LATTICE SEMICONDUCTOR CORP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Basis of Presentation and Significant Accounting Policies

Lattice Semiconductor Corporation and its subsidiaries (“Lattice,” the “Company,” “we,” “us,” or “our”) develop technologies that we monetize through differentiated programmable logic semiconductor products, silicon-enabling products, platform firmware and infrastructure manageability technology, system solutions, design services, and technology licenses.

On July 27, 2026, we completed our acquisition of AMI TopCo, Inc. and Subsidiaries (“AMI”) in acash-and-stock transaction for total consideration of approximately $1.6 billion, subject to customary adjustments for AMI’s working capital, transaction expenses, cash, and indebtedness as of the closing. AMI is a leading provider of platform firmware and infrastructure manageability for cloud and AI infrastructure, servers, clients, and embedded devices. We acquired AMI to combine our FPGA products with AMI’s platform firmware and infrastructure manageability solutions, expanding our capabilities and addressable opportunities in cloud and AI data center infrastructure as well as the other markets we serve. The results of operations for AMI commencing July 27, 2026 are included in our unaudited Consolidated Financial Statements. See “Note 4 - Business Combination and Goodwill” for additional information.

Basis of Presentation and Use of Estimates

The accompanying Consolidated Financial Statements are unaudited and have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In our opinion, they include all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of results for the interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted as permitted by the SEC’s rules and regulations for interim reporting. These Consolidated Financial Statements should be read in conjunction with our audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended January 3, 2026 (“202510-K”). Certain prior year balances have been reclassified to conform to the current year’s presentation.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments affecting the amounts reported in our consolidated condensed financial statements and the accompanying notes. We base our estimates and judgments on historical experience, knowledge of current conditions, and our beliefs of what could occur in the future considering available information. While we believe that our estimates, assumptions, and judgments are reasonable, they are based on information available when made, and because of the uncertainty inherent in these matters, the actual results that we experience may differ materially from these estimates under different assumptions or conditions. We evaluate our estimates and judgments on an ongoing basis.

Significant Accounting Policies

We describe our accounting methods and practices in more detail in our 202510-K. Other than as described below, there have been no changes to the significant accounting policies, procedures, or general information described in our 202510-K that have had a material impact on our consolidated condensed financial statements and the accompanying notes. As a result of the acquisition of AMI, we have updated our revenue recognition accounting policy to address its specific revenue types that are described in the following policy. During 2026, we initiated foreign currency hedging activities and, as a result, include the below additional accounting policies related to fair value and financial instruments.

Revenue Recognition

Under the terms of ASC 606, “Revenue from Contracts with Customers,” we recognize revenue when we satisfy performance obligations as evidenced by the transfer of control of our products or services to customers. We generate revenue primarily from sales of silicon-based products, including FPGAs and related solutions, and from intellectual property (“IP”) licensing, royalties and related support services. We also generate revenue from professional and other services.

For sales to distributors, we have concluded that our contracts are with the distributor, rather than with the distributor’s end customer, as we hold a contract bearing enforceable rights and obligations only with the distributor. We consider customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. For each contract, we consider our promise to transfer each distinct product to be the identified performance obligation. We recognize silicon-based product revenue from sales to direct customers and distributors when control transfers to the customer.

• 10 -

Our IP licensing revenue is comprised of revenue from AMI firmware licensing, FPGA IP core licensing, and patent monetization activities. We consider licensing arrangements with our customers and agreements with the standards consortia of which we are a member to be the contracts. For each contract, we consider the promise to deliver a license that grants the customer the right to use the IP as a distinct performance obligation. We recognize license revenue at the point in time that control of the license transfers to the customer, which is generally upon delivery. Certain contracts also include sales-based or usage-based royalties. We recognize royalty revenue at the later of when the subsequent sale or usage occurs and when the performance obligation to which the royalty relates has been satisfied.

Support services revenue consists primarily of AMI firmware support, updates and quality-assurance services. We recognize revenue from these stand-ready services ratably over the contract term.

Professional and other services consist of non-recurring engineering (“NRE”) arrangements, technology integration and consulting services. Revenue from these arrangements is generally recognized as the services are performed based on a fixed fee or the time and resources incurred.

Substantially all of our performance obligations are satisfied within twelve months, except for certain AMI firmware support arrangements that extend beyond twelve months.

