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ALLEGRO MICROSYSTEMS, INC.

For the period ended Sep 25, 2026. Filed Oct 30, 2026.

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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 25, 2026 · Filed Oct 30, 2026

ALGM$28.17+5.1%Stored close · as of Nov 6, 2026

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Notes to Unaudited Condensed Consolidated Financial Statements

  1. Nature of the Business and Basis of Presentation

Allegro MicroSystems, Inc., together with its consolidated subsidiaries (the “Company”), is a global leader in the design, development, and marketing of sensor integrated circuits (“ICs”) and application-specific power ICs that enable the sensing, motion control, power management and isolation functions of complex electromechanical or power conversion systems. The Company primarily serves automotive and industrial markets, where its solutions enable customers to sense, move, manage and isolate power with efficiency, precision, and reliability. The Company is incorporated under the laws of Delaware. The Company is headquartered in Manchester, New Hampshire and has a global footprint across multiple continents.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Certain information and footnote disclosures normally included in the Company’s annual audited consolidated financial statements and accompanying notes have been condensed in, or omitted from, these interim financial statements. These unaudited condensed consolidated financial statements include the Company’s accounts and those of its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the 2026 Annual Report. The March 27, 2026 Condensed Consolidated Balance Sheet included herein is derived from the Company’s audited consolidated financial statements. In the opinion of the Company’s management, the financial statements for the interim periods presented reflect all adjustments necessary for a fair statement of the Company’s financial position, results of operations and cash flows. The results reported in these unaudited condensed consolidated financial statements are not necessarily indicative of results that may be expected for the entire year.

Financial Periods

The Company’s second quarter three-month period is a 13-week period. The Company’s second quarter of fiscal year 2027 ended September 25, 2026, and the Company’s second quarter of fiscal year 2026 ended September 26, 2025.

  1. Summary of Significant Accounting Policies

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosures of contingencies at the date of the consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, assumptions and judgments, including those related to the valuation of acquired intangible assets, impairment assessment and valuation of goodwill, intangible assets and tangible long-lived assets, the net realizable value of inventory, income taxes, stock-based compensation, and sales allowances. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements.

Reclassifications

Certain reclassifications have been made to prior-period amounts to conform to current-period reporting classifications.

Concentrations of Credit Risk

As of both September 25, 2026 and March 27, 2026, no distributor or customer accounted for 10.0% or more of the Company’s outstanding trade accounts receivable.

For the three-month periods ended September 25, 2026 and September 26, 2025, one distributor accounted for 12.9% and 11.4% of total net sales, respectively. For the six-month period ended September 25, 2026, one distributor accounted for 13.2% of total net sales. No distributor or customer accounted for 10% or more of total net sales for the six-month period ended September 26, 2025.

Segment Information

The Company operates asone reportable segment, which involves the design, development, production and distribution of a portfolio of ICs in various markets worldwide. The Company has a single, company-wide management team that administers all properties as a whole rather than as discrete operating segments. The Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, measures financial performance as a single enterprise and not on a legal entity or end market basis. The CODM uses consolidated net income or loss, as reported in the Condensed Consolidated Statement of Operations, as the profitability measure in making decisions. The measure of segment assets is reported on the Condensed Consolidated Balance Sheet as total assets. Throughout the year, the CODM allocates capital resources on a project-by-project basis across the Company’s entire asset base to maximize profitability without regard to a legal entity or end market basis. The Company operates in a number of countries throughout the world in a variety of product lines through its business unit structure.

Recent Accounting Pronouncements

In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). ASU 2025-05 provides a practical expedient that can be elected to be applied to accounts receivable and contract assets, which would allow entities to assume that current conditions as of the balance sheet date do not change for the remaining life of the assets when estimating expected credit losses for such assets. The Company adopted ASU 2025-05 on a prospective basis effective March 28, 2026, and the adoption did not have a material impact on the Company’s consolidated financial statements. In connection with this adoption, the Company elected to apply the practical expedient permitted by the standard, which assumes that current conditions as of the balance sheet date do not change for the remaining life of its applicable financial assets.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 requires additional disclosures of the nature of expenses included in the Company’s income statement. The new standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. ASU 2024-03 will be applied prospectively with the option for retrospective application. The FASB subsequently issued ASU No. 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) to clarify that all public business entities are required to adopt the guidance as stipulated in ASU 2024-03 in annual reporting periods beginning after December 15, 2026 and interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance.

All other recent accounting pronouncements were determined to not have a material impact on the Company’s financial position, results of operations, cash flows, or related disclosures.

