TTM TECHNOLOGIES INC
For the period ended Dec 29, 2025. Filed Feb 17, 2026.
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FY2025 · Filed Feb 17, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 29,2025
Or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_____________ to_____________
Commission file number 000-31285
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 91-1033443 |
|---|---|
| (State or Other Jurisdiction ofIncorporation or Organization) | (I.R.S. EmployerIdentification No.) |
| 200 East Sandpointe, Suite 400Santa Ana, California | 92707(Zip Code) |
| (Address of Principal Executive Offices) | |
(714)327-3000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.001 par value | TTMI | Nasdaq Global Select Market |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes☐ No ☑
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
| Large accelerated filer | ☑ | Accelerated filer | ☐ |
|---|---|---|---|
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| Emerging growth company | ☐ | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No ☑
The aggregate market value of Common Stock held by non-affiliates of the registrant (based on the closing price of the registrant’s Common Stock as reported on the Nasdaq Global Select Market on June 30, 2025, the last business day of the most recently completed second fiscal quarter), was$4,165,937,635. For purposes of this computation, all officers, directors, and 10% beneficial owners of the registrant are deemed to be affiliates of the registrant. Such determination should not be deemed to be an admission that such officers, directors, or 10% beneficial owners are, in fact, affiliates of the registrant.
As of February 11, 2026, there were outstanding 103,404,925 shares of the registrant’s Common Stock, $0.001 par value.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive Proxy Statement for its 2026 Annual Meeting of Stockholders will be incorporated by reference into Part III of this Annual Report on Form 10-K. Such Proxy Statement, or an amendment to this Report, will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Report relates.
| Auditor Firm Id: | 185 | Auditor Name: | KPMG LLP | Auditor Location: | Irvine, CA |
|---|
ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
| PART I | ||
|---|---|---|
| ITEM 1. | BUSINESS | 4 |
| ITEM 1A. | RISK FACTORS | 13 |
| ITEM 1B. | UNRESOLVED STAFF COMMENTS | 24 |
| ITEM 1C. | CYBERSECURITY | 24 |
| ITEM 2. | PROPERTIES | 27 |
| ITEM 3. | LEGAL PROCEEDINGS | 27 |
| ITEM 4. | MINE SAFETY DISCLOSURES | 27 |
| PART II | ||
| ITEM 5. | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES | 28 |
| ITEM 6. | RESERVED | 29 |
| ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 30 |
| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 39 |
| ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 40 |
| ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 41 |
| ITEM 9A. | CONTROLS AND PROCEDURES | 41 |
| ITEM 9B. | OTHER INFORMATION | 41 |
| ITEM 9C. | DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 42 |
| PART III | ||
| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE | 43 |
| ITEM 11. | EXECUTIVE COMPENSATION | 43 |
| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 43 |
| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE | 43 |
| ITEM 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES | 43 |
| PART IV | ||
| ITEM 15. | EXHIBITS, FINANCIAL STATEMENT SCHEDULES | 44 |
| SIGNATURES | 47 | |
| INDEX TO CONSOLIDATED FINANCIAL STATEMENTS | 48 | |
Glossary of Terms and Acronyms
The following table provides definitions of certain terms and acronyms that may be used within the text of this report.
| 2025 Repurchase Program | Share repurchase program authorized by the Board of Directors on May 8, 2025 | NISPOM | National Industrial Security Program Operating Manual |
|---|---|---|---|
| A&D | Aerospace and Defense | NOLs | Net operating losses |
| ABL Revolving Loans | U.S. ABL and Asia ABL, collectively | OBBBA | One Big Beautiful Bill Act |
| AESA | Active electronically scanned array | ODMs | Original design manufacturers |
| AI | Artificial intelligence | OECD | Organization for Economic Co-operation and Development |
| Asia ABL | Asia Asset-Based Lending Credit Agreement | OEMs | Original equipment manufacturers |
| ASICs | Application Specific Integrated Circuits | PCB | Printed circuit board |
| ASU | Accounting Standards Update | Plan | 2023 Incentive Compensation Plan |
| CEO | Chief Executive Officer | PRUs | Performance-based restricted stock units |
| CFO | Chief Financial Officer | QTA | Quick turnaround |
| CIC | Custom Integrated Circuit | R&D | Research and development |
| CIRT | Cybersecurity Incident Response Team | REACH | Registration, Evaluation, Authorisation and Restriction of Chemicals |
| CME | Chicago Mercantile Exchange | Report | This Annual Report on Form 10-K for the fiscal year ended December 29, 2025 |
| CODM | Chief operating decision maker | RF | Radio frequency |
| Company | TTM Technologies, Inc. | RF&S Components | RF and Specialty Components |
| DCF | Discounted cash flow | RMB | Renminbi |
| DCSA | Defense Counterintelligence and Security Agency | RoHS | Restriction of Hazardous Substances |
| DFM | Design-for-manufacturability | ROU | Right-of-use |
| DoW | U.S. Department of War | RSUs | Restricted stock units |
| EAR | Export Administration Regulations | SBR | Special Board Resolution |
| EBITDA | Earnings before interest, tax, depreciation, and amortization expense | SEC | Securities and Exchange Commission |
| EMS | Electronic manufacturing services | SH E-MS | Shanghai E-MS |
| ERP | Enterprise resource planning system | SLP | Substrate-like PCB |
| Exchange Act | Securities Exchange Act of 1934, as amended | SOFR | Secured Overnight Financing Rate |
| FASB | Financial Accounting Standards Board | SSA | Special Security Agreement |
| FCPA | Foreign Corrupt Practices Act | SVHCs | Substances of Very High Concern |
| Guarantors | Subsidiary Guarantors of the Company, subject to certain exceptions | SVP-IT | Senior Vice President of Information Technology |
| HDI | High-Density Interconnect | Telephonics | Telephonics Corporation and ISC Farmingdale Corp. |
| HNTE | High and new technology enterprise | Term Loan Facility | First Amendment, dated as of August 1, 2024, to that certain Amended and Restated Term Loan Credit Agreement, dated as of May 30, 2023 |
| IC | Integrated circuit | TSR | Total stockholder return |
| IFF | Identification Friend or Foe | TTM | TTM Technologies, Inc. |
| IT | Information technology | U.S. ABL | U.S. Asset-Based Lending Credit Agreement |
| ITAR | International Traffic in Arms Regulations | U.S. ABL Priority Collateral | Perfected first priority security interest in certain deposit accounts, cash and cash equivalents, accounts receivable, and certain U.S. inventory |
| MIDA | Malaysia Investment Development Authority | U.S. GAAP | Accounting principles generally accepted in the United States of America |
| MYR | Malaysian ringgit | USG | U.S. federal government |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.