We allocate the transaction price to each performance obligation based on its relative Standalone Selling Price (“SSP”). We determine SSP using observable standalone sales when available. When observable standalone sales are not available, we estimate SSP using relevant information, which may include expected costs, market conditions, pricing practices and other entity- and customer-specific factors.

We measure revenue based on the amount of consideration we expect to be entitled to in exchange for products or services. Variable consideration is estimated and reflected as an adjustment to the transaction price. We determine variable consideration, which consists primarily of various sales price concessions, by estimating the most likely amount of consideration we expect to receive from the customer based on an analysis of historical rebate claims over a period of time considered adequate to account for current pricing and business trends. Sales rebates earned by customers are offset against their receivable balances. Rebates earned by customers when they do not have outstanding receivable balances are recorded within Accrued liabilities.

We generally provide an assurance warranty that our products will substantially conform to the published specifications for twelve months from the date of shipment. In some cases, the warranty period may be longer than twelve months. We do not separately price or sell the assurance warranty. Our liability is limited to either a credit equal to the purchase price or replacement of the defective part.

Under the practical expedient provided by ASC

340-40,

we generally expense sales commissions when incurred because the amortization period would be less than one year. We record these costs within Selling, general, and administrative expenses.

Fair Value Measurement

We apply the provisions of ASC 820, Fair Value Measurement (ASC 820), to our assets and liabilities that we are required to measure at fair value pursuant to other accounting standards, including our derivative financial instruments. When determining fair value, we consider the principal or most advantageous market in which we would transact, as well as assumptions that market participants would use when pricing the asset or liability. All our financial assets and liabilities are measured and recorded at fair value on a recurring basis.

Financial Instruments

In Fiscal 2026, we began to use derivative financial instruments to manage our exposure to foreign currency exchange rate risk. We have entered into foreign currency forward contracts in relation to certain operating expense activities denominated in currencies other than the U.S. Dollar, and these contracts generally mature within 12 months. We account for these instruments in accordance with ASC 815, Derivatives and Hedging (ASC 815), which requires that every derivative instrument be recorded as either an asset or liability measured at its fair value as of each reporting date.

ASC 815 also requires that changes in the fair values of our derivatives be recognized in earnings, unless specific hedge accounting and documentation criteria are met. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. Our foreign currency contracts are designated as cash flow hedges. As such, we record the change in fair value of a derivative in Other comprehensive income (loss), and the change is reclassified to earnings in the period that the hedged item affects earnings.

As of October 3, 2026, the notional value of our outstanding foreign currency forward contracts designated as cash flow hedges was $29.7 million.

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Fiscal Reporting Periods

We report based on a 52 or 53-week fiscal year ending on the Saturday closest to December 31. Our fiscal 2026 will be a 52-week year and will end on January 2, 2027, and our fiscal 2025 was a 53-week year that ended January 3, 2026. Our third quarter of fiscal 2026 and third quarter of fiscal 2025 ended on October 3, 2026 and September 27, 2025, respectively. All references to quarterly financial results are references to the results for therelevant 13-week or 39-week fiscal period.

Concentrations of Risk

Potential exposure to concentrations of risk may impact revenue, trade accounts receivable, cash and cash equivalents, and supply of wafers for our new products. Sales to distributors have historically accounted for a significant portion of our total revenue. Revenue attributable to distributors as a percentage of total revenue was 81% and 83% for the third quarter of fiscal 2026 and 2025, respectively, and 89% and 82% for the first nine months of fiscal 2026 and 2025, respectively.

Distributors also account for a substantial portion of our net accounts receivable. Ourtwo largest distributors account for 50% and 33%, respectively, of net accounts receivable at October 3, 2026 and 62% and 28%, respectively, of net accounts receivable at January 3, 2026. Concentration of credit risk with respect to trade accounts receivable is mitigated by our credit and collection process including active management of collections, credit limits, routine credit evaluations for essentially all customers, and secure transactions with letters of credit or advance payments where appropriate. We regularly review our allowance for doubtful accounts and the aging of our accounts receivable.

We limit our risk exposure related to cash and cash equivalents by placing our cash with high credit quality financial institutions. At times, such deposits may exceed Federal Deposit Insurance Corporation insurance limits. We have not experienced any losses on our deposits of cash and cash equivalents.