  1. Revenue from Contracts with Customers

The following tables summarize net sales disaggregated by market, by product and by geography for the three- and six-month periods ended September 25, 2026 and September 26, 2025. The categorization of net sales by market is determined using various characteristics of the product and the application into which the Company’s product will be incorporated. The categorization of net sales by geography is determined based on the location to which the products are shipped.

Net sales by market:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Automotive$172,492$155,845$337,841$300,109
Industrial and Other104,39258,449198,286117,590
Total net sales$276,884$214,294$536,127$417,699

Net sales by product:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Magnetic sensors$157,987$130,720$307,766$259,886
Power integrated circuits118,89783,574228,361157,813
Total net sales$276,884$214,294$536,127$417,699

Net sales by geography:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Americas:
United States$26,713$23,920$51,960$47,694
Other Americas10,72512,25119,24321,099
EMEA:
Europe35,73128,20569,10058,678
Asia:
Greater China69,16461,880134,507119,449
Japan44,40135,56188,47969,214
Taiwan42,68317,87385,57031,303
South Korea22,10018,42043,24338,023
Other Asia25,36716,18444,02532,239
Total net sales$276,884$214,294$536,127$417,699

The Company recognizes sales net of returns and sales allowances, which include credits issued, price protection adjustments and stock rotation rights. At September 25, 2026 and March 27, 2026, the obligation associated with returns and sales allowances was$64,823 and$48,616, respectively, and was netted against trade accounts receivable in the consolidated balance sheets.

Unsatisfied performance obligations primarily represent contracts for products with future delivery dates. The Company elected not to disclose the amount of unsatisfied performance obligations as these contracts have original expected durations of less than one year.

  1. Fair Value Measurements

The following tables present information about the Company’s financial assets and liabilities as of September 25, 2026 and

March 27, 2026, measured at fair value on a recurring basis:

Fair Value Measurement at September 25, 2026:
Level 1Level 2Level 3Total Fair Value
Assets:
Cash equivalents:
Money market fund deposits$53,065$—$—$53,065
Restricted cash:
Money market fund deposits8,062——8,062
Other long-term assets:
Investment in debt security——3,4233,423
Total assets$61,127$—$3,423$64,550
Fair Value Measurement at March 27, 2026:
Level 1Level 2Level 3Total Fair Value
Assets:
Cash equivalents:
Money market fund deposits$42,173$—$—$42,173
Restricted cash:
Money market fund deposits6,604——6,604
Other long-term assets:
Investment in debt security——3,4773,477
Total assets$48,777$—$3,477$52,254

Financial assets measured at fair value on a recurring basis also consist of government securities, unit investment trust funds, loans, bonds, stock and other investments, which constitute the Company’s defined benefit plan assets. Fair value information for those assets, including their classification in the fair value hierarchy, is included in Note 15, “Retirement Plans” within the 2026 Annual Report. The changes in the Company’s defined benefit plan assets were not material for the six-month period ended September 25, 2026.

During the six-month periods ended September 25, 2026 and September 26, 2025, there were no transfers of financial assets or liabilities between Level 1, Level 2 and Level 3.

The fair value of the Company’s debt was$284,644 and$283,575 as of September 25, 2026 and March 27, 2026, respectively. The fair value was determined based on the quoted price of the debt in an inactive market on the last trading date of the reporting period and has been classified as Level 2 within the fair value hierarchy.

The investment in debt security, which is classified as Level 3 within the fair value hierarchy was$3,423 and$3,477 as of September 25, 2026 and March 27, 2026, respectively. The investment in debt security is immaterial to the Company’s condensed consolidated financial statements, and the Company has not presented the quantitative disclosure of significant unobservable inputs otherwise required.

  1. Trade Accounts Receivable, net

Trade accounts receivable, net, consisted of the following:

September 25,2026March 27,2026
Trade accounts receivable$173,278$141,864
Less:
Returns and sales allowances(64,823)(48,616)
Total$108,455$93,248

The Company didnot have a provision for expected credit losses for the periods presented.

  1. Inventories

Inventories include materials, labor and overhead and consisted of the following:

September 25,2026March 27,2026
Raw materials and supplies$10,120$10,323
Work in process137,413133,585
Finished goods34,06137,844
Total$181,594$181,752

The Company recorded inventory provisions totaling$792 and$2,347 for the three- and six-month periods ended

September 25, 2026, respectively, and$1,094 and$3,980 for the three- and six-month periods ended September 26, 2025, respectively.

