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IPG PHOTONICS CORP

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

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, 2025 · Filed Nov 4, 2025

IPGP$65.31+5.3%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 2025-06-30; filed 2025-08-05.

0001111928-25-000132

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

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001111928-25-000168

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 105 previous paragraphs and 108 current paragraphs.

54 unchanged; 45 reworded; 8 added; 4 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 7 previous and 7 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 (8)

Current report

Net loss from divestiture and sale of assets. During the three months ended September 30, 2024, we divested our Russian operations for $51.1 million. The divestiture resulted in a loss of $197.7 million. There were no divestitures or sale of assets during the three months ended September 30, 2025.

Current report

Impairment of long-lived assets. During the three months ended September 30, 2024, we completed an impairment analysis of the assets in Belarus as a result of new EU sanctions that would limit our ability to supply laser cabinets and other mechanical components from our factory in Belarus. Based on this analysis, we recorded $26.6 million of impairment of long-lived assets. There was no impairment during the three months ended September 30, 2025.

Current report

Restructuring charges. We incurred $0.4 million in restructuring charges during the three months ended September 30, 2025, related to an assessment and further oversight of our Belarusian operations. There were no restructuring charges during the three months ended September 30, 2024.

Current report

Impairment of long-lived assets. During the nine months ended September 30, 2024, we completed an impairment analysis of the assets in Belarus as a result of new EU sanctions that would limit our ability to supply laser cabinets and other mechanical components from our factory in Belarus. Based on this analysis, we recorded $26.6 million of impairment of long-lived assets. There was no impairment during the nine months ended September 30, 2025.

Current report

Restructuring charges. We incurred $0.4 million in restructuring charges during the nine months ended September 30, 2025, related to an assessment and further oversight of our Belarusian operations. There were no restructuring charges during the nine months ended September 30, 2024.

Current report

Provision for income taxes. Provision for income taxes was $16.7 million for the nine months ended September 30, 2025 compared to $5.4 million for the nine months ended September 30, 2024. The effective tax rate was 48.4% for the nine months ended September 30, 2025. There was a tax expense provided on Loss before income taxes for the nine months ended September 2024. In 2024, there was a tax detriment primarily related to $41.5 million of losses not benefitted from the loss on divestiture of Russian operations. Excluding the divestiture, the increase in tax expense in 2025 was driven by higher income before provision for income taxes as well as an increase in discrete tax items of $7.3 million primarily due to increases in uncertain tax positions resulting from tax audit activity, compared to the same period in 2024.

Current report

•an increase in cash used by prepaid expenses and other assets due to timing of bank acceptance drafts and interest receivable; and

Current report

•a decrease in cash used by accrued expenses and other liabilities due to timing of payments for accrued personnel costs, cash provided by customer deposits, and timing of warranty activities, partially offset by lease payments and other activities; and
Removed paragraphs (4)

Previous report

Provision for income taxes. Provision for income taxes was $8.5 million for the six months ended June 30, 2025 compared to $14.4 million for the six months ended June 30, 2024. The effective tax rate was 45.1% for thesix months ended June 30, 2025. This compares to the effective tax rate of 24.5% for thesix months ended June 30, 2024. The decrease in tax expense was primarily due to a decrease of income before provision for income taxes for thesix months ended June 30, 2025 as compared to thesix months ended June 30, 2024. This decrease was partially offset by a discrete tax detriment for thesix months ended June 30, 2025 of $4.9 million tax primarily related to the increase in tax expense for equity-based compensation. This compares to a discrete tax detriment of $1,912 for the six months ended June 30, 2024 related primarily to equity-based compensation expense reflected in financial statement income in excess of the deductions allowed for tax purposes, which was partially offset by a decrease in uncertain tax positions due to the conclusion of tax audits.

Previous report

•a decrease in cash provided by net income after adjusting for non-cash operating activities, mainly due to lower revenues.

Previous report

•an increase in cash provided by accrued expenses and other liabilities due to an increase in cash provided by customer deposits, an increase in cash provided by personnel and earn-out accruals, and a decrease in cash used by deferred revenue, partially offset by an increase in cash used by lease liabilities; and
Reworded paragraphs (45)

Previous wording

Recently announced U.S. Government Tariffs. We continue to closely monitor changes in international trade relations and economic and monetary policies, including recently announced tariffs on imports into the U.S. from China, Germany and other countries, as well as retaliatory tariffs in affected countries, which could adversely impact the global economy and our operating results. The impact to gross margin for the three months ended June 30, 2025 was approximately 115 basis points.

Current wording

Recently announced U.S. Government Tariffs. We continue to closely monitor changes in international trade relations and economic and monetary policies, including recently announced tariffs on imports into the U.S. from China, Germany and other countries, as well as retaliatory tariffs in affected countries, which could adversely impact the global economy and our operating results. The impact to gross margin related to higher tariffs for the three and nine months ended September 30, 2025 was approximately 140 and 90 basis points, respectively, as compared to the three and nine months ended September 30, 2024.