We rely on a limited number of foundries for our wafer purchases and partners for our assembly and test operations. We seek to mitigate the concentration of supply risk by establishing, maintaining, and managing multiple foundry and partner relationships; however, certain of our products are sourced from a single supplier and changing from one supplier to another can have a significant cost, or create delays in production or shipments, among other factors.

New Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This new guidance requires public entities to provide disaggregated disclosures, in the notes to the financial statements, of certain categories of expenses that are included in expense line items on the face of the income statement. The ASU may be applied prospectively or retrospectively and is effective for fiscal years beginning after December 15, 2026 and for interim periods beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the impact of adoption of this new guidance on our consolidated financial statements and disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other -Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This ASU is intended to simplify the recognition and disclosure guidance related to capitalized internal-use software costs by removing all references to software development project stages and introducing a more judgment-based framework. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, and for interim periods within those fiscal years, with early adoption permitted as of the beginning of a fiscal year. This standard may be applied prospectively, retrospectively, or via a modified prospective transition method. We are currently evaluating the impact of adoption of this new guidance on our consolidated financial statements and disclosures.

Note 2 - Net Income per Share

We compute basic earnings per share based on the weighted average number of shares of common stock outstanding during the period. We compute diluted earnings per share based on the weighted average number of shares of common stock outstanding plus potentially dilutive shares of common stock outstanding during the period, if applicable. Potentially dilutive shares of common stock from employee equity incentive awards are determined by applying the treasury stock method to the assumed exercise of outstanding stock options, the assumed vesting of outstanding restricted stock units ("RSUs") and restricted stock awards ("RSAs"), and the assumed issuance of common stock under the stock purchase plan.

Our calculation of potentially dilutive shares includes the number of shares from our equity awards with market conditions or performance conditions that would be issuable under the terms of such awards at the end of the reporting period. For equity awards with a market condition, the number of shares included in the diluted share count as of the end of each period presented is determined by measuring the achievement of the market condition as of the end of the respective reporting periods. For equity awards with a performance condition, the number of shares that qualified for vesting as of the end of each period presented are included in the diluted share count when the condition for their issuance was satisfied by the end of the respective reporting periods. See "Note 10 - Stock-Based Compensation" to our consolidated financial statements for further discussion of our equity awards with market conditions or performance conditions.

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A summary of basic and diluted Net income per share is presented in the following table:

The computation of diluted Net income per share excludes the effects of employee equity incentive awards that are antidilutive, aggregating to 0.4 million and 0.7 million shares, respectively, for the third quarter of fiscal 2026 and 2025 and to 0.3 million and 0.9 million shares, respectively, for the first

n

i

ne

months of fiscal 2026 and 2025.

Note 3 - Revenue from Contracts with Customers

Disaggregation of Revenue

The following tables provide information about revenue from contracts with customers disaggregated by channel and by geographical market. Revenue is attributed to geographic regions based on theship-to location of the customer. The Greater China geography includes revenue associated with shipments to both Hong Kong and mainland China. Products shipped to Hong Kong may subsequently be transferred to mainland China or other destinations, and products shipped to mainland China may similarly move through intermediary locations.

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Contract Balances

Our contract assets relate primarily to our rights to consideration for (1) AMI firmware licensing and related royalties, and (2) for licenses and royalties due to us as a member of the HDMI Founders consortium. The balance results primarily from (1) the amount of revenue recognized for AMI firmware licenses and estimated royalties not yet invoiced or received, and (2) the amount of estimated revenue related to HDMI licenses and royalties that we have recognized to date, but which has not yet been distributed to us by the HDMI

licensing

agent.

Contract assets are included in Prepaid expenses and other current assets on our Consolidated Balance Sheets. The following table summarizes activity during the first nine months of fiscal 2026:

Contract liabilities are included in Accrued liabilities and Other long-term liabilities on our Consolidated Balance Sheets. The following table summarizes activity during the first nine months of fiscal 2026:

Remaining Performance Obligations

As of October 3, 2026, the aggregate transaction price allocated to unsatisfied or partially unsatisfied performance obligations for our non-cancellable contracts was $20.4

million. The amount primarily relates to fixed considerations allocated to AMI firmware support, updates and quality-assurance services. As a practical expedient, we have not included contracts that have an original duration of one year or less, nor have we included contracts with sales-based or usage-based royalties promised in exchange for a license of IP. The Company expects to recognize the majority of the unsatisfied performance obligations within the next two years.

