TRIMBLE INC.
For the period ended Oct 2, 2026. Filed Nov 4, 2026.
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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 2, 2026 · Filed Nov 4, 2026
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Notes to Condensed Consolidated Financial Statements
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1. OVERVIEW AND ACCOUNTING POLICIES
Basis of Presentation
The Condensed Consolidated Financial Statements include the results of our consolidated subsidiaries. Intercompany accounts and transactions have been eliminated.
The interim financial information is unaudited, and reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This report should be read in conjunction with our 2025 Form 10-K, which includes additional information about our significant accounting policies and the methods and assumptions used in our estimates.
We prepared our interim Condensed Consolidated Financial Statements that accompany these notes in conformity with U.S. GAAP, consistent in all material respects with those applied inour 2025 Form 10-K.
We use a 52- to 53-week fiscal year ending on the Friday nearest to December 31. Fiscal years 2026 and 2025 are 52-week years. The third quarter of 2026 and 2025 ended on October 2, 2026 and October 3, 2025. Unless otherwise stated, all dates refer to these periods.
Use of Estimates
The preparation of financial statements in accordance with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Estimates and assumptions are used for (i) revenue recognition, including determining the nature and timing of satisfaction of performance obligations and determining standalone selling prices of promised goods or services; (ii) inventory valuation; (iii) valuation of investments; (iv) valuation of long-lived assets and their estimated useful lives; (v) goodwill and other long-lived asset impairment analyses; (vi) stock-based compensation; and (vii) income taxes. We base our estimates on historical experience and various other assumptions we believe to be reasonable. Actual results may differ materially from our estimates.
Recently Issued Accounting Pronouncements Not Yet Adopted
In September 2025, the FASB issued Accounting Standards Update (“ASU”) 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Topic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The ASU removes references to software development stages and requires software costs to be capitalized when (i) management authorizes and commits to funding a software project, and (ii) the project is probable of completion. The ASU is effective for interim and annual reports beginning in 2028, with early adoption permitted. The ASU may be applied on a prospective, modified prospective, or retrospective basis. We are currently evaluating the impact of adopting this ASU.
In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income (Topic 220): Disaggregation of Income Statement Expenses. The ASU requires additional disclosures by disaggregating costs and expense line items that are presented on the face of the income statement. The disaggregation includes: (i) amounts of purchased inventory, employee compensation, depreciation, amortization, and other related costs and expenses; (ii) an explanation of costs and expenses that are not disaggregated on a quantitative basis; and (iii) the definition and total amount of selling expenses. The ASU is effective for our annual report on Form 10-K beginning in 2027 and subsequent interim reporting periods, with early adoption permitted. The ASU may be applied either prospectively or retrospectively. We are currently evaluating the impact of adopting this ASU.
Recently Adopted Accounting Pronouncements
In July 2025, the FASB issued ASU 2025-05, Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The ASU allows a practical expedient election to simplify the expected credit loss estimation for short-term accounts receivable and contract assets by assuming conditions at the balance sheet date remain unchanged over the remaining life of the asset. We adopted the ASU in the first quarter of 2026 by electing the practical expedient. The adoption had no material impact on our consolidated financial statements.
NOTE 2. COMMON STOCK REPURCHASES
On December 3, 2025, the Board of Directors approved a stock repurchase program for up to $1.0 billion in repurchases of our common stock (the “December 2025 Program”).
On August 10, 2026, the Board of Directors approved a new stock repurchase program authorizing up to $1.0 billion in repurchases of our common stock (the “August 2026 Program”), which replaced the December 2025 Program, of which $608.2 million was remaining as of the end of the second quarter of 2026 and was subsequently cancelled.
Under the August 2026 Program, we may repurchase common stock from time to time through accelerated stock repurchase programs, open market transactions, privately negotiated transactions, block purchases, tender offers, or other means. The timing and amount of any stock repurchased will depend on a variety of factors, including market conditions, our stock price, other available sources and uses of capital, applicable legal requirements, and other factors. This program may be suspended, modified, or discontinued at any time at our discretion without prior notice. At the end of the third quarter of 2026, there were remaining authorized funds of $768.3 million.
