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MILLER INDUSTRIES INC /TN/

For the period ended Sep 30, 2026. Filed Nov 4, 2026.

View on SEC.gov

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.

Sep 30, 2026 · Filed Nov 4, 2026

MLR$46.32+2.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-05.

0001104659-26-091141

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-04.

0001104659-26-122708

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 82 previous paragraphs and 82 current paragraphs.

48 unchanged; 32 reworded; 2 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 20 previous and 20 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.

Added paragraphs (2)

Current report

Adjustments made in the third quarter of 2026 were based on the finalized valuation report and purchase price allocation provided by our third-party consultants. These included adjustments to the net working capital, as well as to the fair values of assets acquired and liabilities assumed. Additionally, the non-cash, acquisition-related expenses associated with Omars - primarily tied to the sale of equipment adjusted to fair market value and amortization expense and associated tax amortization benefit of the intangible value of customer relationships - positively impacted the Company’s financial results for the third fiscal quarter of 2026 by approximately $0.09 per diluted share.

Current report

Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025
Removed paragraphs (2)

Previous report

Based on preliminary valuation estimates, non-cash acquisition-related expenses associated with Omars - primarily tied to the sale of equipment adjusted to fair market value and amortization of the estimated intangible value of customer relationships - negatively impacted the Company’s financial results for the second fiscal quarter of 2026 by approximately $0.11 per diluted share. We currently anticipate that this amount represents the majority of the total acquisition-related expenses expected to be recognized in 2026. We remain confident that the acquisition will be accretive in the first year after recognizing these non-cash acquisition-related expenses. The Company continues to work with its third-party valuation consultants, and the final amounts will be adjusted upon the completion of their analysis.

Previous report

Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025
Reworded paragraphs (32)

Previous wording

During 2025 and first half of 2026, we were presented with several ongoing challenges, such as the residual effect of recent years’ supply chain disruptions, inflationary pressures, and uncertainty around tariffs, all of which have impacted our profitability. Beginning in the second half of 2025, we started to experience demand headwinds, including reduced retail sales and lower order intake, which we believe were attributable to the continued high cost of equipment ownership in the elevated interest rate environment, escalating insurance costs for our customers, and the imposition of and ongoing uncertainty involving tariffs. As a result of these challenges, we strategically decreased production in 2025 to reduce field inventory in our distribution channel, we implemented certain cost savings initiatives and we continued to secure our supply chain to mitigate the long-term impacts of current and potential future tariffs. These actions during 2025 included a

Current wording

During 2025 and the first three quarters of 2026, we were presented with several ongoing challenges, such as the residual effect of recent years’ supply chain disruptions, inflationary pressures, and uncertainty around tariffs, all of which have impacted our profitability. Beginning in the second half of 2025, we started to experience demand headwinds, including reduced retail sales and lower order intake, which we believe were attributable to the continued high cost of equipment ownership in the elevated interest rate environment, escalating insurance costs for our customers, and the imposition of and ongoing uncertainty involving tariffs. As a result of these challenges, we strategically decreased production in 2025 to reduce field inventory in our distribution channel, we implemented certain cost savings initiatives and we continued to secure our supply chain to mitigate the long-term impacts of current and potential future tariffs. These actions during 2025

Previous wording

reduction in workforce, which we announced in August 2025, as part of our comprehensive cost reduction plan. Under this plan, we reduced our headcount by approximately 150 positions across three of our U.S. manufacturing facilities during the third quarter of 2025.

Current wording

included a reduction in workforce, which we announced in August 2025, as part of our comprehensive cost reduction plan. Under this plan, we reduced our headcount by approximately 150 positions across three of our U.S. manufacturing facilities during the third quarter of 2025.