Note 4 - Business Combination and Goodwill

On July 27, 2026 (the “Closing Date”), the Company and AMI TopCo, Inc. (“AMI”) consummated the transactions contemplated by the Agreement and Plan of Merger and Reorganization, dated as of May 4, 2026 (the “Merger Agreement”). Under the terms of the Merger Agreement, the Company acquired all of the issued and outstanding shares of AMI (the “AMI Acquisition”), for consideration of cash and shares of Lattice common stock transferred to the holders of AMI common stock and holders of vested AMI options to purchase AMI common stock on the Closing Date as well as additional cash payable for favorable changes to working capital from the estimated amount used as of the Closing Date as compared to the actual amount as of the Closing Date.

The Company funded the cash consideration for the AMI Acquisition (including refinancing outstanding indebtedness of AMI) from cash on hand and borrowings pursuant to the Second Amended and Restated Credit Agreement (the “2026 Credit Agreement”), which provides for a senior secured revolving loan facility of $200 million and a senior secured delayed draw term loan facility of $950 million. Pursuant to the 2026 Credit Agreement, the Company borrowed $925 million in aggregate principal amount of loans under the delayed draw term loan facility at the Closing Date, and a portion of these proceeds were used to fund the cash consideration ofthe AMI Acquisition.

Purchase Consideration

We allocated the purchase price to tangible and identified intangible assets acquired and liabilities assumed based on their estimated fair values. These fair values were based on estimates and assumptions made by management at the time of the AMI Acquisition, as well as additional information available as of the date of issuance of these financial statements. As further additional information becomes available, we may further revise our purchase price allocation during the remainder of the measurement period, which will not exceed 12 months from the Closing Date. Any such revisions or changes may be material. While all aspects of the accounting for the AMI Acquisition remain preliminary, the areas with the most significant preliminary amounts pertain to the fair values of intangible assets and goodwill, and the related effect of the transaction on income tax related accounts, including deferred taxes, as well as the determination of net working capital as calculated under the terms of the Merger Agreement as of the Closing Date. The Company will continue to adjust the provisional estimates as additional information becomes available and final valuation and analyses are completed.

The following table presents our preliminary allocation of the total purchase price:

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The goodwill recognized in the AMI Acquisition is primarily attributable to the assembled workforce, future growth opportunities, and economies of scale expected from the integration of the AMI business.

The following table presents details of the identified intangible assets acquired through the AMI Acquisition:

At the Closing Date, the aggregate tax basis of the acquired identifiable intangible assets and goodwill

was $127.6

million, consisting of $68.0 million attributable to identifiable intangible assets and $59.6 million attributable to goodwill, which are expected to be deductible for tax purposes.

The operations of AMI and its subsidiaries have been included in the Company’s Consolidated Statements of Operations and Comprehensive Income from the Closing Date. From the Closing Date through October 3, 2026, AMI contributed

revenue

of

$39.1 million and incurred a net loss of $14.4 million. Transaction costs of $21.7 million related to the AMI Acquisition for the fiscal quarter ended October 3, 2026 were primarily included in Acquisition related expense on our Consolidated Statements of Operations.

Pro Forma Information

The following unaudited pro forma financial information gives effect to the AMI Acquisition as if it had been completed on December 29, 2024. The unaudited pro forma information was prepared in accordance with the requirements of ASC 805, which is a different basis than pro forma information prepared under Article 11 of Regulation S-X (“Article 11”). As such, it is not directly comparable with historical results for the Company on a stand-alone basis prior to July 27, 2026, historical results for the Company from July 27, 2026 that reflect the AMI Acquisition and are inclusive of the results and operations of AMI, nor our previously provided pro forma financials prepared in accordance with Article 11. The pro forma results for the three and nine months ended October 3, 2026 and September 27, 2025, include the impact of several adjustments to previously reported operating results. The pro forma adjustments are based on historically reported transactions by the respective companies. The pro forma results do not include any anticipated synergies or other expected benefits of the AMI Acquisition.