During the third quarter and the first three quarters of 2026, we repurchased approximately 4.0 million and 8.7 million shares of common stock in open market purchases at an average price of $58.45 and $63.40 per share for a total of $231.7 million and $548.6 million, excluding related excise taxes.
During the third quarter and the first three quarters of 2025, we repurchased approximately 0.6 million and 10.3 million shares of common stock in open market purchases at an average price of $80.88 and $70.69 per share for a total of $50.0 million and $727.4 million, excluding related excise taxes.
Stock repurchases are reflected as a decrease to common stock based on par value and additional-paid-in-capital, determined by the average book value per share of outstanding stock, calculated at the time of each individual repurchase transaction. The excess of the purchase price over this average for each repurchase was charged to retained earnings. Stock repurchases were recorded based upon the trade date.
NOTE 3. ACQUISITIONS
Document Crunch Acquisition
On April 4, 2026, we completed the acquisition of Document Crunch, Inc. (“Document Crunch”) for cash consideration of $246.4 million for 100% of the equity interests in Document Crunch. Document Crunch is an AI platform advanced in construction-specific AI document analysis and risk management across the project lifecycle. This acquisition aims to strengthen document intelligence and compliance automation across our construction ecosystem and enhance existing workflows in project management and the construction enterprise resource planning (“ERP”) system.
As a result of the acquisition, we recognized net identifiable assets of $39.4 million, including intangible assets of $32.4 million. The fair value of intangible assets acquired is generally determined based on a discounted cash flow analysis. The excess of purchase consideration over the fair value of net identifiable assets acquired was recorded as goodwill of $207.0 million representing future product development and company-specific synergies.
Document Crunch is reported as part of our Architects, Engineers, Construction, and Owners (“AECO”) segment. The Condensed Consolidated Statements of Income include the operating results of the acquired business from the date of acquisition. The acquisition contributed less than 1% to our total revenue during the third quarter and the first three quarters of 2026.
NOTE 4. DIVESTITURES
Mobility Divestiture
On February 8, 2025, we completed the sale of our global transportation telematics (“Mobility”) business to Platform Science, Inc. (“Platform Science”) in exchange for equity ownership interests with a fair value of $253.9 million. The fair value was based on unobservable inputs, including discounted cash flow projections, market comparables, and an option pricing model. Following the closing of the transaction, we own, or have rights to acquire,32.5% of Platform Science’s expanded business comprised of (i) shares of preferred stock, with certain liquidation preferences, that represent 28.5% ownership, and (ii) common stock warrants allowing us the rights to acquire 4% of additional ownership.
Upon closing the transaction, we deconsolidated $277.3 million of net assets including $145.3 million of goodwill, and we recorded our equity investment at its fair value under the measurement alternative election, which represents a non-cash investing activity. As a result, we recognized a cumulative, pre-tax loss of $30.6 million from the held for sale date in the third quarter of 2024 to the closing date. Mobility was reported as a part of our Transportation and Logistics (“T&L”) segment.
There were no material divestitures in the first three quarters of 2026.
NOTE 5. EQUITY INVESTMENTS
The following table presents our equity investments in non-marketable securities:
| As of | ||
|---|---|---|
| Third Quarter of | Year End | |
| 2026 | 2025 | |
| (In millions) | ||
| Equity method investments | $336.7 | $340.4 |
| Other investments | 271.7 | 270.4 |
| Total equity investments | $608.4 | $610.8 |
Equity Method Investments
Equity method investments primarily represent joint operating ventures in privately-held companies with ownership rights varying from 5% to 50%. The Company applies the equity method of accounting for these investments by recording our proportionate share of net earnings or losses of investees in non-operating (expense) income, net and by monitoring these investments for any impairments.
Of the total carrying amount of equity method investments, our 15% investment in PTx Trimble was $209.1 million and $216.8 million at the end of the third quarter of 2026 and end of 2025.