Previous wording

During the first half of 2026, we continued to see significant pressure on global supply chains due to economic uncertainty and geopolitical tensions, including hostilities among the United States, Israel, and Iran, and the ongoing military conflict in Ukraine, resulting in significant increases in fuel costs. This global rise in fuel costs has resulted in fewer miles driven which has, and may continue to, adversely impact the demand for our products. Accordingly, during the first half of 2026, we continued to face demand headwinds, which we believe are attributable to increased fuel costs, as well continued high cost of equipment ownership in the elevated interest rate environment, escalating insurance costs for our customers, and the imposition of and ongoing uncertainty involving tariffs. We continue to assess current and ongoing macroeconomic trends and closely monitor our production schedules and cost structure as they may be materially impacted by the effects of these pressures. We implemented a surcharge in April 2025 to partially offset these pressures; however, continued cost increases have exceeded the coverage provided by that surcharge. As a result, in May 2026, we announced that the existing surcharge would be rolled into our standard pricing structure. In addition, we announced a 3% price increase on all domestic manufactured products, which went into effect on all domestic manufactured products invoiced after July 31, 2026. These actions are intended to better align our pricing with the current cost environment while supporting our continued investment in U.S. manufacturing, product quality, safety, and regulatory compliance.

Current wording

During the first three quarters of 2026, we continued to see significant pressure on global supply chains due to economic uncertainty and geopolitical tensions, including hostilities among the United States, Israel, and Iran, and the ongoing military conflict in Ukraine, resulting in significant increases in fuel costs. This global rise in fuel costs has resulted in fewer miles driven which has, and may continue to, adversely impact the demand for our products. Accordingly, during the first three quarters of 2026, we continued to face demand headwinds, which we believe are attributable to increased fuel costs, as well as continued high cost of equipment ownership in the elevated interest rate environment, escalating insurance costs for our customers, and the imposition of and ongoing uncertainty involving tariffs. We continue to assess current and ongoing macroeconomic trends and closely monitor our production schedules and cost structure as they may be materially impacted by the effects of these pressures. We implemented a surcharge in April 2025 to partially offset these pressures; however, continued cost increases have exceeded the coverage provided by that surcharge. As a result, in May 2026, we announced that the existing surcharge would be rolled into our standard pricing structure. In addition, we announced a 3% price increase on all domestic manufactured products, which went into effect on all domestic manufactured products invoiced after July 31, 2026. These actions are intended to better align our pricing with the current cost environment while supporting our continued investment in U.S. manufacturing, product quality, safety, and regulatory compliance.

Previous wording

Our condensed consolidated financial statements are prepared in accordance with GAAP, which require us to make estimates. Certain accounting policies are deemed “critical”, as they require management’s highest degree of judgment, estimations, and assumptions. The accounting policies deemed to be most critical to our financial position and results of operations are those related to allowance for credit losses, inventory, long-lived assets, business combinations, goodwill, warranty reserves, income taxes, and foreign currency translations. There have been no significant changes in our critical accounting policies during the six months ended June 30, 2026, from the information provided under the heading “Critical Accounting Policies and Sensitive Accounting Estimates” in Part II, Item 7– “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Form 10-K.

Current wording

Our condensed consolidated financial statements are prepared in accordance with GAAP, which require us to make estimates. Certain accounting policies are deemed “critical”, as they require management’s highest degree of judgment, estimations, and assumptions. The accounting policies deemed to be most critical to our financial position and results of operations are those related to allowance for credit losses, inventory, long-lived assets, business combinations, goodwill, warranty reserves, income taxes, and foreign currency translations. There have been no significant changes in our critical accounting policies during the nine months ended September 30, 2026, from the information provided under the heading “Critical Accounting Policies and Sensitive Accounting Estimates” in Part II, Item 7– “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Form 10-K.

Previous wording

Net sales for the three months ended June 30, 2026 were $240.0 million compared to $214.0 million for the corresponding period in fiscal 2025, an increase of 12.1%. The increase in net sales was primarily due to increased chassis deliveries and the inclusion of Omars sales for the full second quarter of 2026, offset by lower domestic production levels.