Significant nonrecurring pro forma adjustments include:

The selected unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations would have been had the AMI Acquisition actually occurred on December 29, 2024, nor do they purport to project the future consolidated results of operations.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the underlying net tangible and intangible assets acquired in business combinations. The goodwill balance

of $

1,369.5

million at October 3, 2026 is comprised of $

1,054.1

million from the AMI Acquisition assigned to the AMI segment and $

315.4

million from prior acquisitions assigned to the FPGA segment.

Note 5 - Intangible Assets

In connection with the AMI Acquisition, previous acquisitions, and purchases of certain intellectual property assets, we have recorded identifiable intangible assets related to developed technology, customer relationships, and trade name / trademarks. We amortize these intangible assets to Amortization of acquired intangible assets using the straight-line method over their estimated useful lives of 7 to 10 years. Additionally, we have entered into license agreements for third-party technology and recorded them as intangible assets. These licenses are being amortized to Research and development expense over their estimated useful lives of 1 to 10 years.

The following tables summarize the details of our Intangible assets, net as of October 3, 2026 and January 3, 2026:

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We recorded amortization expense related to intangible assets on the Consolidated Statements of Operations as presented in the following table:

The annual expected amortization expense related to intangible assets is as follows:

Note 6 - Long-Term Debt

On June 30, 2026, we entered into a Second Amended and Restated Credit Agreement (the "2026 Credit Agreement"), which provides for a senior secured revolving loan facility ("revolving loans") in an aggregate principal amount of $200 million and a senior secured delayed draw term loan facility ("term loans") in an aggregate principal amount of $950 million (collectively, "long-term debt"). The 2026 Credit Agreement amended and restated in its entirety our Amended and Restated Credit Agreement, dated as of September 1, 2022 (the “2022 Credit Agreement”). On July 27, 2026, in connection with the completion of the AMI Acquisition, we borrowed $925 million under the term loans pursuant to the 2026 Credit Agreement, the proceeds of which were used to pay a portion of the cash purchase price consideration for the AMI Acquisition (including refinancing outstanding indebtedness of AMI) and to pay fees, commissions, and expenses incurred in connection with the AMI Acquisition. Following the borrowing of $925 million under the term loans, the remaining $25 million of undrawn commitments under the term loans expired on the closing date of the AMI Acquisition. Fees incurred in association with the 2026 Credit Agreement totaled $6.6 million.

The term loans are payable in required quarterly installments beginning with the first full fiscal quarter after the term loans are borrowed, equal to 1.250% of the original principal amount of the term loans for the first four fiscal quarters following the funding date,1.875% of the original principal amount of the term loans for the fifth through twelfth fiscal quarters following the funding date, and 2.5% of the original principal amount of the term loans for each fiscal quarter thereafter, with the remaining principal amount and accrued and unpaid interest being due and payable on June 30, 2031. The term loans may be prepaid by the Company at any time in whole or in part, subject to certain minimum thresholds, without penalty or premium, subject to customary breakage costs for certain types of loans. The term loans are subject to customary mandatory prepayment requirements.

The proceeds of the revolving loans under the 2026 Credit Agreement may be used for working capital and general corporate purposes. Revolving loans may be repaid and reborrowed at our discretion, with any remaining outstanding principal amount due and payable on the maturity date of the revolving loans on June 30, 2031. We pay a quarterly commitment fee on the unused portion of the revolving loan ranging from 0.15% to 0.25% per annum based on ranges determined by our consolidated total leverage ratio.

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The 2026 Credit Agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Company to, among other things, incur debt, grant liens, undergo certain fundamental changes, make investments, make certain restricted payments, dispose of assets, enter into transactions with affiliates, and enter into burdensome agreements, in each case, subject to limitations and exceptions set forth in the 2026 Credit Agreement. We are also required to maintain compliance with a consolidated total net leverage ratio and a consolidated interest coverage ratio, in each case, determined in accordance with the terms of the 2026 Credit Agreement. At October 3, 2026, we were in compliance with all covenants under the 2026 Credit Agreement.

Loans under our 2026 Credit Agreement accrue interest at a per annum rate based on ranges determined by our consolidated total leverage ratio. At our option, interest accrues at either (a) the base rate (as defined in the 2026 Credit Agreement) plus a margin ranging from 0.00%

to

0.75%, or (b) a term Secured Overnight Financing Rate (“SOFR”) for interest periods of 1, 3 or 6 months plus a margin ranging from 1.00%

to

1.75%. Interest is payable quarterly in arrears with respect to borrowings bearing interest at the base rate or on the last day of an interest period, but at least every three months, with respect to borrowings bearing interest at the term SOFR rate.

