ENTEGRIS INC

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations Entegris, Inc. (“Entegris”, the “Company”, “us”, “we”, or “our”) is a leading supplier of critical advanced materials and process solutions for the semiconductor and other high-technology industries.

Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany profits, transactions and balances have been eliminated in consolidation.

Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, particularly receivables, inventories, property, plant and equipment, right-of-use assets, goodwill, intangibles, accrued expenses, short-term and long-term lease liabilities, income taxes and related accounts, and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from those estimates.

Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and contain all adjustments considered necessary, and are of a normal recurring nature, to present fairly the Company’s financial position as of June 27, 2026 and December 31, 2025, the results of operations and comprehensive income for the three and six months ended June 27, 2026 and June 28, 2025, the equity statements as of and for the three and six months ended June 27, 2026 and June 28, 2025, and cash flows for the six months ended June 27, 2026 and June 28, 2025.

The condensed consolidated financial statements and accompanying notes are presented as permitted by Form 10-Q and do not contain certain information included in the Company’s annual consolidated financial statements and notes. The information included in this Quarterly Report should be read in conjunction with Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The results of operations for the three and six months ended June 27, 2026 are not necessarily indicative of the results to be expected for the full year.

The unit captions to certain tables in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 referenced amounts in thousands. Such amounts are in millions, consistent with the Company’s narrative presentation of its financial results elsewhere in that report. The underlying amounts are unchanged, and no revision to any reported balance, result, or cash flow is necessary. Prior-period amounts presented herein are shown in millions.

Property, Plant and Equipment Property, plant and equipment are carried at cost and are depreciated using the straight-line method over their estimated useful lives. When assets are retired or disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in the period incurred. Maintenance and repairs are expensed as incurred, while significant additions and improvements are capitalized. Long-lived assets, including property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable based on estimated future undiscounted cash flows. The amount of impairment, if any, is measured as the difference between the net book value and the estimated fair value of the asset(s).

In January 2026, we completed an assessment of the useful lives of our property, plant and equipment and adjusted the estimated useful lives of certain property, plant and equipment to more closely reflect the expected economic lives of these assets. These adjustments followed an analysis of our actual usage of assets, including the technological and physical obsolescence of these assets, our ability to continue to use equipment, historical usage trends, and anticipated capital plans and technology roadmaps, as well as industry trends and practices. Based on this analysis, we determined that the increase in useful lives was warranted and consistent with the Company’s historical and anticipated use of these assets. The updated estimated useful lives of certain assets for financial reporting purposes are as follows: buildings and improvements,5 to 35 years increased to 12 to 40 years; manufacturing equipment,5 to 10 years increased to 14 years; canisters and cylinders,3 to 12 years increased to 3 to 19 years; molds,3 to 5 years increased to 9 years and lab equipment,3 to 8 years increased to 9 years. The effect of this change in estimate on assets in service as of December 31, 2025 during the three and six months ended June 27, 2026 was a reduction in depreciation expense of $18.7 million and $37.7 million, respectively, and an increase in net income of approximately $15.3 million and $23.3 million, or $0.10 and $0.15 per basic and $0.10 and $0.15 per diluted share, respectively.

Recently Adopted Accounting Pronouncements The Company currently has no material recently adopted accounting pronouncements.

Recently Issued Accounting Pronouncements In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public companies to disclose, in interim and annual reporting periods, additional information about certain expenses in the notes to financial statements. Prospective or retrospective application of the amendments in this ASU is permitted. The updated standard is effective for our annual reporting periods beginning in fiscal year 2027 and interim reporting periods beginning in the first quarter of fiscal year 2028, with early adoption permitted. We are currently evaluating the impact of this ASU on our consolidated financial statements and related disclosures.

2. REVENUES

The following table provides information about disaggregated net sales by customer category:

The following table provides information about current contract liabilities from contracts with customers. The contract liabilities are included in Other accrued liabilities in the condensed consolidated balance sheets.

3. INVENTORIES

Inventories consisted of the following:

(1)Includes consignment inventories held by customers of $28.4 million and $25.1 million at June 27, 2026 and December 31, 2025, respectively.

