in this Quarterly Report on Form 10-Q to “Interface,” “the Company,” “we,” “our,” “ours” and “us” refer to Interface, Inc. and its subsidiaries or any of them, unless the context requires otherwise.

As contemplated by the Securities and Exchange Commission (the “Commission”) instructions to Form 10-Q, the following footnotes have been condensed and, therefore, do not contain all disclosures required in connection with annual financial statements. Reference should be made to the Company’s year-end financial statements and notes thereto contained in its Annual Report on Form 10-K for the fiscal year ended December 28, 2025, as filed with the Commission.

The financial information included in this report has been prepared by the Company. In the opinion of management, the financial information included in this report contains all adjustments necessary for a fair presentation of the results for the interim periods. All such adjustments are of a normal recurring nature unless otherwise disclosed. Nevertheless, the results shown for interim periods are not necessarily indicative of results to be expected for the full year. The December 28, 2025, consolidated condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States (“GAAP”).

The nine-month period ended October 4, 2026 includes 40 weeks and the nine-month period ended September 28, 2025 includes 39 weeks. The three-month periods ended October 4, 2026 and September 28, 2025 both include 13 weeks.

Risks and Uncertainties

Ongoing global economic challenges including but not limited to inflation, government-imposed tariffs, supply chain disruptions, disruptions in global energy markets, the Russia-Ukraine war and conflicts in the Middle East, and slow market conditions in certain parts of the globe could cause economic uncertainty and volatility. The Company considered these impacts and subsequent general uncertainties and volatility in the global economy on the assumptions and estimates used herein. These uncertainties could result in a future material adverse effect to the amounts reported within the Company’s consolidated condensed financial statements if actual results differ from these estimates.

Accounting Policies

The Company’s accounting policies are set forth in its most recently filed Annual Report on Form 10-K. There have been no material changes to the Company’s accounting policies during the first nine months of 2026. During the first quarter of 2026, the U.S. Supreme Court ruled that tariffs previously paid under the International Emergency Economic Powers Act (“IEEPA”) were invalid. The Company elected to apply the gain contingency model to account for potential tariff refunds previously paid under the IEEPA. Under this model, a gain contingency is not recognized in the financial statements until the gain is realized or realizable.

During the second quarter of 2026, the Company recognized approximately $15.6 million in refunds for tariffs previously paid under the IEEPA, which were recognized as a reduction to cost of sales in the consolidated condensed statements of operations. In connection with these tariff refunds, the Company also recorded approximately $0.5 million of interest income, presented as a reduction to interest expense, net in the consolidated condensed statements of operations. As of October 4, 2026, any outstanding requests for IEEPA tariff refunds are not material.

Recently Issued Accounting Pronouncements– Not Yet Adopted

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06 - “Intangibles--Goodwill and Other--Internal Use Software (Subtopic 350-40)”. This ASU amends the accounting for internal-use software costs by removing reference to prescriptive and sequential software development stages used to evaluate capitalizable costs. The ASU requires entities to consider whether significant uncertainties associated with development activities have been resolved prior to capitalization of software costs and aligns disclosure requirements with Accounting Standards Codification (“ASC”) 360, “Property, Plant, and Equipment”. The new guidance in ASU 2025-06 is effective for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods, and may be applied prospectively, retrospectively, or using a modified retrospective approach. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, “Income Statement Reporting--Comprehensive Income-- Expense Disaggregation Disclosures (Subtopic 220-40)”. This ASU requires public entities to provide additional footnote disclosures to disaggregate the cost and expense line items presented in the income statement into specific categories including (a) purchases of inventory; (b) employee compensation; (c) depreciation; and (d) intangible asset amortization. The ASU also requires qualitative disclosure of other relevant expense categories not separately disclosed, the total amount of selling expenses, and the definition of selling expenses in annual reporting periods. The new guidance in ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