Previous wording

Belarusian Operations. We manufacture laser cabinets and other mechanical components in Belarus. In response to the Russia-Ukraine conflict, the EU issued additional sanctions impacting commerce with Belarus on June 29, 2024, which restricted the supply of laser cabinets and other mechanical components from our factory in Belarus to our Germany operations after October 2, 2024. As a result of the sanctions and their impact on our Belarus operations, we completed an impairment analysis of our Belarus assets during the third quarter of 2024 and recorded $26.6 million of impairment of long-lived asset in our Condensed Consolidated Statements of Operations. At June 30, 2025, the remaining value of the long-lived assets in Belarus was $4.2 million. Net working capital excluding cash was $0.1 million and cash on hand was $1.5 million. The net asset value of our Belarus subsidiary has been reduced by $17.5 million due to the cumulative translation effect of the Belarusian ruble compared to the U.S. dollar, which is included in the accumulated other comprehensive loss component of stockholders' equity. We may incur additional asset impairment charges related to the Belarus operations and the other comprehensive loss that is currently in the equity section of our Condensed Consolidated Balance Sheets could be charged to our Condensed Consolidated Statements of Operations.

Current wording

Belarusian Operations. We manufacture laser cabinets and other mechanical components in Belarus. In response to the Russia-Ukraine conflict, the EU issued additional sanctions impacting commerce with Belarus on June 29, 2024, which restricted the supply of laser cabinets and other mechanical components from our factory in Belarus to our Germany operations after October 2, 2024. As a result of the sanctions and their impact on our Belarusian operations, we completed an impairment analysis of our Belarus assets during the third quarter of 2024 and recorded $26.6 million of impairment of long-lived asset in our Condensed Consolidated Statements of Operations. At September 30, 2025, the remaining value of the long-lived assets in Belarus was $4.2 million. Net working capital deficit excluding cash was $0.4 million and cash on hand was $0.7 million. The net asset value of our Belarus subsidiary has been reduced by $17.6 million due to the cumulative translation effect of the Belarusian ruble compared to the U.S. dollar, which is included in the accumulated other comprehensive loss component of stockholders' equity. We may incur additional asset impairment charges related to the Belarusian operations and the other comprehensive loss that is currently in the equity section of our Condensed Consolidated Balance Sheets could be charged to our Condensed Consolidated Statements of Operations.

Previous wording

Our business depends substantially upon capital expenditures by end users, particularly by manufacturers using our products for materials processing, which includes general manufacturing, automotive including electric vehicles ("EV"), other transportation, aerospace, heavy industry, consumer, semiconductor and electronics. Approximately 85% of our revenues for the first half of 2025, and 88% for the full fiscal year of 2024 were from customers using our products for materials processing. Although applications within materials processing are broad, the capital equipment market in general is cyclical and historically has experienced sudden and severe downturns. For the foreseeable future, our operations will continue to depend upon capital expenditures by end users of materials processing equipment and will be subject to the broader fluctuations of capital equipment spending.

Current wording

Our business depends substantially upon capital expenditures by end users, particularly by manufacturers using our products for materials processing, which includes general manufacturing, automotive including electric vehicles ("EV"), other transportation, aerospace, heavy industry, consumer, semiconductor and electronics. Approximately 86% of our revenues for the first three quarters of 2025, and 88% for the full fiscal year of 2024 were from customers using our products for materials processing. Although applications within materials processing are broad, the capital equipment market in general is cyclical and historically has experienced sudden and severe downturns. For the foreseeable future, our operations will continue to depend upon capital expenditures by end users of materials processing equipment and will be subject to the broader fluctuations of capital equipment spending.

Previous wording

We also regularly review our inventory for items that are slow-moving, have been rendered obsolete or are determined to be excess. Any provision for such slow-moving, obsolete or excess inventory affects our gross margins. For example, we recorded provisions for slow-moving, obsolete or excess inventory totaling $7.8 million and $14.0 million for the three months ended June 30, 2025 and 2024, respectively and $17.3 million and $26.9 million for the six months ended June 30, 2025 and 2024, respectively.

Current wording

We also regularly review our inventory for items that are slow-moving, have been rendered obsolete or are determined to be excess. Any provision for such slow-moving, obsolete or excess inventory affects our gross margins. For example, we recorded provisions for slow-moving, obsolete or excess inventory totaling $5.7 million and $43.4 million for the three months ended September 30, 2025 and 2024, respectively and $23.0 million and $70.3 million for the nine months ended September 30, 2025 and 2024, respectively. For the three months ended September 30, 2024, we recorded additional inventory provisions of $29.5 million attributed to items previously considered safety stock and items that became technologically obsolete.