Current wording

Net sales for the three months ended September 30, 2026 were $212.2 million compared to $178.7 million for the corresponding period in fiscal 2025, an increase of 18.8%. The increase in net sales was primarily due to increased chassis deliveries and the inclusion of Omars sales for the full third quarter of 2026, offset by lower domestic production levels.

Previous wording

Net foreign sales for the three months ended June 30, 2026 were $46.5 million compared to $38.1 million for the corresponding period in fiscal 2025, an increase of 22.1%. The primary reason for the increase was the inclusion of Omars sales for the full second quarter of 2026 which totaled $8.6 million.

Current wording

Net foreign sales for the three months ended September 30, 2026 were $45.7 million compared to $30.6 million for the corresponding period in fiscal 2025, an increase of 49.1%. The primary reason for the increase was the inclusion of Omars sales for the full third quarter of 2026 which totaled $8.8 million.

Previous wording

Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the three months ended June 30, 2026 was $204.1 million compared to $179.4 million for thecorresponding period in fiscal 2025, an increase of 13.7%. The increase in cost of operations was consistent with the increase in sales.

Current wording

Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the three months ended September 30, 2026 was $182.4 million compared to $153.3 million for thecorresponding period in fiscal 2025, an increase of 19.0%. The increase in cost of operations was consistent with the increase in sales.

Previous wording

Gross profit is equal to net sales less cost of operations. Gross profit for thethree months ended June 30, 2026 was $35.9 million compared to $34.6 million for thecorresponding period in fiscal 2025, an increase of 3.9%. This increase was primarily due to the increase in sales. As a percentage of sales, gross profit was 15.0% for the three months ended June 30, 2026, compared to 16.2% in the corresponding period in fiscal 2025, a decrease of 7.3%, primarily as a result of increased chassis deliveries and continued impact of Section 232 tariffs imposed on imported specialty steel and aluminum.

Current wording

Gross profit is equal to net sales less cost of operations. Gross profit for thethree months ended September 30, 2026 was $29.8 million compared to $25.3 million for thecorresponding period in fiscal 2025, an increase of 17.6%. This increase was primarily due to the increase in sales. As a percentage of sales, gross profit was 14.0% for the three months ended September 30, 2026, compared to 14.2% in the corresponding period in fiscal 2025, a decrease of 1.0%, primarily as a result of increased chassis deliveries and continued impact of Section 232 tariffs imposed on imported specialty steel and aluminum.

Previous wording

Selling, general and administrative expenses for the three months ended June 30, 2026 were $25.2 million compared to $23.4 million for the corresponding period in fiscal 2025, an increase of 7.6%. While the Company was successful in reducing the historical expense base, the reduction was offset by the inclusion of Omars for the second quarter of 2026. In addition to the recurring expense for Omars, the current quarter also includes $0.5 of amortization expense related to intangible assets that were recognized on the preliminary opening balance.

Current wording

Selling, general and administrative expenses for the three months ended September 30, 2026 were $22.0 million compared to $21.2 million for the corresponding period in fiscal 2025, an increase of 3.5%. While the Company was successful in reducing the historical expense base, the reduction was offset by the inclusion of Omars for the third quarter of 2026.

Previous wording

As a percentage of net sales, selling, general and administrative expenses decreased to 10.5% for the three months ended June 30, 2026, from 10.9% for the comparable period in fiscal 2025.

Current wording

As a percentage of net sales, selling, general and administrative expenses decreased to 10.4% for the three months ended September 30, 2026, from 11.9% for the comparable period in fiscal 2025.

Previous wording

Interest expense, net for the three months ended June 30, 2026 was $0.4 million compared to $0.3 million for the corresponding period in fiscal 2025, an increase of 19.7%. Interest expense for the three months ended June 30, 2026 was $0.9 million and $2.1 million for the comparable period in 2025, offset by interest income of $0.6 million for the three months ended June 30, 2026, compared to interest income of $1.8 million for the comparable period in 2025.