NOTE 2 –REVENUE RECOGNITION

The Company generates revenue from sales of modular carpet, resilient flooring, rubber flooring, and other flooring-related material, and from the installation of carpet and other flooring-related material. A summary of these revenue streams, as a percentage of consolidated net sales, for the three and nine months ended October 4, 2026 and September 28, 2025 is as follows:

Three Months EndedNine Months Ended
October 4, 2026September 28, 2025October 4, 2026September 28, 2025
Revenue from the sale of flooring material97%97%98%98%
Revenue from installation of flooring material3%3%2%2%

Disaggregation of Revenue

For the three and nine months ended October 4, 2026 and September 28, 2025, revenue from the Company’s customers is broken down by geography as follows:

Three Months EndedNine Months Ended
GeographyOctober 4, 2026September 28, 2025October 4, 2026September 28, 2025
Americas60%60%61%61%
Europe29%30%29%29%
Asia-Pacific11%10%10%10%

Revenue from the Company’s customers in the Americas corresponds to the AMS reportable segment, and the EAAA reportable segment includes revenue from the Europe and Asia-Pacific geographies. See Note 10 entitled “Segment Information” for additional information.

For the three and nine months ended October 4, 2026 and September 28, 2025, revenue by material market segment as a percentage of consolidated totals is as follows:

Three Months EndedNine Months Ended
Market SegmentOctober 4, 2026September 28, 2025October 4, 2026September 28, 2025
Corporate Office45%45%44%44%
Education20%19%21%21%
Healthcare11%10%11%10%
Other24%26%24%25%

NOTE 3 –INVENTORIES

Inventories are summarized as follows:

October 4, 2026December 28, 2025
(in thousands)
Finished goods$223,608$205,115
Work-in-process22,34017,418
Raw materials59,43452,481
Inventories, net$305,382$275,014

NOTE 4 –EARNINGS PER SHARE

The Company computes basic earnings per share (“EPS”) by dividing net income by the weighted average common shares outstanding, including participating securities outstanding, during the period as discussed below. Diluted EPS reflects the potential dilution beyond shares for basic EPS that could occur if securities or other contracts to issue common stock were exercised, converted into common stock or resulted in the issuance of common stock that would have shared in the Company’s earnings.

The Company includes all unvested stock awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, in the number of shares outstanding for basic EPS as these awards are considered participating securities. Unvested share-based awards of restricted stock are paid dividends equally with all other shares of common stock and are considered participating securities. As a result, the Company includes all outstanding restricted stock awards during the period in the calculation of basic and diluted EPS. As of October 4, 2026, there were no unvested restricted stock awards. Any unvested share-based awards considered non-participating securities (restricted share units and performance shares) are included in diluted EPS calculations when the inclusion of these shares would be dilutive. The following table shows the computation of basic and diluted EPS:

Three Months EndedNine Months Ended
October 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands, except per share data)
Numerator:
Net income (1)$39,220$46,146$114,238$91,709
Denominator:
Weighted average shares outstanding57,80058,37157,94358,407
Participating securities———46
Shares for basic EPS57,80058,37157,94358,453
Dilutive effect of non-participating securities576763622702
Shares for diluted EPS58,37659,13458,56559,155
Basic EPS$0.68$0.79$1.97$1.57
Diluted EPS$0.67$0.78$1.95$1.55

(1) Income attributable to participating securities for the nine-month period ended September 28, 2025 wasnot material.

NOTE 5 –LONG-TERM DEBT

Long-term debt consisted of the following:

October 4, 2026December 28, 2025
Outstanding PrincipalInterest Rate(1)Outstanding PrincipalInterest Rate(1)
(in thousands) · (in thousands)
Syndicated Credit Facility:(2)
Revolving loan borrowings$1,7395.64%$6,1586.07%
Term loan borrowings128,6035.05%175,6215.09%
Total borrowings under Syndicated Credit Facility130,3425.06%181,7795.12%
Total debt130,342181,779
Less: Unamortized debt issuance costs(129)(200)
Total debt, net130,213181,579
Less: Current portion of long-term debt(8,791)(8,778)
Total long-term debt, net$121,422$172,801

(1) Represents the weighted average rate of interest for borrowings under the Syndicated Credit Facility without the effect of debt issuance costs.

