BIO-TECHNE Corp
For the period ended Mar 31, 2026. Filed May 6, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-12-31; filed 2026-02-04.
0001104659-26-010335
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001104659-26-056302
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 73 previous paragraphs and 72 current paragraphs.
47 unchanged; 25 reworded; 0 added; 0 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Reworded paragraphs (25)
Previous wording
Consolidated net sales for the quarter ended December 31, 2025 remained flat at $295.9 million compared to the same prior year period. Consolidated net sales for the six months ended December 31, 2025 were $582.4 million, a decrease of 1% from the same prior year period. Organic revenue for the quarter ended December 31, 2025 remained flat compared to the prior year. Foreign currency exchange had a favorable impact of 2% and non-recurring prior year revenue from a business held-for-sale had an unfavorable impact of 2%. Organic revenue for the six months ended December 31, 2025 remained flat. Foreign currency exchange had a favorable impact of 1% and non-recurring prior year revenue from a business held-for-sale had an unfavorable impact of 2%. Organic revenue for the quarter ended December 31, 2025 was primarily driven by favorable performance by our Diagnostics and Spatial Biology portfolio offset by unfavorable product mix in our Protein Sciences segment.
Current wording
Consolidated net sales for the quarter ended March 31, 2026 decreased 2% to $311.4 million compared to the same prior year period. Consolidated net sales for the nine months ended March 31, 2026 were $893.8 million, a decrease of 1% from the same prior year period. Organic revenue for the quarter ended March 31, 2026 decreased 2% compared to the prior year. Foreign currency exchange had a favorable impact of 2% and non-recurring prior year revenue from a business held-for-sale had an unfavorable impact of 2%. Organic revenue for the nine months ended March 31, 2026 decreased 1% compared to the prior year. Foreign currency exchange had a favorable impact of 2% and non-recurring prior year revenue from a business held-for-sale had an unfavorable impact of 2%. Organic revenue for the quarter ended March 31, 2026 was primarily driven by unfavorable volume and product mix in our Protein Sciences segment, partially offset by favorable performance in our Diagnostics and Spatial Biology portfolio.
Previous wording
Consolidated gross margins for the quarter and six months ended December 31, 2025 were 64.6% and 65.1%, respectively, compared to 65.3% and 64.3% for the same prior year periods. Excluding the impact of costs recognized upon the sale of acquired inventory, amortization of intangibles, stock-based compensation expense, restructuring and restructuring-related expenses, and the impact of a business held-for-sale, adjusted gross margins for the quarter and six months ended December 31, 2025 were 68.5% and 69.4%, respectively, compared to 70.5% and 70.0% for the quarter and six months ended December 31, 2024, respectively. Fluctuations in consolidated gross margin and adjusted gross margin, as a percentage of sales, have primarily resulted from changes in product mix. We expect that, in the future, gross margins will continue to be impacted by the mix of our portfolio growing at different rates.
Current wording
Consolidated gross margins for the quarter and nine months ended March 31, 2026 were 66.9% and 65.7%, respectively, compared to 67.9% and 65.5% for the same prior year periods. Excluding the impact of costs recognized upon the sale of acquired inventory, amortization of intangibles, stock-based compensation expense, restructuring and restructuring-related expenses, and the impact of a business held-for-sale, adjusted gross margins for the quarter and nine months ended March 31, 2026 were 70.4% and 69.7%, respectively, compared to 71.6% and 70.6% for the quarter and nine months ended March 31, 2025, respectively. Fluctuations in consolidated gross margin and adjusted gross margin, as a percentage of sales, have primarily resulted from changes in product mix. We expect that, in the future, gross margins will continue to be impacted by the mix of our portfolio growing at different rates.
Previous wording
Selling, general and administrative expenses decreased 6% to $113.7 million and decreased 4% to $229.9 million for the quarter and six months ended December 31, 2025, respectively, from the same prior year periods. The decrease in expense for the quarter and six months ended December 31, 2025 was primarily due to ongoing cost management initiatives.
Current wording
Selling, general and administrative expenses decreased 28% to $109.3 million and decreased 13% to $339.2 million for the quarter and nine months ended March 31, 2026, respectively, from the same prior year periods. The decrease in expense for the quarter and nine months ended March 31, 2026 was primarily due to non-recurring arbitration award in the prior year and ongoing cost management initiatives.
