Mobileye Global Inc.

Events in Israel

On June 13, 2025, Israel launched a preemptive attack on Iran, to which Iran responded with ballistic missile and drone attacks. On June 23, 2025, Israel and Iran agreed to a ceasefire, although there is no assurance that the ceasefire will continue. How long and how severe the current conflict may become is unknown at this time, and any continued clash among Israel and Iran or other countries or militant groups in the region may escalate in the future into a greater regional conflict. The Company expects that the current conflict as well as the security escalation in Israel will not have a material impact on its business results in the short term. The Company has a business continuity plan in place to address a range of scenarios, including potential escalations, which it believes has proven effective over the past 18 months. However, since these are events beyond the Company’s control, their continuation or cessation may affect the Company’s expectations. The Company continues to monitor political and military developments closely and examine the consequences for its operations and assets.

Agreement with TSMC

The Company has a long-standing relationship with STMicroelectronics to manufacture its EyeQ products. As part of an effort to establish redundancy and better control of its supply chain, the Company has sought additional qualified suppliers, and it has recently entered into an agreement with TSMC (Taiwan Semiconductor Manufacturing Company Ltd.) under which it will manufacture components of the Company’s imaging radar and some of its future generations of its EyeQ product, and potentially other future products.

Preliminary Estimated Results for the Three Months Ended June 28, 2025

The following table reflects certain preliminary estimated results for the three months ended June 28, 2025 and actual financial results derived from the Company’s unaudited condensed consolidated financial statements for the three months ended June 29, 2024:

(1) Adjusted Operating Income is a non-GAAP financial measure. In addition to the Company’s financial results determined in accordance with GAAP, its management uses Adjusted Operating Income as a key measure in operating its business. The Company use this non-GAAP financial measure to make strategic decisions, establish business plans and forecasts, identify trends affecting its business, and evaluate performance. For example, the Company use this non-GAAP financial measure to assess its pricing and sourcing strategy, in the preparation of its annual operating budget, and as a measure of its operating performance. The Company believes that Adjusted Operating Income may be helpful to investors because it allows for greater transparency into what measures its management (and the management of Intel Corporation (“Intel”)) uses in operating the Company’s business and measuring its performance, and enables comparison of financial trends and results between periods where items may vary independent of business performance. This non-GAAP financial measure is presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies.

The Company believes excluding items that neither relate to the ordinary course of business nor reflect its underlying business performance, such as the amortization of intangible assets, enables management and its investors to compare its underlying business performance from period-to-period. Accordingly, the Company believes these adjustments facilitate a useful evaluation of its current operating performance and comparison to its past operating performance and provide investors with additional means to evaluate cost and expense trends. In addition, the Company also believes these adjustments enhance comparability of its financial performance against those of other technology companies.

The Company’s non-GAAP financial measures reflect adjustments for amortization charges for its acquisition-related intangible assets and share-based compensation expense as well as the related income tax effects where applicable. The Company excludes amortization charges for its acquisition-related intangible assets for purposes of calculating certain non-GAAP measures, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are inconsistent in size and are significantly impacted by the timing and valuation of its acquisitions. These amortization charges relate to intangible assets consisting of developed technology, customer relationships, and brands as a result of Intel’s acquisition of the Company in 2017 and the acquisition of Moovit in 2020. The Company believes that the exclusion of share-based compensation expense is appropriate because it eliminates the impact of non-cash expenses for equity-based compensation costs that are based upon valuation methodologies and assumptions that vary over time, and the amount of the expense can vary significantly between companies due to factors that are unrelated to their core operating performance and that can be outside of their control. Although the Company excludes share-based compensation expenses from its non-GAAP measures, equity compensation has been, and will continue to be, an important part of its future compensation strategy and a significant component of its future expenses, and may increase in future periods.

A reconciliation is provided below for Adjusted Operating Income to the most directly comparable financial measure presented in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, as well as the Company’s consolidated financial statements and related notes in its Annual Report on Form 10-K for the year ended December 28, 2024 (the “2024 10-K”) and its Quarterly Report on Form 10-Q for the quarterly period ended March 29, 2025 (the “Q1 Quarterly Report”).

The Company defines Adjusted Operating Income as operating income (loss) presented in accordance with GAAP, adjusted to exclude amortization of acquisition related intangibles and share-based compensation expense.

The Company estimates that its revenue for the three months ended June 28, 2025 will be between $502 million and $506 million, an increase of $63 million to $67 million, or approximately 14% to 15%, as compared to revenue of $439 million for the three months ended June 29, 2024. The increase in the Company’s revenue is expected to be primarily due to an increase in EyeQ SOC revenue resulting from higher customer demand and the normalization of excess inventory by the Company’s Tier 1 customers that was previously used to satisfy demand during 2024. The Company’s quarterly preliminary results reflect strong industry conditions; the Company continues to monitor for potential headwinds from tariffs and other macroeconomic conditions.

The Company has provided ranges of preliminary estimated results for selected unaudited financial information for the three months ended June 28, 2025. The Company’s final results remain subject to management’s final review and adjustments, its other closing procedures, and any subsequent events. Accordingly, you should not place undue reliance on the Company’s preliminary estimated results for the three months ended June 28, 2025, which may differ from actual results. During the course of the preparation of the Company’s unaudited condensed consolidated financial statements for the three months ended June 28, 2025 and the notes thereto by management, additional items that require adjustments to the preliminary estimated results presented herein may be identified. The preliminary estimated results that are presented as ranges are not intended to imply that actual results could not fall outside of the estimated ranges. For further discussion of some of the factors that may cause actual results to vary materially from the preliminary estimated results provided above, see “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors.”

The preliminary estimated financial data included in this Current Report on Form 8-K has been prepared on the basis of currently available information by, and is the responsibility of, management. The Company’s independent registered public accounting firm, Kesselman & Kesselman, Certified Public Accountants (Isr.), a member firm of PricewaterhouseCoopers International Limited, has not audited, reviewed, examined, compiled, nor applied agreed-upon procedures with respect to the preliminary estimated financial data. Accordingly, Kesselman & Kesselman does not express an opinion or any other form of assurance with respect thereto.

The preliminary estimated results provided herein do not represent a comprehensive statement of the Company’s financial results and should not be viewed as a substitute for the unaudited condensed consolidated financial statements prepared in accordance with GAAP. In addition, the preliminary estimates for the three months ended June 28, 2025 are not necessarily indicative of the results to be achieved in any future period.

The information included in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information and exhibits be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filing.

(d) Exhibits