(2) The Syndicated Credit Facility also includes a multicurrency revolving loan facility up to $250 million.

Syndicated Credit Facility

The Company’s Syndicated Credit Facility (the “Facility”) provides to the Company U.S. denominated and multicurrency term loans and provides to the Company and certain of its subsidiaries a multicurrency revolving loan facility. Each of the Company’s material domestic subsidiaries guarantees the obligations of the Company under its Facility. The Facility matures December 3, 2030. At October 4, 2026, the Company had available borrowing capacity of $247.7 million under the revolving loan facility.

Interest on base rate loans is charged at varying rates computed by applying a margin depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter. Interest on Secured Overnight Financing Rate (“SOFR”)-based and alternative currency loans is charged at varying rates computed by applying a margin over the applicable SOFR or alternative currency rate, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter. In addition, the Company pays a commitment fee per annum (depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter) on the unused portion of the Facility.

Fees for commercial letters of credit are computed as a percentage of the amount available to be drawn under such letters of credit. Fees for standby letters of credit are charged at varying rates computed by applying a margin of the amount available to be drawn under such standby letters of credit, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter.

Under the Facility, the Company is required to make quarterly amortization payments on the term loan borrowings, which are due on the last day of the calendar quarter.

The Company is in compliance with all covenants under the Facility and anticipates that it will remain in compliance with the covenants for the foreseeable future.

Future Maturities

The aggregate maturities of borrowings outstanding at October 4, 2026 were as follows:

Fiscal YearAmount
(in thousands)
Remainder of 2026$2,198
20278,791
20288,791
20298,791
2030101,771
Total debt$130,342

Total long-term debt in the consolidated condensed balance sheets includes a reduction for unamortized debt issuance costs, which are excluded from the maturities table above.

NOTE 6 –SHAREHOLDERS’ EQUITY

The following tables depict the activity in the accounts which make up shareholders’ equity for the three and nine months ended October 4, 2026 and September 28, 2025:

SHARESCOMMON STOCKADDITIONAL PAID-IN CAPITALRETAINEDEARNINGSFOREIGN CURRENCY TRANSLATION ADJUSTMENTPENSION LIABILITYTOTAL
(in thousands, except per share data)
Balance, at December 28, 202557,891$5,789$248,910$517,980$(92,691)$(39,314)$640,674
Net income———23,611——23,611
Issuances of stock related to restricted share units and performance shares1,065106(106)————
Cash dividends declared, $0.03 per common share———(1,882)——(1,882)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings(440)(44)(8,818)———(8,862)
Share repurchases(461)(46)(11,954)———(12,000)
Foreign currency translation adjustment————(8,344)—(8,344)
Pension liability adjustment—————1,3881,388
Balance, at April 5, 202658,055$5,805$228,032$539,709$(101,035)$(37,926)$634,585
Net income———51,407——51,407
Issuances of stock related to restricted share units and performance shares585(5)————
Cash dividends declared, $0.03 per common share———(1,739)——(1,739)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings(3)—4,572———4,572
Share repurchases(310)(30)(8,765)———(8,795)
Foreign currency translation adjustment————(1,505)—(1,505)
Pension liability adjustment—————(160)(160)
Balance, at July 5, 202657,800$5,780$223,834$589,377$(102,540)$(38,086)$678,365
Net income———39,220——39,220
Cash dividends declared, $0.03 per common share———(1,734)——(1,734)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings——3,355———3,355
Foreign currency translation adjustment————(6,102)—(6,102)
Pension liability adjustment—————442442
Balance, at October 4, 202657,800$5,780$227,189$626,863$(108,642)$(37,644)$713,546
SHARESCOMMON STOCKADDITIONAL PAID-IN CAPITALRETAINEDEARNINGSFOREIGN CURRENCY TRANSLATION ADJUSTMENTPENSION LIABILITYTOTAL
(in thousands, except per share data)
Balance, at December 29, 202458,304$5,830$261,028$405,441$(143,317)$(39,834)$489,148
Net income———13,002——13,002
Issuances of stock related to restricted share units and performance shares65866(66)————
Cash dividends declared, $0.01 per common share———(641)——(641)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings(352)(35)(3,546)———(3,581)
Foreign currency translation adjustment————15,834—15,834
Pension liability adjustment—————(695)(695)
Balance, at March 30, 202558,610$5,861$257,416$417,802$(127,483)$(40,529)$513,067
Net income———32,561——32,561
Issuances of stock related to restricted share units and performance shares1——————
Cash dividends declared, $0.01 per common share———(586)——(586)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings——2,765———2,765
Share repurchases(218)(22)(4,423)———(4,445)
Foreign currency translation adjustment————33,445—33,445
Pension liability adjustment—————(1,782)(1,782)
Balance, at June 29, 202558,393$5,839$255,758$449,777$(94,038)$(42,311)$575,025
Net income———46,146——46,146
Issuances of stock related to restricted share units545(5)————
Cash dividends declared, $0.02 per common share———(1,170)——(1,170)
Compensation expense related to share-based plans, net of forfeitures and shares received for tax withholdings(24)(2)2,991———2,989
Share repurchases(32)(3)(695)———(698)
Foreign currency translation adjustment————(2,356)—(2,356)
Pension liability adjustment—————1,0151,015
Balance, at September 28, 202558,391$5,839$258,049$494,753$(96,394)$(41,296)$620,951

Repurchases of Common Stock

In May 2022, the Company adopted a share repurchase program in which the Company is authorized to repurchase up to $100 million of its outstanding shares of common stock. The program has no specific expiration date. During the nine months ended October 4, 2026, the Company repurchased 771,125 shares of common stock at a weighted average price of $26.90 per share pursuant to this program.

Stock Incentive Plan

The Company has share-based employee compensation plans, which are described more fully in Note 13 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025.

Restricted Share Unit Awards

Compensation expense related to the restricted share units was $5.5 million and $4.6 million for the nine months ended October 4, 2026 and September 28, 2025, respectively. The Company has reduced its expense for any restricted share units forfeited during the period.

The following table summarizes restricted share units outstanding as of October 4, 2026, as well as activity during the nine months then ended:

Restricted Share UnitsWeighted AverageGrant DateFair Value
Outstanding at December 28, 2025797,400$15.88
Granted256,00031.04
Vested(487,500)13.95
Forfeited or canceled(11,500)20.54
Outstanding at October 4, 2026554,400$24.48

As of October 4, 2026, the unrecognized total compensation cost related to unvested restricted share units was $9.1 million. That cost is expected to be recognized by the second quarter of 2029.

Performance Share Awards

The following table summarizes the performance shares outstanding as of October 4, 2026, as well as the activity during the nine months then ended:

Performance SharesWeighted AverageGrant DateFair Value
Outstanding at December 28, 20251,070,300$14.04
Granted399,20021.53
Vested(635,500)10.79
Forfeited or canceled(14,900)19.34
Outstanding at October 4, 2026819,100$20.11

Compensation expense related to the performance shares was $7.5 million and $5.5 million for the nine months ended October 4, 2026 and September 28, 2025, respectively. The Company has reduced its expense for any performance shares forfeited during the period. Unrecognized compensation expense related to these performance shares was approximately $11.1 million as of October 4, 2026. The amount and timing of future compensation expense will depend on the performance of the Company. The compensation expense related to these outstanding performance shares is expected to be recognized by the first quarter of 2029.