Previous wording
Research and development expenses decreased 8% to $23.1 million and decreased 3% to $47.4 million for the quarter and six months ended December 31, 2025, respectively, from the same prior year periods. We continue to make strategic growth investments in research and development as we also employ our cost management initiatives.
Current wording
Research and development expenses decreased 5% to $23.5 million and decreased 4% to $70.8 million for the quarter and nine months ended March 31, 2026, respectively, from the same prior year periods. We continue to make strategic growth investments in research and development as we also employ our cost management initiatives.
Previous wording
Protein Sciences’ net sales for the quarter and six months ended December 31, 2025 were $215.1 million and $417.3 million, respectively, with results increasing 2% and remaining flat, respectively, compared to the same respective prior year periods. As of December 31, 2023, a business within the Protein Sciences Segment met the criteria as held-for-sale; this held-for-sale business has been excluded from the segment’s fiscal 2026 and 2025 operating results. Organic revenue for the segment decreased 1% in the quarter ended December 31, 2025. Foreign currency exchange had a favorable impact of 3%. Organic revenue for the segment decreased 2% for the six months ended December 31, 2025. Foreign currency exchange had a favorable impact of 2%.
Current wording
Protein Sciences’ net sales for the quarter and nine months ended March 31, 2026 were $226.2 million and $643.4 million, respectively, with results decreasing 1% and remaining flat, respectively, compared to the same respective prior year periods. As of December 31, 2023, a business within the Protein Sciences Segment met the criteria as held-for-sale; this held-for-sale business has been excluded from the segment’s fiscal 2026 and 2025 operating results. Organic revenue for the segment decreased 4% in the quarter ended March 31, 2026. Foreign currency exchange had a favorable impact of 3%. Organic revenue for the segment decreased 2% for the nine months ended March 31, 2026. Foreign currency exchange had a favorable impact of 2%.
Previous wording
The operating margin was 39.3% and 38.9% for the quarter and six months ended December 31, 2025, respectively, compared to 41.2% and 40.3% in both comparative prior year periods. The segment’s operating margin decreased primarily due to unfavorable product mix, partially offset by ongoing profitability initiatives.
Current wording
The operating margin was 44.2% and 40.8% for the quarter and nine months ended March 31, 2026, respectively, compared to 45.6% and 42.2% in both comparative prior year periods. The segment’s operating margin decreased primarily due to unfavorable volume and product mix, partially offset by ongoing profitability initiatives.
Previous wording
Diagnostics and Spatial Biology’s net sales for the quarter and six months ended December 31, 2025 were $81.2 million and $160.6 million, respectively, with decreased net sales of 4% and 4% compared to the same respective prior year periods. Organic growth for the segment for the quarter ended December 31, 2025 was 3% from the prior year, with foreign currency exchange having a favorable impact of 1%. The held-for-sale business had an unfavorable impact of 8%. Organic revenue growth for the six months ended December 31, 2025 was 3% compared to the prior year, with foreign currency exchange having a favorable impact of 1%. The held-for-sale business had an unfavorable impact of 8%.
Current wording
Diagnostics and Spatial Biology’s net sales for the quarter and nine months ended March 31, 2026 were $85.6 million and $246.2 million, respectively, with decreased net sales of 4% and 4% compared to the same respective prior year periods. Organic growth for the segment for the quarter ended March 31, 2026 was 3% from the prior year, with foreign currency exchange having a favorable impact of 1%. The held-for-sale business had an unfavorable impact of 8%. Organic growth for the nine months ended March 31, 2026 was 3% compared to the prior year, with foreign currency exchange having a favorable impact of 1%. The held-for-sale business had an unfavorable impact of 8%.
Previous wording
The operating margin for the segment was 10.4% and 10.8% for the quarter and six months ended December 31, 2025, respectively, compared to 3.9% and 4.5% in both comparative prior year periods. The segment’s operating margin was favorably impacted by the Exosome Diagnostics divestiture and ongoing profitability initiatives, partially offset by unfavorable product mix.
Current wording
The operating margin for the segment was 12.1% and 11.2% for the quarter and nine months ended March 31, 2026, respectively, compared to 9.4% and 6.2% in both comparative prior year periods. The segment’s operating margin was favorably impacted by the Exosome Diagnostics divestiture and ongoing profitability initiatives, partially offset by unfavorable product mix.
