Azenta, Inc.

Previous wording

As previously disclosed in the 2025 Annual Report on Form 10-K, in connection with the preparation of the fiscal year 2025 consolidated financial statements, we identified errors in our previously issued financial statements. We evaluated the impact of the errors and concluded they were not material, individually or in the aggregate, to any previously issued interim or annual consolidated financial statements. The figures for the three months ended December 31, 2024 in this MD&A have been revised, where applicable, to reflect the impact of such corrections. Information regarding the impact of the revision to our previously issued Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income (Loss), Condensed Consolidated Statements of Cash flows and Condensed Consolidated Balance Sheets for periods within fiscal 2025 is included in Note 20, Revision of Previously Issued Unaudited Quarterly Information, in the notes to the audited consolidated financial statements included in the section titled “Financial Statements and Supplementary Data” in Part II, Item 8 of the 2025 Annual Report on Form 10-K.

Current wording

As previously disclosed in the 2025 Annual Report on Form 10-K, in connection with the preparation of the fiscal year 2025 consolidated financial statements, we identified errors in our previously issued financial statements. We evaluated the impact of the errors and concluded they were not material, individually or in the aggregate, to any previously issued interim or annual consolidated financial statements. The figures for the three and six months ended March 31, 2025 in this MD&A have been revised, where applicable, to reflect the impact of such corrections. Information regarding the impact of the revision to our previously issued condensed consolidated statements of operations, condensed consolidated statements of comprehensive income (loss), condensed consolidated statements of cash flows and condensed consolidated balance sheets for periods within fiscal 2025 is included in Note 20, Revision of Previously Issued Unaudited Quarterly Information, in the notes to the audited consolidated financial statements included in the section titled “Financial Statements and Supplementary Data” in Part II, Item 8 of the 2025 Annual Report on Form 10-K.

Previous wording

On December 23, 2025, we entered into a definitive Sale and Purchase Agreement (“Share Purchase Agreement”) with Thelema S.À R.L. (“Thelema”) for the sale of B Medical Systems business. In accordance with the Share Purchase Agreement, Thelema is acquiring the B Medical Systems business for $63.0 million. Thelema has deposited $9.0 million with us and is expected to pay the remaining $54.0 million on or before March 31, 2026, at which time the sale will be complete. See Note 3,Discontinued Operations in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information about the sale and the B Medical Systems business.

Current wording

On December 23, 2025, we entered into a definitive Sale and Purchase Agreement, or the Share Purchase Agreement with Thelema S.À R.L. or Thelema for the sale of the B Medical Systems business. In accordance with the Share Purchase Agreement, Thelema is acquiring the B Medical Systems business for $63.0 million. Thelema has deposited $9.0 million with us and was expected to pay the remaining $54.0 million on or before March 31, 2026. On March 27, 2026, we were informed by Thelema that it had not yet secured the financing required to complete the transaction and, solely as a result of the non‑satisfaction of that financing condition, the transaction did not close by March 31, 2026. Thelema indicated that it requires additional time to complete its financing arrangements. The transaction remains subject to the satisfaction of all closing conditions, including Thelema’s securing of the required financing, and there can be no assurance that the transaction will be completed on a revised timeline or at all. See Note 3, Discontinued Operations in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information about the sale and the B Medical Systems business.

Previous wording

We are a leading global provider of biological and chemical compound sample exploration and management solutions for the life sciences industry. We entered the life sciences market in 2011, leveraging our in-house precision automation and cryogenics capabilities that we were then applying in the semiconductor manufacturing market. This led us to develop solutions for automated ultra-cold storage. Since then, we have expanded our life sciences offerings through internal investments and through a series of acquisitions. We support our customers from research and clinical development to commercialization with our sample management and automated storage systems, as well as genomic services expertise to help our customers bring impactful therapies to market faster. We understand the importance of sample integrity and offer a broad portfolio of products and services supporting customers at every stage of the life cycle of samples including procurement, automated storage systems, genomic services and a multitude of sample consumables, informatics and data software, along with sample repository services. Our expertise, global footprint and leadership positions enable us to be a trusted global partner to pharmaceutical, biotechnology and life sciences research institutions. In total, we employ approximately 3,000 full-time employees, part-time employees and contingent workers worldwide as of December 31, 2025 and have sales in approximately 87 countries. We are headquartered in Burlington, Massachusetts and have operations in North America, Asia, and Europe.