The tax benefit recognized with respect to restricted share units and performance shares was approximately $1.5 million for the nine months ended October 4, 2026.

NOTE 7 –LEASES

The table below represents a summary of the balances recorded in the consolidated condensed balance sheets related to the Company’s leases as of October 4, 2026 and December 28, 2025:

October 4, 2026December 28, 2025
Balance Sheet Location · Operating Leases · Finance Leases · Operating Leases · Finance Leases
(in thousands)
Operating lease right-of-use assets$90,513$78,191
Current portion of operating lease liabilities$13,096$15,748
Operating lease liabilities81,74467,205
Total operating lease liabilities$94,840$82,953
Property, plant and equipment, net$10,480$9,574
Accrued expenses$3,501$3,155
Other long-term liabilities7,3686,817
Total finance lease liabilities$10,869$9,972

As of October 4, 2026, there were no significant leases that had not commenced.

Lease Costs

Three Months EndedNine Months Ended
October 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands)
Finance lease cost:
Amortization of right-of-use assets$1,008$883$3,071$2,600
Interest on lease liabilities160137502413
Operating lease cost4,5405,15214,87815,271
Short-term lease cost108116379412
Variable lease cost7681,0072,2462,496
Total lease cost$6,584$7,295$21,076$21,192

Other Supplemental Information

Three Months EndedNine Months Ended
October 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for finance leases$143$132$471$397
Operating cash flows for operating leases4,8064,69615,84613,743
Financing cash flows for finance leases9337382,8552,282
Right-of-use assets obtained in exchange for new finance lease liabilities4625594,0571,545
Right-of-use assets obtained in exchange for new operating lease liabilities (1)24,48669125,6556,318

(1) During the three months ended October 4, 2026, the Company modified the lease on its manufacturing facility in Germany to extend the lease term for an additional 10 years.

Lease Term and Discount Rate

The table below presents the weighted average remaining lease terms and discount rates for finance and operating leases as of October 4, 2026 and December 28, 2025:

October 4, 2026December 28, 2025
Weighted-average remaining lease term – finance leases (in years)3.924.07
Weighted-average remaining lease term – operating leases (in years)13.387.05
Weighted-average discount rate – finance leases5.70%6.52%
Weighted-average discount rate – operating leases6.96%6.33%

Maturity Analysis

A maturity analysis of lease payments under non-cancellable leases is presented as follows:

Fiscal YearOperating LeasesFinance Leases
(in thousands)
2026 (excluding the nine months ended October 4, 2026)$4,762$1,054
202717,8693,845
202814,1832,887
202911,8251,899
20308,9061,185
Thereafter95,7291,245
Total future minimum lease payments (undiscounted)153,27412,115
Less: Present value discount(58,434)(1,246)
Total lease liabilities$94,840$10,869

NOTE 8 –EMPLOYEE BENEFIT PLANS

The Company has defined benefit and multi-employer pension plans, which are described more fully in Note 18 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025.

During the three-month and nine-month periods ended October 4, 2026, the Company recorded multi-employer pension expense related to multi-employer contributions of $0.8 million and $2.4 million, respectively. During the three-month and nine-month periods ended September 28, 2025, the Company recorded multi-employer pension expense related to multi-employer contributions of $0.8 million and $2.1 million, respectively.