Previous wording

Foreign exchange. Because we are a U.S.-based company doing business globally, we have both translational and transactional exposure to fluctuations in foreign currency exchange rates. Changes in the relative exchange rate between the U.S. dollar and the foreign currencies in which our subsidiaries operate directly affects our sales, costs and earnings. Differences in the relative exchange rates between where we sell our products and where we incur manufacturing and other operating costs (primarily in the U.S. and Germany) also affects our costs and earnings. Certain currencies experiencing significant exchange rate fluctuations like the euro, the Chinese yuan and Japanese yen have had and could have an additional significant impact on our sales, costs and earnings. For the quarter ended June 30, 2025, the foreign exchange loss was primarily attributed to the appreciation of the euro as compared to the U.S. dollar. Our European subsidiaries have certain net assets denominated in U.S. dollars. Our ability to adjust the foreign currency selling prices of products in response to changes in exchange rates is limited and may not offset the impact of the changes in exchange rates on the translated value of sales or costs. In addition, if we increase the selling price of our products in local currencies, this could have a negative impact on the demand for our products.

Current wording

Foreign exchange. Because we are a U.S.-based company doing business globally, we have both translational and transactional exposure to fluctuations in foreign currency exchange rates. Changes in the relative exchange rate between the U.S. dollar and the foreign currencies in which our subsidiaries operate directly affects our sales, costs and earnings. Differences in the relative exchange rates between where we sell our products and where we incur manufacturing and other operating costs (primarily in the U.S. and Germany) also affects our costs and earnings. Certain currencies experiencing significant exchange rate fluctuations like the euro, the Chinese yuan and Japanese yen have had and could have an additional significant impact on our sales, costs and earnings. For the quarter ended September 30, 2025, the foreign exchange loss was primarily attributable to the depreciation of the Korean won and Indian rupee as compared to the U.S. dollar. Our Korean and Indian subsidiaries both have certain net liabilities denominated in U.S. dollars. Our ability to adjust the foreign currency selling prices of products in response to changes in exchange rates is limited and may not offset the impact of the changes in exchange rates on the translated value of sales or costs. In addition, if we increase the selling price of our products in local currencies, this could have a negative impact on the demand for our products.

Previous wording

Income taxes. On December 15, 2022, the European Union (EU) Member States formally adopted the EU’s Pillar Two Directive, which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development ("OECD") Pillar Two Framework that was supported by over 130 countries worldwide. The EU effective dates were January 1, 2024, and January 1, 2025, for different aspects of the directive. The impact of the Pillar Two Framework on our income tax provision for the six months ended June 30, 2025 was not material. We are continuing to evaluate the potential impact of the Pillar Two Framework on future periods, pending legislative adoption by additional individual countries.

Current wording

Income taxes. On December 15, 2022, the European Union (EU) Member States formally adopted the EU’s Pillar Two Directive, which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development ("OECD") Pillar Two Framework that was supported by over 130 countries worldwide. The EU effective dates were January 1, 2024, and January 1, 2025, for different aspects of the directive. The impact of the Pillar Two Framework on our income tax provision for the nine months ended September 30, 2025 was not material. We are continuing to evaluate the potential impact of the Pillar Two Framework on future periods, pending legislative adoption by additional individual countries.

Previous wording

On July 4, 2025, the U.S. enacted H.R. 1 "A bill to provide for reconciliation pursuant to Title II of H. Con. Res. 14", commonly referred to as the One Big Beautiful Bill Act ("OBBBA"). OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the 2017 Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. Changes in tax laws may affect recorded deferred tax assets and deferred tax liabilities and our effective tax rate in the future. We are currently evaluating the impacts that new legislation will have on the Condensed Consolidated Financial Statements.

Current wording

On July 4, 2025, the U.S. enacted H.R. 1 "A bill to provide for reconciliation pursuant to Title II of H. Con. Res. 14", commonly referred to as the One Big Beautiful Bill Act ("OBBBA"). OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the 2017 Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. Changes in tax laws may affect recorded deferred tax assets and deferred tax liabilities and our effective tax rate in the future. The legislation does not have a material impact on our financial statements.

Previous wording

Major customers. While we have historically depended on a few customers for a large percentage of our annual net sales, the composition of this group can change from period to period. Net sales derived from our five largest customers as a percentage of our net sales was 15% for the six months ended June 30, 2025 and 13% for the full years ended December 31, 2024 and 2023, respectively. One of our customers accounted for 15% and 12% of our net accounts receivable as of June 30, 2025 and December 31, 2024, respectively. We seek to add new customers and to expand our relationships with existing customers. We anticipate that the composition of our significant customers will continue to change. We generally do not enter into agreements with our customers obligating them to purchase a fixed number or large volume of our products. If any of our significant customers substantially reduced their purchases from us, our results would be adversely affected.

Current wording

Major customers. While we have historically depended on a few customers for a large percentage of our annual net sales, the composition of this group can change from period to period. Net sales derived from our five largest customers as a percentage of our net sales was 15% for the nine months ended September 30, 2025 and 13% for the full years ended December 31, 2024 and 2023, respectively. One of our customers accounted for 13% and 12% of our net accounts receivable as of September 30, 2025 and December 31, 2024, respectively. We seek to add new customers and to expand our relationships with existing customers. We anticipate that the composition of our significant customers will continue to change. We generally do not enter into agreements with our customers obligating them to purchase a fixed number or large volume of our products. If any of our significant customers substantially reduced their purchases from us, our results would be adversely affected.