Current wording

We are a leading global provider of biological and chemical compound sample exploration and management solutions for the life sciences industry. We entered the life sciences market in 2011, leveraging our in-house precision automation and cryogenics capabilities that we were then applying in the semiconductor manufacturing market. This led us to develop solutions for automated ultra-cold storage. Since then, we have expanded our life sciences offerings through internal investments and through a series of acquisitions. We support our customers from research and clinical development to commercialization with our sample management and automated storage systems, as well as genomic services expertise to help our customers bring impactful therapies to market faster. We understand the importance of sample integrity and offer a broad portfolio of products and services supporting customers at every stage of the life cycle of samples including procurement, automated storage systems, genomic services and a multitude of sample consumables, informatics and data software, along with sample repository services. Our expertise, global footprint and leadership positions enable us to be a trusted global partner to pharmaceutical, biotechnology and life sciences research institutions. In total, we employ approximately 2,900 full-time employees, part-time employees and contingent workers worldwide as of March 31, 2026 and have sales in approximately 83 countries. We are headquartered in Burlington, Massachusetts and have operations in North America, Asia, and Europe.

Previous wording

Within our Sample Management Solutions segment, we operate as a single business unit offering end-to-end sample management products and services, including: Sample Repository Services and Core Products (Automated Stores, Cryogenic Systems, Automated Sample Tube, Consumables and Instruments and Controlled Rate Thawing Devices). This portfolio provides customers with a high level of sample quality, security, availability, intelligence and integrity throughout the lifecycle of samples, providing customers with complete end-to-end “cold chain of custody” capabilities. We also offer expert-level consultation services to our clients throughout their experimental design and implementation processes.

Current wording

Within our Sample Management Solutions, or SMS, segment, we operate as a single business unit offering end-to-end sample management products and services, including: Sample Repository Services and Core Products (Automated Stores, Cryogenic Systems, Automated Sample Tube, Consumables and Instruments and Controlled Rate Thawing Devices). This portfolio provides customers with a high level of sample quality, security, availability, intelligence and integrity throughout the lifecycle of samples, providing customers with complete end-to-end “cold chain of custody” capabilities. We also offer expert-level consultation services to our clients throughout their experimental design and implementation processes.

Previous wording

Our performance for the three months ended December 31, 2025 and 2024 is as follows:

Current wording

Our performance for the three and six months ended March 31, 2026 and 2025 is as follows:

Previous wording

Revenue increased 1% for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year, mainly driven by revenue growth in our Multiomics segment. The revenue growth in our Multiomics segment for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year was primarily driven by growth in Next Generation Sequencing and Gene Synthesis, partially offset by a decline in Sanger Sequencing. Gross margin was 43% for the three months ended December 31, 2025 compared to 47% for the corresponding period in the prior fiscal year. The decrease was primarily due to lost cost leverage from lower North America sales volume for Sanger Sequencing and higher rework cost incurred on Automated Stores projects and the negative impact of a non-recurring item. Operating expenses for the three months ended December 31, 2025 decreased $6.6 million compared to the corresponding period in the prior fiscal year, primarily driven by lower selling, general and administrative expenses, partially offset by higher research and development expenses. We generated a net loss from continuing operations of $5.2 million for the three months ended December 31, 2025 compared to a net loss from continuing operations of $7.1 million for the three months ended December 31, 2024, primarily driven by lower operating expenses and income tax expense. We generated a net loss from discontinued operations, net of tax, of $10.2 million for the three months ended December 31, 2025 compared to a net loss from discontinued operations, net of tax, of $3.9 million for the three months ended December 31, 2024, primarily driven by the loss on assets held for sale recorded in the three months ended December 31, 2025.