The following tables provide the components of net periodic benefit cost for the three and nine months ended October 4, 2026 and September 28, 2025:

Three Months EndedNine Months Ended
Defined Benefit Retirement Plans (Europe)October 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands)
Interest cost$1,845$1,961$5,551$5,703
Expected return on plan assets(1,766)(2,094)(5,314)(6,093)
Amortization of prior service cost4748142139
Amortization of net actuarial losses4074051,2251,178
Net periodic benefit cost$533$320$1,604$927
Three Months EndedNine Months Ended
Salary Continuation PlanOctober 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands)
Interest cost$256$274$768$823
Amortization of net actuarial losses6347190142
Net periodic benefit cost$319$321$958$965
Three Months EndedNine Months Ended
nora Defined Benefit PlanOctober 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands)
Service cost$93$115$282$329
Interest cost307281926806
Amortization of net actuarial gains(187)(91)(565)(263)
Net periodic benefit cost$213$305$643$872

The service cost component of net periodic benefit costs is presented within operating income in the consolidated condensed statements of operations, while all other components of net periodic benefit costs are presented within other expense, net, in the consolidated condensed statements of operations.

NOTE 9 –GOODWILL AND OTHER INTANGIBLE ASSETS

The ending balance and the change in the carrying amount of goodwill for the nine months ended October 4, 2026 is as follows:

Goodwill(1)
(in thousands)
Balance, at December 28, 2025$112,127
Foreign currency translation(2)(4,702)
Balance, at October 4, 2026$107,425

(1) The goodwill balance is allocated entirely to the AMS reportable segment.

(2) A portion of the goodwill balance is comprised of goodwill denominated in a foreign currency attributable to the nora acquisition.

The net carrying value of intangible assets other than goodwill was $48.6 million and $50.9 million at October 4, 2026 and December 28, 2025, respectively.

NOTE 10 –SEGMENT INFORMATION

The Company determines that an operating segment exists if a component (i) engages in business activities from which it earns revenues and incurs expenses, (ii) has operating results that are regularly reviewed by the chief operating decision maker (“CODM”) and (iii) has discrete financial information. Additionally, accounting standards require the utilization of a “management approach” to report the financial results of operating segments, which is based on information used by the CODM to assess performance and make operating and resource allocation decisions. The Company determined that it hastwo operating segments organized by geographical area – namely (a) Americas (“AMS”) and (b) Europe, Africa, Asia and Australia (collectively “EAAA”). The AMS operating segment includes the United States, Canada and Latin America geographic areas.

Pursuant to the management approach discussed above, the Company’s CODM, our chief executive officer, evaluates performance at the AMS and EAAA operating segment levels and makes operating and resource allocation decisions based on segment adjusted operating income (“AOI”). The CODM uses AOI to evaluate segment operating results compared to expectations. AOI is also used by the CODM to develop variable compensation targets and make capital spend decisions. AOI excludes restructuring, asset impairment, severance, and other, net, and nora purchase accounting amortization. Intersegment revenues for the three and nine months ended October 4, 2026, were $43.1 million and $106.2 million, respectively, and intersegment revenues for the three and nine months ended September 28, 2025, were $28.6 million and $92.4 million, respectively. Intersegment revenues are eliminated from net sales presented below since these amounts are not included in the information provided to the CODM.

The Company has determined that it hastwo reportable segments – AMS and EAAA, as each operating segment meets the quantitative thresholds defined in the accounting guidance.

The following table outlines information by reportable segment including net sales, significant segment expenses, and AOI. The table also includes a reconciliation to income before taxes for the three and nine months ended October 4, 2026 and September 28, 2025.

Three Months Ended
October 4, 2026 · September 28, 2025
AMS · EAAA · TOTAL · AMS · EAAA · TOTAL
(in thousands)
Net sales$219,364$147,372$366,736$218,614$145,912$364,526
Less: significant segment expenses (1)
Adjusted cost of sales (2)125,35592,636127,56692,862
Adjusted selling, general, & administrative expenses (3)52,78038,74350,57239,380
Segment AOI41,22915,99357,22240,47613,67054,146
Reconciliation of AOI to income before taxes
Restructuring, severance, asset impairment and other, net913319
Purchase accounting amortization—467
Interest expense, net2,2464,211
Other expense, net1,131659
Income before taxes$52,932$48,490

(1) Significant segment expense categories and amounts align with segment level information that is regularly provided to the CODM, included in the measure of segment profit, and considered to be significant. Amounts include allocation of corporate overhead and global support costs. Intersegment expenses are excluded.