  1. Property, Plant and Equipment, net

Property, plant and equipment, net is stated at cost and consisted of the following:

September 25,2026March 27,2026
Land$25,555$26,549
Buildings, building improvements and leasehold improvements66,81863,929
Machinery and equipment723,004710,678
Office equipment7,4187,243
Right-of-use asset8,6618,797
Construction in progress48,96751,910
Total880,423869,106
Less accumulated depreciation(579,767)(560,848)
Total$300,656$308,258

Total depreciation expense amounted to$10,385 and$20,388 for the three- and six-month periods ended September 25, 2026, respectively, and$9,600 and$18,775 for the three- and six-month periods ended September 26, 2025, respectively. Total amortization expense for the right-of-use asset amounted to$349 and$702 for the three- and six-month periods ended September 25, 2026, respectively, and$348 and$691 for the three- and six-month periods ended September 26, 2025, respectively.

  1. Goodwill and Intangible Assets

The table below summarizes the changes in the carrying amount of goodwill as follows:

Total
Balance at March 27, 2026$203,291
Foreign currency translation(182)
Balance at September 25, 2026$203,109

Intangible assets, net, were as follows:

DescriptionGrossAccumulatedAmortizationNet CarryingAmount
Patents$54,571$(31,755)$22,816
Customer relationships15,137(5,475)9,662
Completed technologies255,618(63,251)192,367
Indefinite-lived process technology and trademarks2,269—2,269
Trademarks and other91(91)—
Total$327,686$(100,572)$227,114
DescriptionGrossAccumulatedAmortizationNet CarryingAmount
Patents$53,126$(30,009)$23,117
Customer relationships15,187(5,125)10,062
Completed technologies255,618(52,391)203,227
Indefinite-lived process technology and trademarks2,269—2,269
Trademarks and other93(93)—
Total$326,293$(87,618)$238,675

Intangible assets amortization expense was$6,507 and$13,018 for the three- and six-month periods ended September 25, 2026, respectively, and$6,663 and$13,361 for the three- and six-month periods ended September 26, 2025, respectively.

  1. Debt and Other Borrowings

The Company’s debt obligations consisted of the following:

September 25,2026March 27,2026
Term Loan Facility$285,000$285,000
Unamortized debt issuance costs(3,666)(4,116)
Total loans outstanding281,334280,884
Finance lease liabilities5,8216,392
Total debt287,155287,276
Current portion of long-term debt and finance lease liabilities(1,506)(1,530)
Total long-term debt and finance lease liabilities, less current portion$285,649$285,746

Revolving Credit Facility under the 2023 Revolving Credit Agreement

On June 21, 2023, the Company entered into a Credit Agreement dated as of June 21, 2023 (as amended, restated, supplemented or otherwise modified, refinanced or replaced from time to time, the “2023 Revolving Credit Agreement”) by and among the Company, Allegro MicroSystems, LLC (“AML”), Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent, and the other parties thereto that provided for a $224,000 revolving credit facility, which included a $20,000 letter of credit sub-facility. On August 6, 2024, upon entry into Amendment No. 2 (the “Second Amendment”) to the 2023 Revolving Credit Agreement, the total capacity of the revolving credit facility was increased to $256,000, and the Second Amendment also provided for a new $400,000 tranche of term loans maturing in 2030 (the “2024 Term Loans”), which were paid in full in connection with entry into the Third Amendment (as defined below). The revolving credit facility is available until, and loans made thereunder will mature on,

June 21, 2028. Under the terms of the 2023 Revolving Credit Agreement, interest is calculated at a rate equal to (i) Term SOFR (as defined in the 2023 Revolving Credit Agreement) in effect, plus the applicable spread (ranging from 1.50% to 1.75%) or (ii) the highest of (x) the Federal funds rate, as published by the Federal Reserve Bank of New York, plus 0.50%, (y) the prime lending rate, or (z) the one-month Term SOFR plus 1.00% in effect, plus the applicable spread (ranging from 0.50% to 0.75%). The applicable spreads are based on the Company’s Total Net Leverage Ratio (as defined in the 2023 Revolving Credit Agreement) at the time of the applicable borrowing. Issuance costs related to the revolving credit facility were not significant. As of September 25, 2026, there wereno outstanding borrowings under the revolving credit facility.