Current wording

Revenue increased 1% for each of the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year, mainly driven by revenue growth in both operating segments. The revenue growth in our SMS segment for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year was primarily driven by higher revenue in Sample Storage, Product Services and Consumables and Instruments, partially offset by lower revenues in Core Products, particularly in Automated Stores and Cryogenic Systems. The revenue growth in our Multiomics segment for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year was primarily driven by Next Generation Sequencing services and Gene Synthesis services, partially offset by a decline in Sanger Sequencing services. Gross margin was 43% for each of the three and six months ended March 31, 2026 compared to 44% and 45%, respectively, for the corresponding periods in the prior fiscal year. The decreases were primarily due to lost fixed-cost leverage from lower North America sales volume for Sanger Sequencing services and higher rework cost incurred on Automated Stores projects and an increase in excess and obsolete inventory reserves, partially offset by improved operational efficiencies and favorable impact from a correction for prior period cost of goods sold. Operating expenses for the three and six months ended March 31, 2026 increased $146.8 million and $140.3 million, respectively, compared to the corresponding periods in the prior fiscal year, primarily driven bya non-cash goodwill impairment charge of $149.1 million related to the Multiomics and SMS segments, partially offset by lower selling, general and administrative expenses. Wegenerated a net loss from continuing operations of$157.0 million and $162.2 million, respectively, for the three and six months ended March 31, 2026 compared toa net loss from continuing operations of$19.8 million and $26.9 million, respectively, for the three and six months ended March 31, 2025. The increased net loss from continuing operations wasprimarily driven by thenon-cash goodwill impairment charge of $149.1 million, partially offset by lower income tax expense. We generated a net loss from discontinued operations, net of tax, of $3.8 million and $14.0 million, respectively, for the three and six months ended March 31, 2026 compared toa net loss from discontinued operations, net of tax, of $27.9 million and $31.8 million, respectively, for the three and six months ended March 31, 2025.

Previous wording

The preparation of the interim condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates based on historical experience and consider various other assumptions that are believed to be reasonable under the circumstances. We evaluate current and anticipated worldwide economic conditions, both in general and specifically in relation to the life sciences industry, that serve as a basis for making judgments about the carrying values of assets and liabilities that are not readily determinable based on information from other sources. Actual results may differ from these estimates under different assumptions or conditions that could have a material impact on our financial condition and results of operations.

Current wording

The preparation of the interim condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities, including contingent consideration. On an ongoing basis, we evaluate our estimates based on historical experience and consider various other assumptions that are believed to be reasonable under the circumstances. We evaluate current and anticipated worldwide economic conditions, both in general and specifically in relation to the life sciences industry, that serve as a basis for making judgments about the carrying values of assets and liabilities that are not readily determinable based on information from other sources. Actual results may differ from these estimates under different assumptions or conditions that could have a material impact on our financial condition and results of operations.

Previous wording

The critical accounting estimates that we believe affect our more significant judgments and estimates used in the preparation of our condensed consolidated financial statements presented in this Quarterly Report on Form 10-Q are described under Critical Accounting Policies Estimates included in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the 2025 Annual Report on Form 10-K. There have been no material changes to our critical accounting policies or estimates from those set forth in our Annual Report on Form 10-K.

Current wording

The critical accounting estimates that we believe affect our more significant judgments and estimates used in the preparation of our condensed consolidated financial statements presented in this Quarterly Report on Form 10-Q are described under Critical Accounting Policies and Estimates included in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the 2025 Annual Report on Form 10-K. There have been no material changes to our critical accounting policies or estimates from those set forth in our Annual Report on Form 10-K.

Previous wording

Please refer to the commentary provided below for further discussion and analysis of the factors contributing to our results of operations for the three months ended December 31, 2025 compared to the three months ended December 31, 2024.

Current wording

Please refer to the commentary provided below for further discussion and analysis of the factors contributing to our results of operations for the three and six months ended March 31, 2026 compared to the three and six months ended March 31, 2025.

Previous wording

Non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. Management adjusts the GAAP results for the impact of amortization and impairment of intangible assets, transformation costs, restructuring charges, governance-related matters, merger and acquisition costs and costs related to share repurchase, and other unallocated corporate expenses to provide investors better perspective on the results of operations which we believe is more comparable to the similar analysis provided by our peers. Management also excludes special charges and gains, such as gains and losses from the sale of assets, certain tax benefits and charges, as well as other gains and charges that are not representative of the normal operations of the business. Management uses these non-GAAP financial measures in its review and evaluation of the performance of the business. Management strongly encourages investors to review our financial statements and publicly filed reports in their entirety and not rely on any single measure. A reconciliation of non-GAAP measures to the most nearly comparable GAAP measures is included under “Operating Income (Loss)” and “Gross Margin” below.