Previous wording
Income taxes were at an effective rate of 25.2% and 22.9% of consolidated earnings for the quarter and six months ended December 31, 2025, respectively, compared to 18.6% and 17.5% for the same respective prior year periods. The change in the Company’s tax rate for the quarter and six months ended December 31, 2025 was driven by the mix of net income.
Current wording
Income taxes were at an effective rate of 28.3% and 25.2% of consolidated earnings for the quarter and nine months ended March 31, 2026, respectively, compared to 41.0% and 24.9% for the same respective prior year periods. The change in the Company’s tax rate for the quarter and nine months ended March 31, 2026 was driven by the mix of net income and the impact of disrete tax expenses.
Previous wording
The forecasted tax rate as of the second fiscal quarter of 2026 before discrete items is 26.2% compared to the prior year forecasted tax rate before discrete items of 23.6%. Excluding the impact of discrete items, the Company expects the consolidated income tax rate for the remainder of fiscal 2026 to range from 25% to 29%.
Current wording
The forecasted tax rate as of the third fiscal quarter of 2026 before discrete items is 26.9% compared to the prior year forecasted tax rate before discrete items of 23.1%. Excluding the impact of discrete items, the Company expects the consolidated income tax rate for the remainder of fiscal 2026 to range from 25% to 29%.
Previous wording
Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period-to-period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and jurisdictional mix of the identified non-GAAP adjustments. The following table summarizes the reported GAAP tax rate and the effective non-GAAP adjusted tax rate for the quarter and six months ended December 31, 2025 and 2024.
Current wording
Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period-to-period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and jurisdictional mix of the identified non-GAAP adjustments. The following table summarizes the reported GAAP tax rate and the effective non-GAAP adjusted tax rate for the quarter and nine months ended March 31, 2026 and 2025.
Previous wording
Cash and cash equivalents and available-for-sale investments were $172.9 million as of December 31, 2025, compared to $162.2 million as of June 30, 2025.
Current wording
Cash and cash equivalents and available-for-sale investments were $214.1 million as of March 31, 2026, compared to $162.2 million as of June 30, 2025.
Previous wording
The Company has a line-of-credit governed by a Credit Agreement dated August 31, 2022 that will mature on August 31, 2027. As of December 31, 2025, there is $740 million available on the line-of-credit. See Note 5 to the Condensed Consolidated Financial Statements for a description of the Credit Agreement.
Current wording
The Company has a line-of-credit governed by a Credit Agreement dated August 31, 2022 that will mature on August 31, 2027. As of March 31, 2026, there is $800 million available on the line-of-credit. See Note 5 to the Condensed Consolidated Financial Statements for a description of the Credit Agreement.
Previous wording
The Company generated cash of $110.0 million from operating activities in the six months ended December 31, 2025 compared to $148.2 million in the six months ended December 31, 2024. The decrease from the prior year was primarily due tochanges in the timing of cash payments on certain operating assets and liabilities.
Current wording
The Company generated cash of $196.7 million from operating activities in the nine months ended March 31, 2026 compared to $189.4 million in the nine months ended March 31, 2025. The increase from the prior year was primarily due toincreased net earnings for the year.
Previous wording
Capital expenditures for fixed assets for the six months ended December 31, 2025 and 2024 were $11.3 million and $16.0 million, respectively. Capital expenditures for the remainder of fiscal 2026 are expected to be approximately $18 million. Capital expenditures are expected to be financed through currently available funds and cash generated from operating activities. Expected additions in fiscal 2026 are related to increasing capacity to meet expected sales growth across the Company.
Current wording
Capital expenditures for fixed assets for the nine months ended March 31, 2026 and 2025 were $20.4 million and $26.1 million, respectively. Capital expenditures for the remainder of fiscal 2026 are expected to be approximately $7 million. Capital expenditures are expected to be financed through currently available funds and cash generated from operating activities. Expected additions in fiscal 2026 are related to increasing capacity to meet expected sales growth across the Company.
Previous wording
During the six months ended December 31, 2024, the Company invested $15.0 million into Spear Bio. There was no comparable activity in fiscal 2026.
Current wording
During the nine months ended March 31, 2025, the Company invested $15.0 million into Spear Bio. There was no comparable activity in fiscal 2026.