(2) Adjusted cost of sales excludes purchase accounting amortization.

(3) Adjusted selling, general, and administrative expenses exclude restructuring, asset impairment, severance, and other, net.

Nine Months Ended
October 4, 2026 · September 28, 2025
AMS · EAAA · TOTAL · AMS · EAAA · TOTAL
(in thousands)
Net sales$662,701$430,770$1,093,471$637,994$399,467$1,037,461
Less: significant segment expenses (1)
Adjusted cost of sales (2)368,441271,480371,134260,683
Adjusted selling, general, & administrative expenses (3)168,149120,507157,676112,459
Segment AOI126,11138,783164,894109,18426,325135,509
Reconciliation of AOI to income before taxes
Restructuring, severance, asset impairment and other, net1,3393,802
Purchase accounting amortization—3,073
Interest expense, net7,28513,069
Other expense, net3,6225,773
Income before taxes$152,648$109,792

(1) Significant segment expense categories and amounts align with segment level information that is regularly provided to the CODM, included in the measure of segment profit, and considered to be significant. Amounts include allocation of corporate overhead and global support costs. Intersegment expenses are excluded.

(2) Adjusted cost of sales excludes purchase accounting amortization.

(3) Adjusted selling, general, and administrative expenses exclude restructuring, asset impairment, severance, and other, net.

Segment depreciation and amortization for the three and nine months ended October 4, 2026 and September 28, 2025 is presented as follows:

Three Months EndedNine Months Ended
October 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands) · (in thousands)
Depreciation and amortization
AMS$4,870$4,748$14,469$14,075
EAAA5,1355,18815,33215,091
Total depreciation and amortization$10,005$9,936$29,801$29,166

A reconciliation of the Company’s total operating segment assets to the corresponding consolidated amounts is presented as follows:

October 4, 2026December 28, 2025
(in thousands)
Assets
AMS$671,121$660,189
EAAA662,889619,663
Total segment assets1,334,0101,279,852
Corporate assets117,58198,853
Eliminations(184,048)(172,183)
Total reported assets$1,267,543$1,206,522

NOTE 11 –SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information for the nine months ended October 4, 2026 and September 28, 2025 is presented in the following table:

Nine Months Ended
October 4, 2026September 28, 2025
(in thousands)
Cash paid for interest$8,735$9,183

See Note 7 entitled “Leases” for additional supplemental disclosures related to finance and operating leases.

NOTE 12 –INCOME TAXES

The Company determines its provision for income taxes for interim periods using an estimate of its annual effective tax rate (“AETR”) and records any changes affecting the estimated AETR in the interim period in which the change occurs, including discrete tax items.

During the nine months ended October 4, 2026, the Company recorded a total income tax provision of $38.4 million on pre-tax income of $152.6 million resulting in an effective tax rate of 25.2%, as compared to a total income tax provision of $18.1 million on pre-tax income of $109.8 million resulting in an effective tax rate of 16.5% during the nine months ended September 28, 2025. The increase in the effective tax rate for the nine months ended October 4, 2026 as compared to the nine months ended September 28, 2025, was primarily due to statutory tax rate changes requiring the remeasurement and adjustment of deferred taxes as discussed below partially offset by an increase in deductions related to foreign-derived income.

In July 2025, Germany enacted tax legislation to gradually reduce the corporate income tax rate. The current income tax rate of 15% is set to decrease by 1% annually beginning in 2028 reaching 10% by 2032. As a result of this change to tax rates, deferred tax assets and liabilities were remeasured using the new rates applicable to the periods in which the underlying temporary differences are expected to reverse. The remeasurement of the Company’s German deferred tax positions and other deferred tax adjustments resulted in a favorable deferred income tax benefit of $10.4 million for the nine months ended September 28, 2025.