4. GOODWILL AND INTANGIBLE ASSETS

Goodwill activity for each of the Company’s reportable segments, Materials Solutions (“MS”) and Advanced Purity Solutions (“APS”), was as follows at June 27, 2026 and December 31, 2025:

Identifiable intangible assets at June 27, 2026 and December 31, 2025 consisted of the following:

(1) As part of its periodic review of intangible asset records, the Company eliminated certain fully amortized intangible assets from the gross carrying amount and accumulated amortization balances. Gross carrying amounts and related accumulated amortization of approximately $7.5 million were removed, with no impact on net intangible assets, earnings, or cash flows.

Future amortization expense relating to intangible assets currently recorded in the Company’s condensed consolidated balance sheets is estimated to be the following at June 27, 2026:

5. DEBT

The Company’s debt as of June 27, 2026 and December 31, 2025 consisted of the following:

Annual maturities of long-term debt, excluding unamortized discount and debt issuance costs, due as of June 27, 2026 were as follows:

• Senior secured term loans B subject to Excess Cash Flow payments to the lenders.

(1) Our senior secured term loan due 2029 bears interest at a rate per annum equal to, at the Company’s option, either (i) SOFR, plus an applicable margin of 1.75%, or (ii) a base rate plus an applicable margin of 0.75%.

(2)Our senior secured revolving credit facility due 2031 (the “Revolving Facility”) bears interest at a rate per annum equal to, at the Company’s option, either (i) SOFR plus an applicable margin of 1.25%,1.5% or 1.75% or (ii) a base rate plus an applicable margin of 0.25%,0.5% or 0.75%, in each case depending on the Company’s first lien net leverage ratio. As of June 27, 2026, the applicable margins were 1.50% and 0.50%, respectively. During the three and six months ended June 27, 2026, the Company borrowed and repaid zero and $65.0 million, respectively, under the Revolving Facility. The Revolving Facility has commitments of $750.0 million as of June 27, 2026. There wereno borrowings outstanding under the Revolving Facility as of June 27, 2026 and December 31, 2025.

During the three and six months ended June 27, 2026, the Company repaid a total of $200.0 million and $250.0 million, respectively, of the outstanding borrowings under the term loans B. In connection with these repayments, the Company incurred a pre-tax loss on extinguishment of debt of $1.7 million and $2.2 million for the three and six months ended June 27, 2026, which is included in Other expense, net in the condensed consolidated statements of operations.

On April 29, 2026, the Company amended the Revolving Facility to provide for, among other things, lending commitments in an aggregate principal amount of up to $750.0 million, up from $575.0 million, and to extend the maturity to April 29, 2031 from July 6, 2027, and to revise the applicable interest rate margins, commitment fees and certain negative covenants.

6. FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company is required to record certain assets and liabilities at fair value. The valuation methods used for determining the fair value of these financial instruments by hierarchy are as follows:

Level 1 Cash and cash equivalents consist of various bank accounts used to support our operations and investments in institutional money-market funds that are traded in active markets.

Level 2 No Level 2 financial instruments.

Level 3 No Level 3 financial instruments.

The following table presents financial instruments, other than debt, that we measure at fair value on a recurring basis. See Note 5 to our condensed consolidated financial statements for a discussion of our debt. In instances where the inputs used to measure the fair value of an asset fall into more than one level of the hierarchy, we have classified it based on the lowest level input that is significant to the determination of the fair value.

Other Fair Value Disclosures

The estimated fair value and carrying value of our debt as of June 27, 2026 and December 31, 2025 were as follows:

7. EARNINGS PER COMMON SHARE

Basic earnings per common share (“EPS”) is calculated based on the weighted average number of shares of common stock outstanding during the applicable period. Diluted EPS is calculated based on the weighted average number of shares of common stock outstanding plus potentially dilutive shares of common stock outstanding during the applicable period. The following table presents a reconciliation of the share amounts used in the computation of basic and diluted EPS:

The Company excluded the following shares underlying stock-based awards from the calculations of diluted EPS because their inclusion would have been anti-dilutive for the three and six months ended June 27, 2026 and June 28, 2025:

8. OTHER EXPENSE (INCOME), NET

Other expense (income), net for the three and six months ended June 27, 2026 and June 28, 2025 consisted of the following:

9. SEGMENT INFORMATION

Our business is organized and operated intwo operating segments as discussed below. These segments share common business systems and processes, technology centers and technology roadmaps.