Previous wording
During the six months ended December 31, 2024, certificates of deposit reached maturity for $1.1 million. There was no comparable activity in fiscal 2026.
Current wording
During the nine months ended March 31, 2025, certificates of deposit reached maturity for $1.1 million. There was no comparable activity in fiscal 2026.
Previous wording
The Company received tax distributions of $1.4 million from its equity method investee during the six months ended December 31, 2025 and 2024.
Current wording
The Company received tax distributions of $4.6 million and $2.7 million from its equity method investee during the nine months ended March 31, 2026 and 2025.
Previous wording
During the six months ended December 31, 2025, the Company received $4.6 million for assets held-for-sale. During the six months ended December 31, 2024, the Company received $1.8 million for the sale of assets held-for-sale.
Current wording
During the nine months ended March 31, 2026, the Company received $4.6 million for assets held-for-sale. During the nine months ended March 31, 2025, the Company received $1.8 million for the sale of assets held-for-sale.
Previous wording
During the six months ended December 31, 2025 and 2024, the Company paid cash dividends of $24.9 million and $25.4 million, respectively, to all common shareholders. On February 4, 2026, the Company announced the payment of an $0.08 per share cash
Current wording
During the nine months ended March 31, 2026 and 2025, the Company paid cash dividends of $37.4 million and $38.0 million, respectively, to all common shareholders. On May 6, 2026, the Company announced the payment of an $0.08 per share cash dividend, or approximately $12.5 million, will be payable May 29, 2026, to all common shareholders of record on May 18, 2026.
Previous wording
Cash of $28.2 million and $30.6 million was received during the six months ended December 31, 2025 and 2024, respectively, from the exercise of stock options.
Current wording
Cash of $58.2 million and $45.5 million was received during the nine months ended March 31, 2026 and 2025, respectively, from the exercise of stock options.
Previous wording
During the six months ended December 31, 2025 and 2024, the Company made repayments of $86.0 million and $19.0 million, respectively, on its long-term debt balance. The Company did not draw under its revolving line-of-credit facility during the six months ended December 31, 2025 and 2024.
Current wording
During the nine months ended March 31, 2026 and 2025, the Company made repayments of $146.0 million and $27.0 million, respectively, on its long-term debt balance. The Company drew $38.0 million under its revolving line-of-credit facility during the nine months ended March 31, 2025. There was no comparable activity in fiscal 2026.
Previous wording
There were $75.6 million of share repurchases during the six months ended December 31, 2024. There was no comparable activity in fiscal 2026.
Current wording
There were $175.7 million of share repurchases during the nine months ended March 31, 2025. There was no comparable activity in fiscal 2026.
Previous wording
During the six months ended December 31, 2025 and 2024, the Company paid taxes of $10.5 million and $6.0 million related to restricted stock units and stock options exercised through net share settlements classified as financing activities.
Current wording
During the nine months ended March 31, 2026 and 2025, the Company paid taxes of $10.6 million and $6.3 million related to restricted stock units and stock options exercised through net share settlements classified as financing activities.
Previous wording
The Company's significant accounting policies are discussed in the Company's Annual Report on Form 10-K for fiscal 2025 and are incorporated herein by reference. The application of certain of these policies requires judgments and estimates that can affect the results of operations and financial position of the Company. Judgments and estimates are used for, but not limited to, valuation of available-for-sale investments, inventory valuation and allowances, valuation of intangible assets and goodwill and valuation of investments in unconsolidated entities. There have been no significant changes in estimates in the quarter or six months ended December 31, 2025 that would require disclosure nor have there been any changes to the Company's policies.
Current wording
The Company's significant accounting policies are discussed in the Company's Annual Report on Form 10-K for fiscal 2025 and are incorporated herein by reference. The application of certain of these policies requires judgments and estimates that can affect the results of operations and financial position of the Company. Judgments and estimates are used for, but not limited to, valuation of available-for-sale investments, inventory valuation and allowances, valuation of intangible assets and goodwill and valuation of investments in unconsolidated entities. There have been no significant changes in estimates in the quarter or nine months ended March 31, 2026 that would require disclosure nor have there been any changes to the Company's policies.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
dividend, or approximately $12.5 million, will be payable February 27, 2026, to all common shareholders of record on February 16, 2026.