On December 20, 2021, the Organization for Economic Co-operation and Development (“OECD”) published Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large corporations at a minimum rate of 15%. The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation of the Pillar Two global minimum tax. Many non-U.S. tax jurisdictions have enacted legislation to adopt the Pillar Two Model Rules beginning in 2024 (including the European Union Member States) or announced plans to enact legislation in future years. For fiscal year 2026, we expect to meet the Transitional Country-by-Country Reporting (“CbCR”) Safe Harbor rules for most jurisdictions and do not expect these provisions to have a material impact on the Company’s financial statements. We will continue to closely monitor ongoing developments and evaluate any potential impact on future periods.

In 2026, the OECD issued a Side-by-Side package (“SbS”) that simplifies Pillar Two, creates new safe harbors, fully exempts U.S. parent groups from two of the three top-up taxes, and extends the CbCR Safe Harbor through fiscal year 2027. In certain jurisdictions, local legislative action is needed to effectuate the SbS agreement and will be considered in our accounting estimate upon enactment.

As of October 4, 2026, the Company had accrued approximately $5.3 million for unrecognized tax benefits.

NOTE 13 –ITEMS RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE LOSS

Amounts reclassified out of accumulated other comprehensive loss (“AOCL”), before tax, to the consolidated condensed statements of operations during the three and nine months ended October 4, 2026 and September 28, 2025 are reflected in the tables below:

Three Months Ended · Nine Months Ended
Statement of Operations LocationOctober 4, 2026September 28, 2025October 4, 2026September 28, 2025
(in thousands) · (in thousands)
Amortization of benefit plan net actuarial losses and prior service costOther expense, net$(330)$(409)$(992)$(1,196)
Total loss reclassified from AOCL$(330)$(409)$(992)$(1,196)

NOTE 14 –COMMITMENTS AND CONTINGENCIES

From time to time, we are a party to legal proceedings, whether arising in the ordinary course of business or otherwise. For additional information see disclosures set forth in Note 17 to the consolidated financial statements included in Item 8 of the Annual Report on Form 10-K for the fiscal year ended December 28, 2025. There have been no material changes since December 28, 2025.

NOTE 15 –FAIR VALUE OF FINANCIAL INSTRUMENTS

Accounting standards establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure estimated fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under applicable accounting standards are described below:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 Inputs to the valuation methodology include:

quoted prices for similar assets in active markets;

quoted prices for identical or similar assets in inactive markets;

inputs other than quoted prices that are observable for the asset; and

inputs that are derived principally from or corroborated by observable data by correlation or other.

Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following table presents the carrying values and estimated fair values, including the level within the fair value hierarchy, of certain financial instruments:

October 4, 2026December 28, 2025
Carrying ValueFair Value (Level 1)Fair Value (Level 2)Carrying ValueFair Value (Level 1)Fair Value (Level 2)
(in thousands)
Assets:
Company-owned life insurance$23,211$—$23,211$23,048$—$23,048
Deferred compensation investments36,0328,89027,14233,7288,94124,787
Liabilities(1):
Borrowings under Syndicated Credit Facility(2)130,342—130,342181,779—181,779

(1) Carrying values are presented gross, excluding the impact of unamortized debt issuance costs and including amounts presented as current liabilities on the consolidated condensed balance sheets.

(2) The carrying value of borrowings under the Facility approximates fair value as the Facility bears variable interest rates that are similar to existing market rates. The fair value of borrowings under the Facility is estimated using observable market rates.

The fair value of Company-owned life insurance is measured based on its readily determinable cash surrender value on a recurring basis.

Assets associated with the Company’s nonqualified savings plans are held in a rabbi trust and consist of investments in mutual funds and insurance contracts. The fair value of the mutual funds is derived from quoted prices in active markets. The fair value of the insurance contracts is based on observable inputs related to the performance measurement funds that shadow the deferral investment allocations made by participants in the nonqualified savings plans.

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