The Company will also pay a quarterly commitment fee of 0.20% to 0.25% on the daily amount by which the commitments under the revolving credit facility exceed the outstanding loans and letters of credit under the revolving credit facility. The 2023 Revolving Credit Agreement contains certain covenants applicable to the Company and its subsidiaries, including limitations on additional indebtedness, liens, various fundamental changes, dividends and distributions, investments (including acquisitions), transactions with affiliates, asset sales, prepayment of junior financing, changes in business and other limitations customary in senior secured credit facilities. In addition, the Company is required to maintain a Total Net Leverage Ratio of no more than 4.00 to 1.00 at the end of each fiscal quarter, which may, subject to certain limitations, be increased to 4.50 to 1.00 for four fiscal quarters subsequent to the Company completing an acquisition for consideration in excess of $500,000.

The 2023 Revolving Credit Agreement provides for customary events of default. Upon an event of default, the administrative agent with the consent of, or at the request of, the holders of more than 50% in principal amount of the loans and commitments, may terminate the commitments and accelerate the maturity of the loans and enforce certain other remedies.

The Company was in compliance with the revolving credit facility covenants as of September 25, 2026.

Refinancing and Repricing of Term Loans

On February 6, 2025, the Company entered into Amendment No. 3 (the “Third Amendment”) to the 2023 Revolving Credit Agreement. The Third Amendment provided for a new $375,000 tranche of term loans maturing in 2030 (the “2025 Refinanced Loans”), the proceeds of which were used, in relevant part, to (i) refinance all outstanding borrowings under the 2024 Term Loans, (ii) pay fees and expenses in connection with the foregoing, and (iii) for general corporate purposes. The 2025 Refinanced Loans amortized at a rate of 0.00% per annum. The 2025 Refinanced Loans bore interest, at the Company’s option, at a rate equal to (i) Term SOFR in effect from time to time plus 2.00% or (ii) the highest of (x) the Federal funds rate, as published by the Federal Reserve Bank of New York, plus 0.50%, (y) the prime lending rate or (z) the one-month Term SOFR plus 1.00% in effect from time to time plus 1.00%. The 2025 Refinanced Loans were scheduled to mature on October 31, 2030.

On January 21, 2026, the Company entered into Amendment No. 4 (the “Fourth Amendment”) to the 2023 Revolving Credit Agreement. The Fourth Amendment provided for a new $285,000 tranche of term loans maturing in October 2030 (the “2026 Refinanced Loans”), the proceeds of which were used, in relevant part, to refinance all outstanding borrowing under the 2025 Refinanced Loans. The 2026 Refinanced Loans amortize at a rate of 0.00% per annum. The 2026 Refinanced Loans bear interest, at the Company’s option, at a rate equal to (i) Term SOFR in effect from time to time plus 1.75% or (ii) the highest of (x) the Federal funds rate, as published by the Federal Reserve Bank of New York, plus 0.50%, (y) the prime lending rate or (z) the one-month Term SOFR plus 1.00% in effect from time to time plus 0.75%. The 2026 Refinanced Loans will mature on October 31, 2030.

A payment of $25,000 was applied to the outstanding balance of the 2026 Refinanced Loans on September 30, 2026.

The Company was in compliance with its debt covenants as of September 25, 2026.

  1. Commitments and Contingencies

Legal proceedings

The Company is subject to various legal proceedings, claims, and regulatory examinations or investigations arising in the normal course of business, the outcomes of which are subject to significant uncertainty, and the Company’s ultimate liability, if any, is difficult to predict. The Company records an accrual for legal contingencies when it is determined that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, the Company evaluates, among other things, the degree of probability of an unfavorable outcome and when it is probable that a liability has been incurred, the ability to make a reasonable estimate of the loss. If the occurrence of liability is probable and estimable, the Company will disclose the nature of the contingency and the likely amount of such loss or range ofloss. The Company is not aware of any pending or threatened legal proceeding against the Company that it believes could have a material adverse effect on the Company’s business, operating results, cash flows or financial position.

  1. Net Income (Loss) per Share

The following table sets forth the basic and diluted net income (loss) attributable to Allegro MicroSystems, Inc. per share:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Net income (loss) attributable to Allegro MicroSystems, Inc.$23,257$6,519$39,128$(6,708)
Basic weighted average common shares186,449,984185,074,119186,128,253184,830,588
Dilutive effect of common stock equivalents1,267,4411,231,6661,632,049—
Diluted weighted average common shares187,717,425186,305,785187,760,302184,830,588
Basic net income (loss) per common share attributable to Allegro MicroSystems, Inc. stockholders$0.12$0.04$0.21$(0.04)
Diluted net income (loss) per common share attributable to Allegro MicroSystems, Inc. stockholders$0.12$0.03$0.21$(0.04)

The computed net income (loss) per share for the three- and six-month periods ended September 25, 2026 and

September 26, 2025 does not assume conversion of securities that would have an antidilutive effect on net income (loss) per share. The following represents contingently issuable shares under the restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) excluded from the computation of net income (loss) per share, as such securities would have an antidilutive effect on net income (loss) per share if the Company had reported net income for those periods:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
RSUs18,4585,38613,996190,751
PSUs————

The following table represents issued and issuable weighted average share information underlying our outstanding RSUs, PSUs and participation in our employee stock purchase plan (“ESPP”) for the three- and six-month periods ended September 25, 2026 and September 26, 2025.