We account for debt issuance costs as a reduction to the carrying value of our long-term debt on our Consolidated Balance Sheets. We amortize the debt issuance costs to Interest (expense) income, net in our Consolidated Statements of Operations over the contractual term using the effective interest method. Discretionary prepayments of long-term debt are accounted for as partial retirements, and the portion of the unamortized debt issuance costs related to the discretionary prepayments are expensed and included in Other (expense) income, net on our Consolidated Statements of Operations. In the third quarter of fiscal 2026, we expensed

$

0.4

million of unamortized debt issuance costs associated with the 2026 Credit Agreement upon discretionary payments made on our long-term debt. We determine the Current portion of long-term debt as the sum of the required quarterly installments to be made over the next twelve months, reduced by the debt issuance costs to be amortized over the next twelve months.

During the third quarter of fiscal 2026, we made principal payments totaling $50.0 million under the 2026 Credit Agreement, which satisfied the required quarterly installments to be made over the next twelve months. At January 3, 2026, we hadno borrowings outstanding under the 2022 Credit Agreement. The fair value of our long-term debt approximates the carrying value, which is reflected in our Consolidated Balance Sheets as follows:

As of October 3, 2026, the effective interest rate on the term loan was 5.76%, and we hadno balance drawn on the revolving loan. Interest expense related to our long-term debt was included in Interest expense on our Consolidated Statements of Operations as follows:

Expected future principal payments are based on the schedule of required quarterly installments. With the discretionary prepayments we made during the third quarter of fiscal 2026, our next required quarterly installment is due in the fourth quarter of fiscal

As of October 3, 2026, expected future principal payments on our long-term debt were as follows:

Prior to entering into the 2026 Credit Agreement and for the period in which the amendment was being prepared, we arranged for a commitment letter for a

1-year

Senior Secured Bridge Facility (the “bridge facility”). Fees associated with the bridge facility commitments totaled $5.6 million, of which $0.9 million was amortized to Interest income (expense), net on our Consolidated Statements of Operations. With the execution of the 2026 Credit Agreement, the remaining $4.7 million of unamortized

debt issuance cost

s associated with the bridge facility and $0.2

million of unamortized debt issuance costs associated with the 2022 Credit Agreement were expensed and are included in Other (expense) income, net on our Consolidated Statements of Operations.

Note 7 - Balance Sheet Components

Accounts Receivable

Accounts receivable do not bear interest and are shown net of an allowance for expected lifetime credit losses, which reflects our best estimate of probable losses inherent in the accounts receivable balance, as described in our 202510-K.

Inventories

Property and Equipment – Geographic Information

Our Property and equipment, net by country at the end of each period was as follows:

• 17 -

Accrued Liabilities

Included in Accrued liabilities in the Consolidated Balance Sheets are the following balances:

Other Long-Term Liabilities

Included in Other long-term liabilities in the Consolidated Balance Sheets are the following balances:

Note 8 - Leases

Our facilities for corporate offices, sales offices, research and development facilities, storage facilities, and a data center are leased under operating leases, which expire at various times through 2037. Our leases have remaining lease terms of less than 1 year up to 10 years, some of which include options to extend for up to 5 years, and some of which include options to terminate within 1 year. The weighted-average remaining lease term was 6.8 years and the weighted-average discount rate was 5.3% as of October 3, 2026.

We recorded fixed operating lease expenses of $2.8 million and $1.7 million for the third quarter of fiscal 2026 and 2025, respectively, and $7.4 million and $6.1 million for the first nine months of fiscal 2026 and 2025, respectively.

The following table presents the lease balance classifications within the Consolidated Balance Sheets and summarizes their activity during the first nine months of fiscal 2026:

• 18 -

Maturities of operating lease liabilities as of October 3, 2026 are as follows:

Note 9 - Segment Reporting

As of October 3, 2026, we have determined that the Company now operates in two operating and reportable segments: the FPGA business (which includes silicon-based and silicon-enabling products, evaluation boards, development hardware, and related intellectual property licensing, services, and sales), and the acquired AMI business (which includes products and services for the Boot Firmware and Manageability & Security groups). Our segments are strategic business units that offer distinct products and services that are managed accordingly. At this time, there are no internal revenue transactions between our reportable segments. The accounting policies of the segments are consistent with those described in our significant accounting policies and practices.