Current wording

Interest expense, net for the three months ended September 30, 2026 was $0.4 million compared to $0.1 million for the corresponding period in fiscal 2025, an increase of 286.0%. Interest expense for the three months ended September 30, 2026 was $0.9 million and $1.4 million for the comparable period in 2025, offset by interest income of $0.5 million for the three months ended September 30, 2026, compared to interest income of $1.3 million for the comparable period in 2025.

Previous wording

The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange loss of $0.2 million and gain of $0.5 million for the three months ended June 30, 2026 and 2025, respectively.

Current wording

The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange loss of $0.1 million and loss of $0.2 million for the three months ended September 30, 2026 and 2025, respectively.

Previous wording

The provision for income taxes for thethree months ended June 30, 2026 and 2025 reflects a combined federal, state, and foreign tax rate of 27.8%and 25.6%, respectively. The increase was primarily due to the reversal of Omars fair-value adjustments and amortization of intangible assets that were recognized as part of the acquisition accounting. These expenses may or may not be deductible under Italian tax law, which is reflected in the related tax benefit recognized for these expenses. The tax provision will be revised when the final valuation is completed, and definitive tax treatment of these expenses is determined. Adjustments to tax expense will be recognized in current period earnings. The remaining differences between the federal statutory tax rate and the effective tax rate consist primarily of non-deductible executive compensation, state taxes, domestic tax credits, and tax differences on other foreign earnings.

Current wording

The provision for income taxes for thethree months ended September 30, 2026 and 2025 reflects a combined federal, state, and foreign tax rate of 19.2%and 28.4%, respectively. The decrease was primarily due to the Omars acquisition final purchase price allocation (PPA)-related adjustments and the associated tax amortization benefit of approximately $0.6 million. The remaining differences between the federal statutory tax rate and the effective tax rate consist primarily of non-deductible executive compensation, state taxes, domestic tax credits, and tax differences on other foreign earnings.

Previous wording

Net sales for the six months ended June 30, 2026 were $420.9 million compared to $439.7 million for the corresponding period in fiscal 2025, a decrease of 4.3%. The decrease in net sales was primarily due to lower domestic production levels, offset by the inclusion of Omars and increased chassis deliveries.

Current wording

Net sales for the nine months ended September 30, 2026 were $633.1 million compared to $618.4 million for the corresponding period in fiscal 2025, an increase of 2.4%. The increase in net sales was primarily due to the inclusion of Omars and increased chassis deliveries, offset by lower domestic production levels.

Previous wording

Net foreign sales for the six months ended June 30, 2026 were $95.7 million compared to $77.4 million for the corresponding period in fiscal 2025, an increase of 23.6%. The primary reason for the increase was the inclusion of Omars sales for the first half of 2026 which totaled $16.2 million.

Current wording

Net foreign sales for the nine months ended September 30, 2026 were $141.4 million compared to $108.0 million for the corresponding period in fiscal 2025, an increase of 30.8%. The primary reason for the increase was the inclusion of Omars sales for the 2026 period which totaled $25.0 million.

Previous wording

Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the six months ended June 30, 2026 was $359.2 million compared to $371.2 million for thecorresponding period in fiscal 2025, a decrease of 3.2%. The decrease in cost of operations was consistent with the decrease in sales.

Current wording

Cost of operations includes the direct cost of manufacturing, including direct materials, labor and related factory overhead, physical inventory adjustments, as well as inbound and outbound freight. Cost of operations for the nine months ended September 30, 2026 was $541.7 million compared to $524.5 million for thecorresponding period in fiscal 2025, an increase of 3.3%. The increase in cost of operations was consistent with the increase in sales and also reflects higher chassis deliveries in 2026.

Previous wording

Gross profit is equal to net sales less cost of operations. Gross profit for the six months ended June 30, 2026 was $61.6 million compared to $68.5 million for thecorresponding period in fiscal 2025, a decrease of 10.1%. This decrease was primarily due to the decrease in sales. As a percentage of sales, gross profit was 14.6% for the six months ended June 30, 2026, compared to 15.6% in the corresponding period in fiscal 2025, a decrease of 6.1%, primarily as a result of increased chassis deliveries and continued impact of Section 232 tariffs imposed on imported specialty steel and aluminum.