Other Investments
Other investments are related to privately-held companies without readily determinable fair values, with our ownership rights varying from 1% to 32.5%. The Company applies the measurement alternative for these investments, which requires measurement at initial cost, less any impairments, adjusted for observable price changes. Adjustments are recorded in Other (loss) income, net, which were immaterial for the periods presented.
Of the total carrying amount of other investments, our 32.5% investment in Platform Science was $253.9 million at both the end of the third quarter of 2026 and the end of 2025.
NOTE 6. INTANGIBLE ASSETS AND GOODWILL
Intangible Assets
The following table presents a summary of our intangible assets:
| As of | ||||||
|---|---|---|---|---|---|---|
| Third Quarter of 2026 · Year End 2025 | ||||||
| Gross | Gross | |||||
| Carrying | Accumulated | Net Carrying | Carrying | Accumulated | Net Carrying | |
| (In millions) | Amount | Amortization | Amount | Amount | Amortization | Amount |
| Developed product technology | $813.0 | $(626.7) | $186.3 | $804.9 | $(592.3) | $212.6 |
| Customer relationships | 1,156.3 | (537.5) | 618.8 | 1,199.6 | (491.6) | 708.0 |
| Trade names and other intellectual properties | 35.0 | (32.0) | 3.0 | 35.1 | (31.6) | 3.5 |
| $2,004.3 | $(1,196.2) | $808.1 | $2,039.6 | $(1,115.5) | $924.1 | |
The estimated future amortization expense of intangible assets at the end of the third quarter of 2026 was as follows:
| (In millions) | |
|---|---|
| 2026 (Remaining) | $42.1 |
| 2027 | 159.5 |
| 2028 | 145.4 |
| 2029 | 123.6 |
| 2030 | 87.8 |
| Thereafter | 249.7 |
| Total | $808.1 |
Goodwill
The changes in the carrying amount of goodwill by segment for the first three quarters of 2026 were as follows:
| AECO | Field Systems | T&L | Total | |
|---|---|---|---|---|
| (In millions) | ||||
| Balance as of year end 2025 | $2,037.0 | $977.2 | $2,225.5 | $5,239.7 |
| Additions due to acquisitions | 207.0 | 4.8 | — | 211.8 |
| Goodwill impairment | — | — | (562.0) | (562.0) |
| Foreign currency translation and other adjustments | (12.6) | (7.0) | (47.9) | (67.5) |
| Balance as of the end of the third quarter of 2026 | $2,231.4 | $975.0 | $1,615.6 | $4,822.0 |
Goodwill impairment
During the second quarter of 2026, we identified a triggering event for goodwill impairment testing due to a sustained decline in market capitalization and stock price reflecting heightened macroeconomic uncertainty and lower market multiples for software businesses. As a result, we performed an interim assessment of our goodwill and other long-lived assets and recorded a goodwill impairment of $562.0 million in our T&L reporting unit. The impairment amount represents the excess of the carrying value of the T&L reporting unit over its fair value, which we estimated using a combination of income- and market-based valuation approaches and inputs.
NOTE 7. INVENTORIES
The components of inventories, net were as follows:
| As of | ||
|---|---|---|
| Third Quarter of | Year End | |
| 2026 | 2025 | |
| (In millions) | ||
| Raw materials | $62.6 | $70.4 |
| Work-in-process | 7.9 | 5.1 |
| Finished goods | 112.9 | 110.8 |
| Total inventories | $183.4 | $186.3 |
NOTE 8. SEGMENT AND GEOGRAPHIC INFORMATION
We determined our operating segments based on how our Chief Executive Officer, who is our Chief Operating Decision Maker (“CODM”), views and evaluates operations. Various factors, including market separation and customer-specific applications, go-to-market channels, and products and services, were considered in determining these operating segments. Our CODM uses segment revenue and operating income to assess segment performance and to allocate resources. The CODM evaluates segment revenue and operating income by considering periodic forecast-to-actual variances and trends, as well as overall strategic initiatives. Asset information by segments is not regularly reviewed by the CODM.
In each of our segments, we sell many individual products. For this reason, it is impracticable to segregate and identify revenue for each of the individual products or group of products we sell.