The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer. Each segment has separate financial information that is utilized on a regular basis by the CODM in determining how to allocate resources and evaluate performance. Our CODM assesses the performance of each segment and allocates resources to each segment based on operating profit results and financial information of the two reportable segments and does not evaluate each segment using discrete asset information. Operating results by segment include items that are directly attributable to each segment and also include shared expenses such as marketing, general and administrative activities, facilities, and information technology expenses. Shared expenses are primarily allocated based on percentage of operating expenses or headcount.

We report the results of our remaining business activities in Unallocated, which includes certain expense items that are not used in evaluating the results of or in allocating resources to our segments. Unallocated does not include any revenue amounts. Specifically, the items in Unallocated include stock-based compensation expense, amortization of acquired intangible assets, acquisition related costs, and restructuring.

The following tables set forth the Company’s revenue, significant expenses, and operating income by its two operating and reportable segments for the periods indicated:

Note 10 - Stock-Based Compensation

Total stock-based compensation expense included in our Consolidated Statements of Operations is presented in the following table:

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Market-Based and Performance-Based Stock Compensation

In the second and third quarters of fiscal 2026, we granted awards of restricted stock units (“RSUs”) with a market condition to members of our executive leadership team (“ELT”) and certain other senior executives. Under the terms of these grants, the RSUs with a market condition vest over athree-year period based on the Company’s total shareholder return (“TSR”) relative to the Russell 3000 index. The awards may vest at 250% or

% (depending on the executive) if the 75

th

percentile of the market condition is achieved, at 100% if the 55

th

percentile of the market condition is achieved, and at 0% if the relative TSR is below the 25

th

percentile. Vesting is interpolated on a straight-line basis for market condition achievement between the 25

th

and 75

th

percentiles. For grants to members of the ELT, the market condition will be measured on the third anniversary of the grant date. For grants to other senior executives, the market condition will be measured equally on the first, second, and third anniversary of the grant date, using calendar years 2026, 2027, and 2028, respectively, as the measurement period for each of the three tranches.

In connection with the acquisition of AMI in the third quarter of fiscal 2026, we granted awards of RSUs with a market condition to certain former employees of AMI. Under the terms of these grants, the RSUs with a market condition vest over athree-year period based on the Company’s TSR relative to the Russell 3000 index. The awards may vest at

% if the 75

th

percentile of the market condition is achieved, at

% if the 55

th

percentile of the market condition is achieved, and at 0% if the relative TSR is below the 25

th

percentile. Vesting is interpolated on a straight-line basis for market condition achievement between the 25

th

and 75

th

percentiles. For the grants to AMI’s former CEO, the market condition will be measured equally on the first, second, and third anniversary of the grant date, using calendar years 2026, 2027, and 2028, respectively, as the measurement period for each of the three tranches. For grants to other former AMI executives, the market condition will be measured on the third anniversary of the grant date.

In the first nine months of fiscal 2026, certain awards with a market condition granted in prior fiscal years vested. During the first quarter of fiscal 2026, the market condition for awards granted to certain executives in the first quarter of fiscal 2023 exceeded the 25 th percentile of their TSR condition, and these awards vested at 87%. Also during the first quarter of fiscal 2026, the market condition for the first tranche of awards granted to certain executives in the first quarter of fiscal 2025 exceeded the 75 th percentile of their TSR condition, and these awards vested at 200%. During the second quarter of fiscal 2026, the market condition for the second tranche of awards granted to a certain executive in the third quarter of fiscal 2024 exceeded the 75 th percentile of their TSR condition, and these awards vested at 200%. During the third quarter of fiscal 2026, the market condition for awards granted to a certain executive in the third quarter of fiscal 2023 exceeded the 25 th percentile of their TSR condition, and these awards vested at 96%.

For our awards with a market condition or performance condition, we incurred stock-based compensation expense of $17.7 million and $17.9 million, respectively, in the third quarter of fiscal 2026 and 2025 and $50.6 million and $27.7 million, respectively, in the first nine months of fiscal 2026 and 2025. Stock-based compensation expense for the first nine months of 2026 included $9.6 million recorded in the second quarter of fiscal 2026 resulting from updates to the expected achievement of certain awards with a performance condition. These amounts are recorded as components of total stock-based compensation expense.