Previous wording

Net sales. Net sales decreased by $6.9 million, or 2.7%, to $250.7 million for the three months ended June 30, 2025 from $257.6 million for the three months ended June 30, 2024.

Current wording

Net sales. Net sales increased by $17.7 million, or 7.6%, to $250.8 million for the three months ended September 30, 2025 from $233.1 million for the three months ended September 30, 2024.

Previous wording

Materials processing sales accounted for 85.3% of total revenue and decreased 9.8% year over year, as a result of lower sales in cutting and welding applications, partially offset by higher revenue in micromachining, cleaning, mainly attributable to the cleanLASER acquisition and additive manufacturing applications. Other applications sales increased 22.7% year over year driven by higher revenue in advanced applications and medical procedures. The decrease in sales was also driven by a divestiture in the third quarter of 2024, resulting in a decrease of $22.3 million as compared to the six months ended June 30, 2024.

Current wording

Materials processing sales accounted for 87.5% of total revenue and increased 6.0% year over year, as a result of higher sales in welding, additive manufacturing applications, cleaning, and micromachining, partially offset by lower sales in marking. Other applications sales increased 20.3% year over year driven by higher revenue in medical procedures and advanced applications.

Previous wording

Cost of sales and gross margin. Cost of sales decreased by $4.4 million, or 2.7%, to $157.1 million for the three months ended June 30, 2025 from $161.5 million for the three months ended June 30, 2024. Our gross margin remained at 37.3% for both the three months ended June 30, 2025 and 2024. Higher product costs driven by mix and import duties driven by tariffs, as a percentage of sales, were offset by decreased provisions for excess and obsolete inventory and a decrease in unabsorbed manufacturing costs.

Current wording

Cost of sales and gross margin. Cost of sales decreased by $27.3 million, or 15.2%, to $151.8 million for the three months ended September 30, 2025 from $179.1 million for the three months ended September 30, 2024. The prior year costs of sales included additional inventory provisions of $29.5 million attributed to items previously considered safety stock and items that became technologically obsolete. Our gross margin increased to 39.5% for the three months ended September 30, 2025 from 23.2% for the three months ended September 30, 2024. Additionally, the increase in gross margin was due to a decrease in unabsorbed manufacturing costs of $10.2 million and cost of product sold of $17.1 million, primarily due to lower inventory provisions, partially offset by higher product costs due to product and geographic mix, and import duties driven by tariffs, as a percentage of sales.

Previous wording

Sales and marketing expense. Sales and marketing expense increased by $3.1 million, or 13.8%, to $25.6 million for the three months ended June 30, 2025 from $22.5 million for the three months ended June 30, 2024. The increase is due to increases in personnel and related expenses as well as in depreciation and amortization expense. As a percentage of sales, sales and marketing expense increased to 10.2% from 8.7% for the three months ended June 30, 2025 and 2024, respectively.

Current wording

Sales and marketing expense. Sales and marketing expense increased by $1.6 million, or 7.2%, to $23.8 million for the three months ended September 30, 2025 from $22.2 million for the three months ended September 30, 2024. This change was primarily the result of an increase of $0.8 million in amortization expense, an increase of $0.8 million in personnel and related expenses, and an increase of $0.7 million in costs related to trade fairs and exhibits, partially offset by a decrease of $0.6 million in premises expense. As a percentage of sales, sales and marketing expense was 9.5% for both the three months ended September 30, 2025 and 2024, respectively.

Previous wording

Research and development expense. Research and development expense increased by $2.4 million, or 8.7%, to $29.9 million for the three months ended June 30, 2025, compared to $27.5 million for the three months ended June 30, 2024. The increase is primarily due to increases in personnel and related expenses. As a percentage of sales, research and development expense increased to 11.9% from 10.7% for the three months ended June 30, 2025 and 2024, respectively.

Current wording

Research and development expense. Research and development expense increased by $3.2 million, or 11.8%, to $30.4 million for the three months ended September 30, 2025, compared to $27.2 million for the three months ended September 30, 2024. This change was primarily the result of an increase of $1.8 million in consultant fees, an increase of $0.9 million in personnel and related expenses, and an increase of $0.6 million in materials expense. As a percentage of sales, research and development expense increased to 12.1% from 11.7% for the three months ended September 30, 2025 and 2024, respectively.

Previous wording

General and administrative expense. General and administrative expense increased by $3.3 million, or 10.4%, to $34.9 million for the three months ended June 30, 2025 from $31.6 million for the three months ended June 30, 2024. The increase was primarily due to increases in personnel and related expenses. As a percentage of sales, general and administrative expense increased to 13.9% from 12.3% for the three months ended June 30, 2025 and 2024, respectively.

Current wording

General and administrative expense. General and administrative expense increased by $2.4 million, or 7.3%, to $35.1 million for the three months ended September 30, 2025 from $32.7 million for the three months ended September 30, 2024. The change was primarily the result of an increase of $3.9 million in personnel and related expenses, partially offset by a decrease of $0.8 million in bad debt expense, and a decrease of $0.4 million in premises expense. As a percentage of sales, general and administrative expense was 14.0% for both the three months ended September 30, 2025 and 2024, respectively.