Ourreportable segments are described below:
AECO. This segment primarily serves organizations across architecture, engineering, construction, and asset ownership through a connected lifecycle solution. Within this segment, our most substantial product portfolios are focused on architectural and interior design, structural and civil engineering, building and infrastructure construction, and the operations and maintenance of assets. Products are sold through a multi-channel approach, including direct, indirect, and digital channels.
Field Systems. This segment primarily serves customers working in surveying and mapping, civil construction, building construction field services, and positioning systems. Within this segment, our most substantial product portfolios are hardware and software solutions focused on geospatial, civil engineering construction, and positioning services. Products are sold and distributed primarily through a global network of independent distribution partners.
Transportation and Logistics. This segment provides a suite of solutions for shippers, carriers, retailers, and intermediaries globally. Within this segment, our solutions are designed to create a connected supply chain by integrating all forms of transportation, drivers, back-office management, and freight operations to build a safer, simpler, and more efficient global supply chain. Products are sold directly to end users or through software integrations.
The following tables reflect the revenue, costs and expenses, and operating income of our reportable operating segments under our management reporting system. Segment costs and expenses include directly attributable costs and certain indirect costs allocated to segments, such as facilities, information technology, cloud services, finance, legal, and human resources. This is consistent with the way the CODM evaluates each segment’s performance and allocates resources.
| Reportable Segments | |||
|---|---|---|---|
| AECO | Field Systems | T&L | |
| (In millions) | |||
| Segment revenue | $395.0 | $435.8 | $136.0 |
| Cost of sales | 63.9 | 189.6 | 31.0 |
| Operating expense | 198.9 | 117.5 | 69.3 |
| Operating income | $132.2 | $128.7 | $35.7 |
| Operating income % | 33.5% | 29.5% | 26.3% |
| Segment revenue | $358.5 | $408.7 | $134.0 |
| Cost of sales | 58.7 | 167.4 | 32.3 |
| Operating expense | 185.9 | 104.6 | 67.1 |
| Operating income | $113.9 | $136.7 | $34.6 |
| Operating income % | 31.8% | 33.4% | 25.8% |
| Segment revenue | $1,174.6 | $1,287.5 | $416.6 |
| Cost of sales | 187.8 | 541.9 | 99.5 |
| Operating expense | 612.5 | 353.1 | 213.7 |
| Operating income | $374.3 | $392.5 | $103.4 |
| Operating income % | 31.9% | 30.5% | 24.8% |
| Segment revenue | $1,044.2 | $1,160.6 | $412.7 |
| Cost of sales | 177.3 | 483.5 | 110.5 |
| Operating expense | 555.0 | 312.8 | 212.9 |
| Operating income | $311.9 | $364.3 | $89.3 |
| Operating income % | 29.9% | 31.4% | 21.6% |
A reconciliation of the condensed consolidated segment operating income to condensed consolidated income (loss) before income taxes was as follows:
| Third Quarter of | First Three Quarters of | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (In millions) | ||||
| Total segment operating income | $296.6 | $285.2 | $870.2 | $765.5 |
| Unallocated general corporate expenses | (34.0) | (31.0) | (103.8) | (90.5) |
| Amortization of purchased intangible assets | (43.7) | (43.6) | (131.0) | (128.5) |
| Acquisition / divestiture items | (13.1) | (1.3) | (42.9) | (12.9) |
| Stock-based compensation / deferred compensation | (33.1) | (36.6) | (121.1) | (114.9) |
| Restructuring and other costs | (30.7) | (22.2) | (53.4) | (42.9) |
| Consolidated operating income | 142.0 | 150.5 | 418.0 | 375.8 |
| Total non-operating expense, net | (20.7) | (25.4) | (610.2) | (51.0) |
| Consolidated income (loss) before taxes | $121.3 | $125.1 | $(192.2) | $324.8 |
The disaggregation of revenue by geography is summarized in the tables below. Revenue is defined as revenue from external customers attributed to countries based on the location of the customer and is consistent with the Reportable Segments tables above.