The following table summarizes the activity for our awards with a market condition or performance condition:

Incentive Compensation Settled In Equity

Under our Corporate Incentive Plan, incentive payments may be made in cash or in shares of our Common Stock, or a combination of both, as determined at the discretion of the Compensation Committee of our Board of Directors. To the extent incentive payments are settled in equity under the 2023 Equity Incentive Plan, the number of shares of our Common Stock to be issued is determined by dividing the eligible employee’s incentive payment value by the

30-calendar

day average closing price of our Common Stock during the period ending the day before the date of settlement. Under this methodology, the value of the shares of our Common Stock issued on the settlement date could differ from the incentive payment value accrued. Any shares of our Common Stock issued to settle incentive payments under this plan vest immediately upon issuance.

Our results for the first nine months of fiscal 2026 include our settlement in the first quarter of fiscal 2026 of a portion of the incentive compensation accrued during fiscal 2025 by issuing shares of our Common Stock with a total value of $5.8 million to certain employees.

Note 11 - Income Taxes

We are subject to federal and state income tax as well as income tax in the foreign jurisdictions in which we operate. For the third quarter of fiscal 2026, we recorded income tax expense of $2.6 million, and for the third quarter of fiscal 2025, we recorded an income tax benefit of approximately $3.7 million. For the first nine months of fiscal 2026 and 2025, we recorded income tax expense of approximately $5.9 million and $1.4 million, respectively. The difference between the U.S. federal statutory tax rate of 21% and our effective tax rates for the three and nine months ended October 3, 2026 and the three and nine months ended September 27, 2025 resulted primarily from stock-based compensation expense, partially offset by foreign rate differentials and federal tax credits.

The amount of deferred tax assets that are more likely than not to be realized increased by $1.2 million related to a valuation allowance release resulting from the acquisition of AMI.

The portion of our uncertain tax positions (including penalties and interest) recorded as a liability was $1.9 million and $2.1 millionat October 3, 2026 and January 3, 2026, respectively, and is included as a component of Other long-term liabilities on our Consolidated Balance Sheets.

Note 12 - Restructuring

Under the Q3 2024 Plan, which is described in our 202510-K, we incurred restructuring costs of less than $0.1 million and $0.8 million, respectively, in the third quarter of fiscal 2026 and 2025 and $0.5 million and $2.4 million, respectively, in the first nine months of fiscal 2026 and 2025. Under this plan, $11.5 million of total costs have been incurred through October 3, 2026. All actions planned under the Q3 2024 Plan have been implemented.

Other restructuring activity in the periods presented consisted of expense adjustments on previous plans. Costs and adjustments on restructuring plans are recorded to Restructuring and other on our Consolidated Statements of Operations. The restructuring accrual balance is presented in Accrued liabilities and in Other long-term liabilities on our Consolidated Balance Sheets. The following table displays the activity related to our restructuring plans:

Note 13 - Common Stock Repurchase Program

On December 5, 2025, we announced that our Board of Directors had approved a stock repurchase program pursuant to which up to $250 million of outstanding common stock could be repurchased from time to time (the “2026 Repurchase Program”). The 2026 Repurchase Program has no termination date and may be suspended or discontinued at any time.

No shares were repurchased during the third quarter of fiscal 2026. During the first nine months of fiscal 2026, we repurchased 165,913 shares for $15.0 million, for an average price paid per share of $90.41, under the 2026 Repurchase Program. All repurchases were open market transactions funded from available working capital. All shares repurchased pursuant to the 2026 Repurchase Program were retired upon settlement. As of October 3, 2026, the remaining portion of the amount authorized for the 2026 Repurchase Program is $235.0 million.

Note 14 - Contingencies

Legal Proceedings

From time to time, we are exposed to certain additional asserted and unasserted potential claims. We review the status of each significant matter and assess its potential financial exposure. If the potential loss from any claim or legal proceeding is considered probable and a range of possible losses can be estimated, we then accrue a liability for the estimated loss. Legal proceedings are subject to uncertainties, and the outcomes are difficult to predict. Because of such uncertainties, accruals are based only on the best information available at the time. As additional information becomes available, we reassess the potential liability related to pending claims and litigation and may revise estimates.

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