•The Materials Solutions segment, or MS, provides materials-based solutions, such as chemical vapor and atomic layer deposition materials, chemical mechanical planarization (“CMP”) slurries and pads, ion implantation specialty gases, formulated etch and clean materials, and other specialty materials that enable our customers to achieve better device performance and faster time to yield, while providing for lower total cost of ownership.

•The Advanced Purity Solutions segment, or APS, offers filtration, purification and contamination-control solutions that improve customers’ yield, device reliability and cost by ensuring the purity of critical liquid chemistries and gases and the cleanliness of wafers and other substrates used throughout semiconductor manufacturing processes, the semiconductor ecosystem and other high-technology industries.

The Company’s method for measuring profitability on a reportable segment basis is segment profit. Segment profit is defined as net sales less direct and indirect segment operating expenses, including certain general and administrative costs for the Company’s human resources, finance and information technology functions. The Company accounts for inter-segment sales and transfers as if the sales or transfers were to third parties. Inter-segment sales are presented as an elimination below. The remaining unallocated expenses consist mainly of the Company’s corporate functions as well as interest expense, interest income, amortization of intangible assets and income tax expense.

The Company’s chief operating decision maker (“CODM”) is the President and Chief Executive Officer. For each of the reportable segments, the CODM uses segment profit (based on each segment’s target model) for determining the allocation of resources (including employees, financial, or capital resources) to the segments to achieve the Company’s strategic plan and to assess the performance of each segment by monitoring actual results against performance targets established in the Company’s annual budget and forecasting process. Total assets by segment are not presented as that information is not used to allocate resources or assess performance at the segment level and is not regularly reviewed by the Company’s CODM.

Summarized financial information for the Company’s reportable segments is shown in the following tables for the three and six months ended June 27, 2026 and June 28, 2025:

The following table reconciles total segment profit to income before income tax expense for the three and six months ended June 27, 2026 and June 28, 2025:

The following table summarizes depreciation for the Company’s reportable segments for the three and six months ended June 27, 2026 and June 28, 2025:

In the following tables, net sales are disaggregated by customers’ country or region based on the ship to location of the customer for the three and six months ended June 27, 2026 and June 28, 2025, respectively.

10. RESTRUCTURING COSTS

During 2025 and 2026, the Company initiated certain business restructuring activities aimed at improving operational efficiency and aligning resources with strategic priorities. These activities resulted in restructuring charges primarily related to (i) an internal reorganization, combining two complementary divisions into one and realigning our customer-facing organization, which occurred in the fourth quarter of 2024, (ii) commencing in the second quarter of 2025, workforce reductions and the abandonment of certain capital equipment no longer necessary for the Company’s long-term objectives, and (iii) actions that occurred in the second quarter of 2026 associated with the wind-down of the Company’s Life Sciences Fluid Management business, which includes the planned closure of a manufacturing facility. These restructuring activities are deemed to be discrete initiatives that are different from the Company’s ongoing productivity improvements.

The charges related to these restructuring activities were recognized in the condensed consolidated statements of operations for the three and six months ended June 27, 2026 and June 28, 2025 and were as follows:

Restructuring charges by reportable segment as well as unallocated corporate level charges for the three and six months ended June 27, 2026 and June 28, 2025 were as follows:

11. SUBSEQUENT EVENTS

Dividend

On July 15, 2026, the Company’s board of directors declared a quarterly cash dividend of $0.10 per share to be paid on August 19, 2026, to shareholders of record on the close of business on July 29, 2026.

Debt payment

On July 31, 2026, the Company made a $25 million voluntary debt payment on our Term Loan Facility.