| Reportable Segments | ||||
|---|---|---|---|---|
| AECO | Field Systems | T&L | Total | |
| (In millions) | ||||
| North America | $261.4 | $259.7 | $70.5 | $591.6 |
| Europe | 89.0 | 97.2 | 61.2 | 247.4 |
| Asia Pacific | 32.6 | 55.4 | 2.7 | 90.7 |
| Rest of World | 12.0 | 23.5 | 1.6 | 37.1 |
| Total segment revenue | $395.0 | $435.8 | $136.0 | $966.8 |
| North America | $231.2 | $225.4 | $72.0 | $528.6 |
| Europe | 87.8 | 101.5 | 58.3 | 247.6 |
| Asia Pacific | 29.7 | 54.1 | 2.8 | 86.6 |
| Rest of World | 9.8 | 27.7 | 0.9 | 38.4 |
| Total segment revenue | $358.5 | $408.7 | $134.0 | $901.2 |
| North America | $766.3 | $733.5 | $216.7 | $1,716.5 |
| Europe | 275.2 | 320.8 | 188.3 | 784.3 |
| Asia Pacific | 99.2 | 163.2 | 8.0 | 270.4 |
| Rest of World | 33.9 | 70.0 | 3.6 | 107.5 |
| Total segment revenue | $1,174.6 | $1,287.5 | $416.6 | $2,878.7 |
| North America | $684.3 | $634.2 | $226.7 | $1,545.2 |
| Europe | 245.8 | 302.6 | 171.6 | 720.0 |
| Asia Pacific | 87.9 | 151.2 | 8.8 | 247.9 |
| Rest of World | 26.2 | 72.6 | 5.6 | 104.4 |
| Total segment revenue | $1,044.2 | $1,160.6 | $412.7 | $2,617.5 |
Total revenue in the United States, as included in the Condensed Consolidated Statements of Income, was $545.7 million and $484.3 million for the third quarter, and $1.6 billion and $1.4 billion for the first three quarters of 2026 and 2025. No single customer or country other than the United States accounted for 10% or more of our total revenue.
NOTE 9. DEBT
Total outstanding debt consisted of the following:
| As of | ||||
|---|---|---|---|---|
| Effective interest rate · Third Quarter of · Year End | ||||
| Instrument · Date of Issuance · 2026 · 2025 | ||||
| (In millions) | ||||
| Senior Notes: | ||||
| Senior Notes, 4.90%, due June 2028 | June 2018 | 5.04% | $600.0 | $600.0 |
| Senior Notes, 6.10%, due March 2033 | March 2023 | 6.13% | 800.0 | 800.0 |
| Credit Facilities: | ||||
| 2025 Revolving Credit Facility, due December 2030 | December 2025 | 5.02% | 50.0 | — |
| Uncommitted Credit Facilities, floating rate | 5.35% | 90.2 | — | |
| Unamortized discount and issuance costs | (6.7) | (7.8) | ||
| Total debt | $1,533.5 | $1,392.2 | ||
| Less: Short-term debt | 90.2 | — | ||
| Total long-term debt | $1,443.3 | $1,392.2 | ||
Debt Maturities
At the end of the third quarter of 2026, our debt maturities based on outstanding principal were as follows (in millions):
| Year Payable | |
|---|---|
| 2026 (Remaining) | $90.2 |
| 2027 | — |
| 2028 | 600.0 |
| 2029 | — |
| 2030 | 50.0 |
| Thereafter | 800.0 |
| Total | $1,540.2 |
Senior Notes
All of our senior notes are unsecured obligations. Interest on the senior notes is payable semi-annually in June and December of each year for the 2028 senior notes and in March and September of each year for the 2033 senior notes. Additional details are unchanged from the information disclosed in Note 9, Debt of the 2025 Form 10-K.