Previous wording

Effect of exchange rates on net sales, gross profit and operating expenses. If exchange rates relative to the U.S. dollar had been the same as the comparable quarter one year ago, which were on average euro 0.93, Japanese yen 156 and Chinese yuan 7.24, respectively, we estimate that net sales for the three months ended June 30, 2025 would have been $3.5 million lower, gross profit would have been $1.2 million lower and total sales and marketing, research and development, and general and administrative expenses would have been $0.9 million lower.

Current wording

Effect of exchange rates on net sales, gross profit and operating expenses. If exchange rates relative to the U.S. dollar had been the same as the comparable quarter one year ago, which were on average euro 0.91, Japanese yen 149 and Chinese yuan 7.16, respectively, we estimate that net sales for the three months ended September 30, 2025 would have been $3.4 million lower, gross profit would have been $1.1 million lower and total sales and marketing, research and development, and general and administrative expenses would have been $1.1 million lower.

Previous wording

Loss on foreign exchange. We incurred a foreign exchange transaction loss of $3.1 million for the three months ended June 30, 2025 as compared to a $3.2 million loss for the three months ended June 30, 2024. Our European subsidiaries have certain net assets denominated in U.S. dollars, and our Chinese subsidiary has certain net liabilities denominated in U.S. dollars. The foreign exchange loss for the three months ended June 30, 2025 was primarily attributable to an appreciation of the euro as compared to the U.S. dollar.

Current wording

Loss on foreign exchange. We incurred a foreign exchange transaction loss of $1.5 million for the three months ended September 30, 2025 as compared to a $1.1 million loss for the three months ended September 30, 2024. Our Indian and South Korean subsidiaries both have certain net liabilities denominated in U.S. dollars. The foreign exchange loss for the three months ended September 30, 2025 was primarily attributable to the depreciation of the South Korean won and Indian rupee as compared to the U.S. dollar.

Previous wording

Interest income, net. Interest income, net was $8.0 million for the three months ended June 30, 2025 as compared to $12.8 million of income for three months ended June 30, 2024. The change in interest income, net was due to a reduction in cash and investment balances, lower weighted average interest rates across our investment portfolio and geographic mix in the current period as compared to the prior year.

Current wording

Interest income, net. Interest income, net was $7.3 million for the three months ended September 30, 2025 as compared to $11.1 million of income for three months ended September 30, 2024. The change in interest income, net was due to a reduction in total cash and investments, lower weighted average interest rates across our investment portfolio and geographic mix in the current period as compared to the prior year.

Previous wording

Provision for income taxes. The provision for income taxes was an expense of $1.7 million and $4.9 million, for the three months ended June 30, 2025 and 2024, respectively. The effective tax rate was 20.1% for thethree months ended June 30, 2025. This compares to the effective tax rate for the three months ended June 30, 2024, of 19.4%.

Current wording

Provision for income taxes. The provision for income taxes was an expense and benefit of $8.2 million and $8.9 million, for the three months ended September 30, 2025 and 2024, respectively. The effective tax rate was 52.3% for the three months ended September 30, 2025. This compares to the effective tax rate for the three months ended September 30, 2024 of 3.7%. The increase in tax expense in 2025 was primarily due to higher income before provision for income taxes for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024. There was a net tax detriment in the three months ended September 30, 2025 of $3.8 million primarily due to increases in uncertain tax positions resulting from tax audit activity. This compares to a net discrete tax detriment of $41.5 million for the three months ended September 30, 2024, which is primarily related to losses on the divestiture of Russian operations. The other discrete items for the three months ended September 30, 2024 did not have a significant impact on our tax rate.

Previous wording

Net income. Net income decreased by $13.6 million to a net income of $6.6 million for the three months ended June 30, 2025 compared to a net income of $20.2 million for the three months ended June 30, 2024 due to the factors described above.

Current wording

Net income (loss). Net income (loss) increased by $241.1 million to a net income of $7.5 million for the three months ended September 30, 2025 compared to a net loss of $233.6 million for the three months ended September 30, 2024 due to the factors described above.

Previous wording

Results of Operations for the Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Current wording

Results of Operations for the Nine Months Ended September 30, 2025 Compared to the Nine Months Ended September 30, 2024

Previous wording

Net sales. Net sales decreased by $31.2 million, or 6.1% to $478.5 million for the six months ended June 30, 2025 from $509.7 million for the six months ended June 30, 2024.

Current wording

Net sales. Net sales decreased by $13.5 million, or 1.8% to $729.3 million for the nine months ended September 30, 2025 from $742.8 million for the nine months ended September 30, 2024.