Current wording

Gross profit is equal to net sales less cost of operations. Gross profit for the nine months ended September 30, 2026 was $91.4 million compared to $93.9 million for thecorresponding period in fiscal 2025, a decrease of 2.6%. This decrease was primarily due to increased chassis deliveries and lower domestic production levels. As a percentage of sales, gross profit was 14.4% for the nine months ended September 30, 2026, compared to 15.2% in the corresponding period in fiscal 2025, a decrease of 4.9%, primarily as a result of increased chassis deliveries and continued impact of Section 232 tariffs imposed on imported specialty steel and aluminum.

Previous wording

Selling, general and administrative expenses for the six months ended June 30, 2026 were $49.1 million compared to $46.7 million for the corresponding period in fiscal 2025, an increase of 5.3%. While the Company was successful in reducing the historical expense base, the reduction was offset by the inclusion of Omars for the first half of 2026. In addition to the recurring expense for Omars, the current year also includes $1.1 of amortization expense related to intangible assets that were recognized on the preliminary opening balance.

Current wording

Selling, general and administrative expenses for the nine months ended September 30, 2026 were $71.1 million compared to $67.9 million for the corresponding period in fiscal 2025, an increase of 4.7%. While the Company was successful in reducing the historical expense base, the reduction was offset by the inclusion of Omars for 2026.

Previous wording

As a percentage of net sales, selling, general and administrative expenses increased to 11.7% for the six months ended June 30, 2026, from 10.6% for the comparable period in fiscal 2025.

Current wording

As a percentage of net sales, selling, general and administrative expenses increased to 11.2% for the nine months ended September 30, 2026, from 11.0% for the comparable period in fiscal 2025.

Previous wording

Interest expense, net for the six months ended June 30, 2026 was $0.5 million compared to $0.4 million for the corresponding period in fiscal 2025, an increase of 27.9%. Interest expense for the six months ended June 30, 2026 was $1.8 million and $4.5 million for the comparable period in 2025, offset by interest income of $1.3 million for the six months ended June 30, 2026, compared to interest income of $4.1 million for the comparable period in 2025.

Current wording

Interest expense, net for the nine months ended September 30, 2026 was $0.9 million compared to $0.5 million for the corresponding period in fiscal 2025, an increase of 77.6%. Interest expense for the nine months ended September 30, 2026 was $2.6 million and $5.9 million for the comparable period in 2025, offset by interest income of $1.8 million for the nine months ended September 30, 2026, compared to interest income of $5.4 million for the comparable period in 2025.

Previous wording

The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange loss of $0.3 million and gain of $0.7 million for the six months ended June 30, 2026 and 2025, respectively.

Current wording

The Company is exposed to foreign currency transaction risks when the Company has transactions that are denominated in a currency other than its functional currency. When the related balance sheet items are remeasured in the functional currency of the Company, gains and losses are recorded through other (income) expense. Other (income) expense, net is composed primarily of these foreign currency exchange gains and losses. The Company experienced a net foreign currency exchange loss of $0.3 million and gain of $0.5 million for the nine months ended September 30, 2026 and 2025, respectively.

Previous wording

The provision for income taxes for the six months ended June 30, 2026 and 2025 reflects a combined federal, state, and foreign tax rate of 33.0%and 25.4%, respectively. The increase was primarily due to the reversal of Omars fair-value adjustments and amortization of intangible assets that were recognized as part of the acquisition accounting. These expenses may or may not be deductible under Italian tax law, so a conservative tax benefit was recognized for these expenses. The tax provision will be revised when the final valuation is completed, and definitive tax treatment of these expenses is determined. Adjustments to tax expense will be recognized in current period earnings. The remaining differences between the federal statutory tax rate and the effective tax rate consist primarily of non-deductible executive compensation, state taxes, domestic tax credits, and tax differences on other foreign earnings.