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
RSUs894,843928,8011,218,759—
PSUs370,333302,865397,722—
ESPP2,265—15,568—
Total1,267,4411,231,6661,632,049—
  1. Common Stock and Stock-Based Compensation

Restricted Stock Units

The following table summarizes the Company’s RSU activity for the six-month period ended September 25, 2026:

SharesWeighted-AverageGrant DateFair Value
Outstanding at March 27, 20263,092,443$27.83
Granted931,04745.78
Issued(1,324,377)28.73
Forfeited(66,878)31.08
Outstanding at September 25, 20262,632,235$33.63

As of September 25, 2026, total unrecognized compensation expense for RSUs issued was$70,779, which is expected to be recognized over a weighted-average period of 2.09 years. The total grant date fair value of RSUs vested was$38,052 for the six-month period ended September 25, 2026.

Performance Stock Units

The following table summarizes the Company’s PSU activity for the six-month period ended September 25, 2026:

SharesWeighted-AverageGrant DateFair Value
Outstanding at March 27, 20261,335,649$27.90
Granted284,09245.92
Cancelled(5,532)29.91
Issued(144,119)29.94
Forfeited(9,531)31.09
Outstanding at September 25, 20261,460,559$30.60

PSUs are included at 0% -200% of target goals. The total unrecognized compensation expense related to unvested PSUs was$20,734, which is expected to be recognized over a weighted-average period of 2.2 years. The total grant date fair value of PSUs vested was$4,315 for the six-month period ended September 25, 2026.

The Company recorded pre-tax stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Cost of goods sold$1,080$1,017$2,065$1,905
Research and development4,6244,9079,4447,818
Selling, general and administrative8,4387,75716,76114,720
Total pre-tax stock-based compensation expense$14,142$13,681$28,270$24,443
  1. Income Taxes

The Company recorded the following income tax provision (benefit) in its condensed consolidated statements of operations:

Three-Month Period EndedSix-Month Period Ended
September 25,2026September 26,2025September 25,2026September 26,2025
Income tax provision (benefit)$4,510$(9,298)$6,016$(6,129)
Effective tax rate16.2%342.5%13.3%48.2%

The Company’s income tax provision (benefit) is comprised of year-to-date taxes based on an estimate of the annual effective tax rate plus the tax impact of discrete items.

The Company is subject to tax in the U.S. and various foreign jurisdictions. The Company’s effective income tax rate fluctuates primarily because of the change in the mix of its U.S. and foreign income, the impact of discrete transactions and law changes, the deduction for foreign-derived deduction-eligible income (formerly foreign-derived intangible income) (“FDDEI”), including the permanent impacts of capitalized domestic and foreign research expenses, and research credits, offset by non-deductible, stock-based compensation and other charges.

In 2017, the Tax Cuts and Jobs Act (“TCJA”) introduced significant U.S. corporate tax reform to the U.S. Internal Revenue Code (the “Code”), including a requirement to capitalize domestic and foreign research and development expenditures incurred in fiscal years 2023 through 2025. The capitalized amounts were required to be amortized over five and 15 years, respectively. On

July 4, 2025, the One Big Beautiful Bill Act (“OBBB”) was enacted into law, and in general, it extended and modified many of the TCJA provisions of the Code. Specifically, the OBBB provided options to taxpayers such as (i) restoring the ability to immediately expense domestic research and development expenditures (“R&D”), (ii) providing a one-time election to accelerate the deduction of previously capitalized domestic R&D over a two-tax year period (“Accelerated R&D Amortization Election”), (iii) reinstating Section 59(e) of the Code to allow domestic R&D to be capitalized and amortized over 10 years, and (iv) updating Section 280C of the Code, which reduces the benefit of the Section 41 R&D Credit. The OBBB changes, especially the Accelerated R&D Amortization Election, result in a current year reduction of the U.S. cash taxes, FDDEI deduction, and R&D credit benefits.