Previous wording

Materials processing sales accounted for 84.7% of total revenue and decreased 6.0% year over year, as a result of lower sales in cutting, welding applications and additive manufacturing applications, partially offset by higher revenue in micromachining and cleaning, mainly attributable to the cleanLASER acquisition. Other applications sales increased 20.7% year over year driven by higher revenue in advanced applications and medical procedures. The decrease in sales was also driven by a divestiture in the third quarter of 2024, resulting in a decrease of $11.1 million as compared to the three months ended June 30, 2024.

Current wording

Materials processing sales accounted for 86.0% of total revenue and decreased 4.8% year over year, as a result of lower sales in cutting, welding, and marking applications, partially offset by higher revenue in cleaning, additive manufacturing, and micromachining. Other applications sales increased 21.9% year over year driven by higher revenue in medical procedures and advanced applications.

Previous wording

Cost of sales and gross margin. Cost of sales decreased by $20.8 million, or 6.6%, to $295.1 million for the six months ended June 30, 2025 from $315.9 million for the six months ended June 30, 2024. Our gross margin increased to 38.3% for the six months ended June 30, 2025 from 38.0% for the six months ended June 30, 2024. Gross margin increased mainly driven by a decrease of unabsorbed manufacturing costs, partially offset by higher product costs driven by mix, and import duties driven by tariffs, as a percentage of sales.

Current wording

Cost of sales and gross margin. Cost of sales decreased by $48.1 million, or 9.7%, to $446.9 million for the nine months ended September 30, 2025 from $495.0 million for the nine months ended September 30, 2024. The prior year costs of sales included additional inventory provisions of $29.5 million attributed to items previously considered safety stock and items that became technologically obsolete. Our gross margin increased to 38.7% for the nine months ended September 30, 2025 from 33.4% for the nine months ended September 30, 2024. Additionally, the increase in gross margin was due to a decrease in unabsorbed manufacturing costs of $26.6 million and cost of products sold of $21.5 million, primarily due to lower inventory provisions, partially offset by higher product costs due to product and geographic mix, and import duties driven by tariffs, as a percentage of sales.

Previous wording

Sales and marketing expense. Sales and marketing expense increased by $4.5 million, or 9.9%, to $50.0 million for the six months ended June 30, 2025 compared with $45.5 million for the six months ended June 30, 2024. The increase is due to higher personnel and related expenses and depreciation and amortization expense, partially offset by lower premises expenses. As a percentage of sales, sales and marketing expense increased to 10.4% from 8.9% for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Sales and marketing expense. Sales and marketing expense increased by $6.1 million, or 9.0%, to $73.8 million for the nine months ended September 30, 2025 compared with $67.7 million for the nine months ended September 30, 2024. This change was primarily the result of an increase of $4.0 million in personnel and related expenses, and an increase of $2.8 million in amortization expense, partially offset by a decrease of $1.0 million in premises expenses. As a percentage of sales, sales and marketing expense increased to 10.1% from 9.1% for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Research and development expense. Research and development expense increased by $1.4 million, or 2.5%, to $58.3 million for the six months ended June 30, 2025, compared to $56.9 million for the six months ended June 30, 2024. The increase is due to higher personnel and related expenses, partially offset by lower lease expense. As a percentage of sales, research and development expense increased to 12.2% from 11.2% for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Research and development expense. Research and development expense increased by $4.6 million, or 5.5%, to $88.6 million for the nine months ended September 30, 2025, compared to $84.0 million for the nine months ended September 30, 2024. This change was primarily the result of an increase of $3.4 million in personnel and related expenses, and an increase of $2.4 million in consultant fees, partially offset by a decrease of $0.7 million in lease expense. As a percentage of sales, research and development expense increased to 12.2% from 11.3% for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

General and administrative expense. General and administrative expense increased by $4.9 million, or 7.8%, to $67.7 million for the six months ended June 30, 2025 from $62.8 million for the six months ended June 30, 2024, primarily as a result of higher personnel and related expenses and contingent compensation expense, partially offset by lower premises and legal expense. As a percentage of sales, general and administrative expense increased to 14.1% from 12.3% for the six months ended June 30, 2025 and 2024, respectively.

Current wording

General and administrative expense. General and administrative expense increased by $7.4 million, or 7.8%, to $102.8 million for the nine months ended September 30, 2025 from $95.4 million for the nine months ended September 30, 2024. This change was primarily the result of an increase of $10.5 million in personnel and related expenses, and an increase of $0.5 million in information systems costs, partially offset by a decrease of $1.1 million in premises expenses, a decrease of $0.9 million in legal expense, and a decrease of $0.8 million in bad debt expense. As a percentage of sales, general and administrative expense increased to 14.1% from 12.8% for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Gain on sale of assets. The gain on sale of assets of $7.5 million for the six months ended June 30, 2024 was related to the sales of a building and land in the U.S. and a building in the U.K.

Current wording

Net loss from divestiture and sale of assets. During the nine months ended September 30, 2024 we incurred a net loss from divestiture and sale of assets of $190.2 million. The loss was primarily related to the divestiture of our Russian operations for $197.7 million, partially offset by a gain on sale of assets of $7.5 million related to the sales of a building and land in the U.S. and a building in the U.K. There were no divestitures or sale of assets during the nine months ended September 30, 2025.