Current wording

The provision for income taxes for the nine months ended September 30, 2026 and 2025 reflects a combined federal, state, and foreign tax rate of 27.6%and 25.9%, respectively. The differences between the federal statutory tax rate and the effective tax rate consist primarily of non-deductible executive compensation, state taxes, domestic tax credits, and tax differences on other foreign earnings. The increase was primarily due to higher operating income by our foreign subsidiaries, partially driven by the acquisition of Omars, that are taxed at higher rates.

Previous wording

As of June 30, 2026, we had cash and cash equivalents of $55.6 million, and $100.0 million in availability for borrowing under our credit facility. Our primary cash requirements include working capital, capital expenditures, the funding of any declared cash dividends, purchases pursuant to our stock repurchase program, and principal and interest payments on indebtedness.

Current wording

As of September 30, 2026, we had cash and cash equivalents of $60.4 million, and $100.0 million in availability for borrowing under our credit facility. Our primary cash requirements include working capital, capital expenditures, the funding of any declared cash dividends, purchases pursuant to our stock repurchase program, and principal and interest payments on indebtedness.

Previous wording

The cash and cash equivalents balance as of June 30, 2026 included $34.9 million of cash held by subsidiaries outside of the United States.

Current wording

The cash and cash equivalents balance as of September 30, 2026 included $40.9 million of cash held by subsidiaries outside of the United States.

Previous wording

During the six months ended June 30, 2026, net cash provided by operating activities was $63.0 million compared to net cash provided by operating activities of $30.0 million in the comparable period in fiscal 2025. Cash provided by operating activities is generally attributable to the receipt of payments from our customers as settlement of their contractual obligation, once we have fulfilled all performance obligations related to our contracts with them. These cash receipts are netted with payments for purchases of inventory, payments for materials used in manufacturing, and other payments that are necessary in the ordinary course of our operations, such as those for utilities and taxes. The cash provided by operating activities was primarily driven by decreases in inventory, as well as increases in accounts payable, offset by increases in accounts receivable, resulting in net positive change in working capital and signifying further stabilization of changes in assets and liabilities as a result of continued supply chain recovery and distributor inventory reductions.

Current wording

During the nine months ended September 30, 2026, net cash provided by operating activities was $86.6 million compared to net cash provided by operating activities of $49.9 million in the comparable period in fiscal 2025. Cash provided by operating activities is generally attributable to the receipt of payments from our customers as settlement of their contractual obligation, once we have fulfilled all performance obligations related to our contracts with them. These cash receipts are netted with payments for purchases of inventory, payments for materials used in manufacturing, and other payments that are necessary in the ordinary course of our operations, such as those for utilities and taxes. The cash provided by operating activities was primarily driven by decreases in inventory and increases in accounts payable, partially offset by increases in accounts receivable, resulting in net positive change in working capital and signifying further stabilization of changes in assets and liabilities as a result of continued supply chain recovery and distributor inventory reductions.

Previous wording

During the six months ended June 30, 2026, cash used in investing activities was $12.1 million compared to cash used in investing activities of $6.8 million for the comparable period in fiscal 2025. The cash used in investing activities was primarily for purchases of property, plant and equipment, as well as our continued investment in manufacturing automation enterprise resource planning (ERP) system enhancements, and the initial phase of our expansions in Tennessee and France.

Current wording

During the nine months ended September 30, 2026, cash used in investing activities was $23.7 million compared to cash used in investing activities of $7.3 million for the comparable period in fiscal 2025. The cash used in investing activities was primarily for purchases of property, plant and equipment, for the initial phase of our expansions in Tennessee and France, as well as our continued investment in manufacturing automation and enterprise resource planning (ERP) system enhancements.