Credit Facilities
2025 Credit Facility
In 2025, we entered into afive-year, unsecured, revolving credit facility in the aggregate principal amount of $1.25 billion (the “2025 Credit Facility”), which replaced the prior 2022 Credit Facility maturing in March 2027. Subject to the satisfaction of certain conditions, we may increase the commitments for revolving loans by an aggregate principal amount of up to $500.0 million. The proceeds from the revolving loans may be used for working capital and general corporate purposes, including the financing of acquisitions. We may borrow, repay, and reborrow funds under the revolving facility until its maturity on December 4, 2030. At the end of the third quarter of 2026, $50.0 million remained outstanding under the 2025 Credit Facility.
At the end of the third quarter of 2026, we were in compliance with our debt covenants for the 2025 Credit Facility. Additional details are unchanged from the information disclosed in Note 9, Debt of the 2025 Form 10-K.
Uncommitted Facilities
At the end of the third quarter of 2026, we hadone $150.0 million revolving credit facility, which was increased during the second quarter from a previous credit limit of $75.0 million, andone €100.0 million revolving credit facility. Both of these facilities are uncommitted. Generally, these variable-rate, uncommitted facilities may be redeemed upon demand. Borrowings under uncommitted facilities are classified as short-term debt in the Condensed Consolidated Balance Sheet.
At the end of the third quarter of 2026, $90.2 million remained outstanding under such uncommitted facilities.
2026 Term Loan
On October 2, 2026, we entered into a term loan credit agreement (the “2026 Term Loan”) providing for an unsecured delayed draw term loan facility in the aggregate principal amount of $500.0 million. The proceeds of the 2026 Term Loan may be used for general corporate purposes. The 2026 Term Loan permits up tofour separate draws on or prior to January 29, 2027, and each loan would maturetwo years after the initial borrowing date. The 2026 Term Loan is prepayable without premium or penalty.
Borrowings under the 2026 Term Loan will bear interest, at the Company’s option, at either: (i) the alternate base rate plus a margin that ranges from 0.000% to 0.750%, or (ii) the adjusted term secured overnight financing rate (SOFR) plus a margin that ranges from 0.875% to 1.750%. The Company will pay a ticking fee on daily undrawn commitments accruing from December 1, 2026 to, but excluding, the commitment termination date, ranging from 0.075% to 0.275% per annum. Both the actual interest margin and ticking fee are based on the Company’s applicable credit rating or leverage ratio, whichever results in more favorable pricing to the Company.
As of October 2, 2026, no amounts have been drawn under the 2026 Term Loan.
The 2026 Term Loan contains customary covenants, including, among other requirements, limitations that restrict the Company and its subsidiaries’ ability to create liens and restrictions on the ability of the Company’s subsidiaries to incur indebtedness. Further, the 2026 Term Loan contains a financial covenant that requires the maintenance of a maximum leverage ratio. At the end of the third quarter of 2026, we were in compliance with our debt covenants for the 2026 Term Loan.
NOTE 10. FAIR VALUE MEASUREMENTS
Fair value is measured by using observable inputs, or to the extent necessary, unobservable inputs.
Financial instruments recorded at fair value include our deferred compensation plan. The fair value was $30.0 million and $30.8 million at the end of the third quarter of 2026 and the end of 2025 and is included in Other non-current assets and Other non-current liabilities on the Condensed Consolidated Balance Sheets. The fair value was measured by using quoted prices in active markets.
Financial instruments not recorded at fair value on a recurring basis (debt) had an estimated fair value of $1.5 billion at both the end of the third quarter of 2026 and the end of 2025. The fair value of the debt was determined based on observable market prices in less active markets. The fair values do not indicate the amount we would currently have to pay to extinguish the debt.