Previous wording

Effect of exchange rates on net sales, gross profit and operating expenses. We estimate that, if exchange rates relative to the U.S. dollar had been the same as the comparable six-month period one year ago, which were on average euro 0.93, Japanese yen 152 and Chinese yuan 7.20, respectively, we would have expected net sales for the six months ended June 30, 2025 to be $1.1 million higher, gross profit to be $0.7 million higher and total sales and marketing, research and development, and general and administrative expenses would have been $0.2 million higher.

Current wording

Effect of exchange rates on net sales, gross profit and operating expenses. We estimate that, if exchange rates relative to the U.S. dollar had been the same as the comparable nine-month period one year ago, which were on average euro 0.92, Japanese yen 151 and Chinese yuan 7.19, respectively, we would have expected net sales for the nine months ended September 30, 2025 to be $2.3 million lower, gross profit to be $0.5 million lower and total sales and marketing, research and development, and general and administrative expenses would have been $0.9 million lower.

Previous wording

Loss on foreign exchange. We incurred a foreign exchange transaction loss of $5.5 million for the six months ended June 30, 2025 as compared to a loss of $4.9 million for the six months ended June 30, 2024. Our European subsidiaries have certain net assets denominated in U.S. dollars, and our Chinese subsidiary has certain net liabilities denominated in U.S. dollars. The loss for the six months ended June 30, 2025 was primarily attributable to loss from the appreciation of the euro, as compared to the U.S. dollar.

Current wording

Loss on foreign exchange. We incurred a foreign exchange transaction loss of $7.0 million for the nine months ended September 30, 2025 as compared to a loss of $6.1 million for the nine months ended September 30, 2024. Our European subsidiaries have certain net assets denominated in U.S. dollars, and our Chinese and Indian subsidiaries have certain net liabilities denominated in U.S. dollars. The loss for the nine months ended September 30, 2025 was primarily attributable to loss from the appreciation of the euro as compared to the U.S. dollar, and loss from the depreciation of the Chinese yuan and Indian rupee as compared to the U.S. Dollar.

Previous wording

Interest income, net. Interest income, net, was $15.4 million for the six months ended June 30, 2025 as compared to $27.0 million of income for the six months ended June 30, 2024. The change in interest income, net, was due to a reduction in cash and investment balances, lower weighted average interest rates across our investment portfolio and geographic mix in the current period as compared to prior year rates.

Current wording

Interest income, net. Interest income, net, was $22.7 million for the nine months ended September 30, 2025 as compared to $38.1 million of income for the nine months ended September 30, 2024. The change in interest income, net was due to a reduction in total cash and investments, lower weighted average interest rates across our investment portfolio and geographic mix in the current period as compared to the prior year.

Previous wording

The discrete tax detriment for the three months ended June 30, 2025 of $0.3 million is related primarily to equity-based compensation expense reflected in financial statement income in excess of the deductions allowed for tax purposes. This compares to a net discrete tax benefit of $0.1 million for the three months ended June 30, 2024, which is primarily a decrease in uncertain tax positions, partially offset by equity-based compensation expense reflected in financial statement income in excess of the deductions allowed for tax purposes.

Current wording

The discrete tax detriment of $8.7 million for the nine months ended September 30, 2025, relates primarily to equity-based compensation expense reflected in financial statement income in excess of the deductions allowed for tax purposes and increases in uncertain tax positions due to tax audit activity in the period. This compares to a net discrete tax detriment of $41.5 million for the nine month period ended September 30, 2024, which is primarily related to losses on the divestiture of Russian operations.

Previous wording

Net income. Net income decreased by $33.9 million to a net income of $10.4 million for the six months ended June 30, 2025 compared to a net income of $44.3 million for the six months ended June 30, 2024, due to the factors described above.

Current wording

Net income (loss). Net income (loss) increased by $207.1 million to a net income of $17.8 million for the nine months ended September 30, 2025 compared to a net loss of $189.3 million for the nine months ended September 30, 2024, due to the factors described above.

Previous wording

We believe that our existing cash and cash equivalents, short-term investments, our cash flows from operations and our existing lines of credit provide us with the financial flexibility to meet our liquidity and capital needs. We expect to continue making investments in capital expenditures, assess acquisition opportunities, repurchase shares of our stock in accordance with our repurchase program, carry out research and development and invest in resources to strengthen our organization. The extent and timing of such expenditures may vary from period to period. Our future long-term capital requirements will depend on many factors including our level of sales, the impact of the economic environment on our growth, the timing and extent of spending to support development efforts, expansion of global sales and marketing activities, government regulation including trade sanctions and tariffs, the timing and introductions of new products, the need to ensure access to adequate manufacturing capacity and the continuing market acceptance of our products. In the near term, we will incur capital expenditures related to the expansion of capacity outside of Russia and Belarus. As of June 30, 2025, we had no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our consolidated financial condition, results of operations, liquidity, capital expenditures or capital resources.