Previous wording

During the six months ended June 30, 2026, cash used in financing activities was $39.4 million compared to cash used in financing activities of $17.2 million for the comparable period in fiscal 2025. The cash used in financing activities was primarily due to payments on the credit facility, repurchases of common stock, and cash payments for dividends.

Current wording

During the nine months ended September 30, 2026, cash used in financing activities was $44.2 million compared to cash used in financing activities of $30.6 million for the comparable period in fiscal 2025. The cash used in financing activities was primarily due to payments on the credit facility, repurchases of common stock and cash payments for dividends.

Previous wording

As of June 30, 2026 and December 31, 2025, we had commitments of approximately $14.0 million and $15.5 million, respectively, for the acquisition of property, plant and equipment. This decrease in commitments for acquisition of property, plant and equipment was primarily due to progress payments made during the quarter on our continued investments in automation and the use of robotics in our production processes to streamline efficiency and expand our manufacturing facilities. There have been no other material changes to our contractual obligations from what was previously disclosed in our 2025 Form 10-K.

Current wording

As of September 30, 2026 and December 31, 2025, we had commitments of approximately $84.3 million and $15.5 million, respectively, for the acquisition of property, plant and equipment. The increase was primarily due to commitments made during the quarter for our Ooltewah, TN plant expansion. There have been no other material changes to our contractual obligations from what was previously disclosed in our 2025 Form 10-K.

Previous wording

Prior to applying a discount rate to our lease liabilities, we had approximately $2.9 million and $0.3 million in non-cancellable operating lease obligations as of June 30, 2026 and December 31, 2025, respectively. We had no non-cancellable finance lease obligations as of June 30, 2026 and December 31, 2025.

Current wording

Prior to applying a discount rate to our lease liabilities, we had approximately $2.7 million and $0.3 million in non-cancellable operating lease obligations as of September 30, 2026 and December 31, 2025, respectively. We had no non-cancellable finance lease obligations as of September 30, 2026 and December 31, 2025.

Previous wording

Capital expenditures during the six months ended June 30, 2026 and 2025 were $12.1 million and $6.8 million, respectively. We make ongoing capital investments in our property, plant and equipment to increase our production capacity and efficiencies, as well as the sustainability and safety of our operations. This includes capital investments during the six months ended June 30, 2026 in the use of robotics and automation in our production processes to streamline efficiency.

Current wording

Capital expenditures during the nine months ended September 30, 2026 and 2025 were $22.1 million and $8.6 million, respectively. The increase in capital expenditures was primarily due to the disbursement of funds for the plant expansion project in Ooltewah, TN. We also make ongoing capital investments in our property, plant and equipment to increase our production capacity and efficiencies, as well as the sustainability and safety of our operations. This includes capital investments during the nine months ended September 30, 2026 in the use of robotics and automation in our production processes to streamline efficiency.

Previous wording

In March 2025, our Board of Directors authorized approximately $9.1 million (€8.0 million) for an expansion at one of our facilities in France. During the second half of 2025, work was performed to prepare the site and finalize the design. Construction for this project began in the second quarter of 2026.

Current wording

In March 2025, our Board of Directors authorized approximately $9.1 million (€8.0 million) for an expansion at one of our facilities in France. During the second half of 2025, work was performed to prepare the site and finalize the design. Construction for this project began in the second quarter of 2026 and is expected to be completed in the first quarter of 2027.

Previous wording

In March 2026, our Board of Directors authorized a plant expansion at our Ooltewah, TN facility, which we expect will improve our flexibility and enhance production capacity. We anticipate the cost of this project to be approximately $100.0 million. The site preparation for this project began in the second quarter of 2026, and construction of the building is expected to begin in early 2027.

Current wording

In March 2026, our Board of Directors authorized a plant expansion at our Ooltewah, TN facility, which we expect will improve our flexibility and enhance our heavy-duty production capacity. We anticipate the cost of this project to be approximately $100.0 million. The site preparation for this project began in the second quarter of 2026, and construction of the building is underway and expected to be completed by the end of 2027.