NOTE 11. DEFERRED REVENUE AND REMAINING PERFORMANCE OBLIGATIONS
Deferred Revenue
Changes in our deferred revenue during the third quarter of 2026 and 2025 were as follows:
| Third Quarter of | First Three Quarters of | |||
|---|---|---|---|---|
| (In millions) | 2026 | 2025 | 2026 | 2025 |
| Beginning balance of the period | $947.1 | $882.2 | $998.7 | $896.0 |
| Revenue recognized from prior year-end | (164.5) | (140.0) | (756.5) | (686.0) |
| Billings net of revenue recognized from current year and other | 137.5 | 99.4 | 677.9 | 631.6 |
| Ending balance of the period | $920.1 | $841.6 | $920.1 | $841.6 |
Remaining Performance Obligations
At the end of the third quarter of 2026, approximately $2.0 billion of revenue was expected to be recognized from remaining performance obligations for which goods or services had not been delivered, primarily subscription, software, and software maintenance, and to a lesser extent, hardware and professional services contracts. We expect to recognize $1.4 billion, approximately 69%, of our remaining performance obligations as revenue during the next 12 months and the remainder thereafter.
NOTE 12. EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per share is computed based on the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is computed based on the weighted-average number of shares of common stock outstanding during the period plus additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. Potentially dilutive shares of common stock include outstanding stock options, restricted stock units, contingently issuable shares, and shares to be purchased under our employee stock purchase plan.
The following table shows the computation of basic and diluted earnings (loss) per share:
| Third Quarter of | First Three Quarters of | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (In millions, except per share amounts) | ||||
| Numerator: | ||||
| Net income (loss) | $59.1 | $111.5 | $(313.7) | $267.4 |
| Denominator: | ||||
| Weighted-average shares of common stock outstanding - basic | 232.4 | 238.2 | 233.3 | 239.9 |
| Effect of dilutive securities | 0.8 | 2.2 | — | 2.1 |
| Weighted-average shares of common stock outstanding - diluted | 233.2 | 240.4 | 233.3 | 242.0 |
| Net earnings (loss) per share | ||||
| Basic | $0.25 | $0.47 | $(1.34) | $1.11 |
| Diluted | $0.25 | $0.46 | $(1.34) | $1.10 |
| Antidilutive shares (1) | 2.5 | 0.5 | 3.4 | 0.5 |
(1) Antidilutive stock-based awards are excluded from the weighted-average shares used to calculate diluted earnings (loss) per share because of their antidilutive impact.
NOTE 13. INCOME TAXES
For the third quarter of 2026, our effective income tax rate was 51.3%, as compared to 10.9% in the corresponding period in 2025. The increase was primarily driven by a one-time tax reserve charge, partially offset by a one-time deferred tax benefit from an internal restructuring during the third quarter of 2026, and a one-time benefit from the revaluation of deferred tax liabilities due to a German tax rate decrease in the prior year.
For the first three quarters, our effective income tax rate was (63.2)%, as compared to 17.7% in the prior year. The negative effective income tax rate was due to an income tax expense, including the additional one-time tax charge described above, against a pre-tax loss that primarily resulted from a non-deductible goodwill impairment recognized during the second quarter of 2026.
Unrecognized tax benefits of $147.7 million and $40.0 million at the end of the third quarter of 2026 and the end of 2025, if recognized, would favorably affect the effective income tax rate in future periods. We recorded a one-time unrecognized tax benefit of $107.6 million related to the internal restructuring during the third quarter of 2026. At the end of the third quarter of 2026 and at the end of 2025, we accrued interest and penalties of $15.5 million and $9.3 million.
We accounted for the tax implications of the enacted OBBBA, and the impact to our 2026 tax rate is immaterial. The OBBBA permanently repeals the domestic R&D capitalization requirement. As a result, we expect cash tax reductions of approximately $53.0 million in 2026.
NOTE 14. COMMITMENTS AND CONTINGENCIES
Commitments
At the end of the third quarter of 2026, we had non-cancellable purchase commitments of approximately $634.7 million. Thesenon-cancellable purchase commitments primarily represent (i) various non-cancellable agreements with certain software and service providers with minimum or fixed commitments, and (ii) open non-cancellable purchase orders for purchases with our inventory vendors.
Early Retirement Voluntary Offering (“ERVO”)
In June 2026, we initiated an ERVO program for certain employees in designated countries. The program was available to certain salaried employees who met the age and length-of-service criteria; and eligible employees were required to confirm enrollment by July 8, 2026. The impacts on restructuring costs and the resulting liabilities are immaterial.
Litigation
There are no material legal proceedings.
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