Current wording

We believe that our existing cash and cash equivalents, short and long-term investments, our cash flows from operations and our existing lines of credit provide us with the financial flexibility to meet our liquidity and capital needs. We expect to continue making investments in capital expenditures, assess acquisition opportunities, repurchase shares of our stock in accordance with our repurchase program, carry out research and development and invest in resources to strengthen our organization. The extent and timing of such expenditures may vary from period to period. Our future long-term capital requirements will depend on many factors including our level of sales, the impact of the economic environment on our growth, the timing and extent of spending to support development efforts, expansion of global sales and marketing activities, government regulation including trade sanctions and tariffs, the timing and introductions of new products, the need to ensure access to adequate manufacturing capacity and the continuing market acceptance of our products. In the near term, we will incur capital expenditures related to the expansion of capacity outside of Russia and Belarus. As of September 30, 2025, we had no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our consolidated financial condition, results of operations, liquidity, capital expenditures or capital resources.

Previous wording

Included in cash and cash equivalents is $1.5 million of cash located in Belarus, as of June 30, 2025.

Current wording

Included in cash and cash equivalents is $0.7 million of cash located in Belarus, as of September 30, 2025.

Previous wording

Short-term investments at June 30, 2025 consist of liquid investments including commercial paper, corporate bonds, U.S. Treasury and agency obligations and term deposits with original maturities of greater than three months but less than one year. See Note 4, "Fair Value Measurements" in the notes to the Condensed Consolidated Financial Statements for further information about our short-term investments.

Current wording

Short-term investments at September 30, 2025 consist of liquid investments including corporate bonds, commercial paper, U.S. Treasury and agency obligations and term deposits with original maturities of greater than three months but less than one year. See Note 4, "Fair Value Measurements" in the notes to the Condensed Consolidated Financial Statements for further information about our short-term investments.

Previous wording

(2) Other lines of credit available to certain foreign subsidiaries in U.S. dollars and their respective local currencies. At June 30, 2025, there were immaterial amounts drawn on these lines; and there were $1.9 million of guarantees issued against the lines which reduces total availability.

Current wording

(2) Other lines of credit available to certain foreign subsidiaries in U.S. dollars and their respective local currencies. At September 30, 2025, there was $2.0 million drawn on these lines; and there were $2.2 million of guarantees issued against the lines which reduces total availability.

Previous wording

(3) This facility is available to certain foreign subsidiaries in their respective local currencies. At June 30, 2025, there were no amounts drawn on this line; however, there were $1.9 million of guarantees issued against the line which reduces total availability.

Current wording

(3) The facilities are available to certain foreign subsidiaries in their respective local currencies. At September 30, 2025, there were no amounts drawn on this line; however, there were $3.7 million of guarantees issued against the lines which reduces total availability.

Previous wording

Operating activities. Net cash provided by operating activities decreased by $96.9 million to $11.2 million for the six months ended June 30, 2025 from $108.1 million for the six months ended June 30, 2024, primarily due to an increase in cash used by working capital and a decrease in cash provided by net income after adding back non-cash expenses. Our largest working capital items typically are inventory and accounts receivable. Items such as accounts payable to third parties, prepaid expenses and other current assets and accrued expenses and other liabilities are not as significant as our working capital investment in accounts receivable and inventory because of the amount of value added within IPG due to our vertically integrated structure. Accruals and payables for personnel costs including bonuses and income and other taxes payable are largely dependent on the timing of payments for those items.

Current wording

Operating activities. Net cash provided by operating activities decreased by $127.6 million to $46.5 million for the nine months ended September 30, 2025 from $174.1 million for the nine months ended September 30, 2024, primarily due to an increase in cash used by working capital and a decrease in cash provided by net income after adding back non-cash expenses. Our largest working capital items typically are inventory and accounts receivable. Items such as accounts payable to third parties, prepaid expenses and other current assets and accrued expenses and other liabilities are not as significant as our working capital investment in accounts receivable and inventory because of the amount of value added within IPG due to our vertically integrated structure. Accruals and payables for personnel costs including bonuses and income and other taxes payable are largely dependent on the timing of payments for those items.

Previous wording

The decrease in cash flow from operating activities in first half of 2025 when compared to the first half of 2024 primarily resulted from:

Current wording

The decrease in cash flow from operating activities in first three quarters of 2025 when compared to the first three quarters of 2024 primarily resulted from:

Previous wording

•an increase in cash used by inventory as we manufactured more in the first half of 2025 compared to the first half of 2024 when we moderated our investments in inventory;

Current wording

•an increase in cash used by inventory as we manufactured more in the first three quarters of 2025 compared to the first three quarters of 2024 when we moderated our investments in inventory;

Showing the first 40 of 45 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

(1) At September 30, 2025, there were no drawings and no guarantees issued.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

The decrease in tax expense was primarily due to lower Income before provision for income taxes for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024.

Previous report — wording carried elsewhere

(1) At June 30, 2025, there were no amounts drawn on this line; however, there were $1.3 million of guarantees issued against the line which reduces total availability.