The change in the effective tax rates for the three- and six-month periods primarily resulted from the significant increase in GAAP income before taxes, partially offset by an FDDEI deduction, stock-based compensation windfalls, and R&D credit benefits.

  1. Related Party Transactions

Transactions involving Sanken Electric Co., Ltd. (“Sanken”)

As of September 25, 2026, Sanken held approximately 32.0% of the Company’s outstanding shares of common stock.

Sanken Distribution Agreement

On March 30, 2023, the Company entered into a termination of the Company’s distribution agreement with Sanken (the “Termination Agreement”). The Termination Agreement formally terminated the distribution agreement dated as of July 5, 2007, by and between the Company and Sanken (the “Distribution Agreement”), effective March 31, 2023. In connection with the termination of the Distribution Agreement, and, as provided for in the Termination Agreement, the Company made a one-time payment of $5,000 to Sanken in exchange for the cancellation of Sanken’s exclusive distribution rights in Japan. Concurrent with the Termination Agreement, AML and Sanken also entered into a short-term, non-exclusive distribution agreement (as amended, the “Short-Term Distribution Agreement”) and a consulting agreement (the “Consulting Agreement”), each of which was effective April 1, 2023. In addition, the Company allowed a one-time sales return from Sanken of resalable inventory of $4,200. The Short-Term Distribution Agreement provided for the management and sale of Company product inventory for a period of 24 months from April 1, 2023. Under the terms of the Consulting Agreement, Sanken agreed to continue to provide transition services for a period of six months from

April 1, 2023 to a strategic customer as orders for the customer were transitioned from Sanken to the Company, and the Company agreed to pay Sanken for providing these transition services.

On March 31, 2025, the Company and Sanken entered into an amendment to the Short-Term Distribution Agreement that extended the term by 12 months, terminating on March 31, 2026. No payments were made by the Company to Sanken under the Short-Term Distribution Agreement or the Consulting Agreement in the three- or six-month periods ended September 25, 2026.

Sublease Agreement

On April 1, 2023, our subsidiary, Allegro MicroSystems Japan GK (“Allegro Japan”), entered into a sublease agreement with Sanken pursuant to which Allegro Japan subleases certain office building space in Japan from Sanken. The sublease automatically renews on an annual basis unless either party provides notice to the other party otherwise, and the agreement can be terminated by either party upon providing six months’ notice. The Company made aggregate payments to Sanken under the sublease agreement of$65 and$131 for the three- and six-month periods ended September 25, 2026, respectively, and$71 and$143 for the three- and six-month periods ended September 26, 2025, respectively.

Transactions involving Polar Semiconductor, LLC (“PSL”)

On April 25, 2024, the Company, Sanken, PSL and PS Investment Aggregator, L.P. (“Subscriber”) entered into a Sale and Subscription Agreement (the “PSL Agreement”), pursuant to which Subscriber and certain of its affiliates agreed to make capital contributions to PSL of $175,000 in exchange for equity interests in PSL, which closed on September 20, 2024 (the “PSL Closing”). As contemplated by the PSL Agreement, the Company agreed to discharge all outstanding promissory notes from PSL held by the Company for a value of $10,350 in exchange for PSL equity interests. Following the PSL Closing, the Company owned, and continues to own, approximately 10.2% of PSL.

At the PSL Closing, the Company, Sanken and Subscriber entered into an amended and restated limited partnership agreement (the “Limited Partnership Agreement”) with Polar Semiconductor GP I, LLC. The Limited Partnership Agreement contains representations, warranties and covenants of the parties customary for a transaction of this type, the reimbursement of expenses and costs, and restrictions on transfers.

The Company recorded net losses of$2,944 and$6,553 for the three- and six-month periods ended September 25, 2026, respectively, and net losses of$2,332 and$3,153 for the three- and six-month periods ended September 26, 2025, respectively, related to the Company’s partnership investment in PSL.

Other transactions involving PSL

The Company purchases in-process products from PSL. Purchases of various products from PSL totaled$16,141 and$42,549 for the three- and six-month periods ended September 25, 2026, respectively, and$9,124 and$17,394 for the three- and six-month periods ended September 26, 2025, respectively. Accounts payable to PSL included in amounts due to related party, net totaled$3,640 and$4,794 as of September 25, 2026 and March 27, 2026, respectively.

As of September 25, 2026, the Company made advance payments to PSL for products of$35,000. Subsequently, an advance payment of $10,000 was made on September 28, 2026.

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