Current wording

Non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. Management adjusts the GAAP results for the impact of amortization of intangible assets, impairment of goodwill and intangible assets, transformation costs, restructuring charges, governance-related matters, merger and acquisition costs, and other unallocated corporate expenses to provide investors better perspective on the results of operations which we believe is more comparable to the similar analysis provided by our peers. Management also excludes special charges and gains, such as gains and losses from the sale of assets, certain tax benefits and charges, as well as other gains and charges that are not representative of the normal operations of the business. Management uses these non-GAAP financial measures in its review and evaluation of the performance of the business. Management strongly encourages investors to review our financial statements and publicly filed reports in their entirety and not rely on any single measure. A reconciliation of non-GAAP measures to the most nearly comparable GAAP measures is included under “Operating Income (Loss)” and “Gross Margin” below.

Previous wording

Our revenue performance for the three months ended December 31, 2025 and 2024 is as follows:

Current wording

Our revenue performance for the three and six months ended March 31, 2026 and 2025 is as follows:

Previous wording

Our Sample Management Solutions segment revenue was flat for the three months ended December 31, 2025 compared to the corresponding prior fiscal year period, mainly driven by lower revenues in Core Products, particularly in Automated Stores and Cryogenic Systems, partially offset by higher revenue in Sample Storage, Product Services and Consumables and Instruments during the three months ended December 31, 2025.

Current wording

Product Services and Consumables and Instruments, partially offset by lower revenues in Core Products, particularly in Automated Stores and Cryogenic Systems, during the three and six months ended March 31, 2026.

Previous wording

Our Multiomics segment revenue for the three months ended December 31, 2025 increased approximately 1% compared to the corresponding prior fiscal year period driven by growth in Next Generation Sequencing and Gene Synthesis, largely offset by a decline in Sanger Sequencing.

Current wording

Our Multiomics segment revenue for the three and six months ended March 31, 2026 increased approximately 0.3% and 0.8%, respectively, compared to the corresponding prior fiscal year periods, driven by revenue growth in Next Generation Sequencing and Gene Synthesis services, offset by a decline in Sanger Sequencing services.

Previous wording

Revenue generated outside the United States was 41.0% for the three months ended December 31, 2025 compared to 36.6% for the corresponding prior fiscal year period.

Current wording

Revenue generated outside the United States was 43% and 42%, respectively, for the three and six months ended March 31, 2026 compared to 37% for each of the corresponding prior fiscal year periods.

Previous wording

Our operating income (loss) performance for the three months ended December 31, 2025 and 2024 is as follows (in thousands, except percentages):

Current wording

Our operating income (loss) performance for the three and six months ended March 31, 2026 and 2025 is as follows (in thousands, except percentages):

Previous wording

Operating income for the Sample Management Solutions segment was $3.7 million for the three months ended December 31, 2025 compared to operating income of $4.0 million for thecorresponding period in the prior fiscal year. The Sample Management Solutions segment operating margin decreased 37 basis points for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. The decreases in operating income and operating margin were primarily driven by higher rework cost incurred on Automated Stores projects and the negative impact of a non-recurring item, largely offset by decreased operating expenses. Adjusted operating income was $5.0 million for the three months ended December 31, 2025 compared to adjusted operating income of $4.8 million for the corresponding period in the prior fiscal year. Adjusted operating margin increased 23 basis points for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. Adjusted operating income and margin exclude the impact of amortization of intangible assets, transformation costs and other adjustments.

Current wording

Operating income for the SMS segment was $1.7 million and $5.4 million, respectively, for the three and six months ended March 31, 2026 compared to operating loss of $1.2 million and operating income of $2.8 million, respectively, for thecorresponding periods in the prior fiscal year. The SMS segment operating margin increased 361 basis points and 159 basis points, respectively, for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. The increases in operating margin were primarily driven by higher revenue, partially offset by higher rework cost incurred on Automated Stores projects and an increase in excess and obsolete inventory reserves. Adjusted operating income for the SMS segment was $3.1 million and $8.1 million, respectively, for the three and six months ended March 31, 2026 compared to adjusted operating income of $2.8 million and $7.6 million, respectively, for the corresponding periods in the prior fiscal year. Adjusted operating margin for the SMS segment increased 32 basis points and 27 basis points, respectively, for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. Adjusted operating income and margin exclude the impact of amortization of completed technology, transformation costs and other adjustments.

Previous wording

Operating loss for the Multiomics segment was $5.0 millionforthe three months ended December 31, 2025 compared to an operating loss of $3.2 million for the corresponding period in the prior fiscal year. The Multiomics segment operating margin decreased 268 basis points forthe three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. The increase in operating loss and decrease in operating margin were primarily driven by lost cost leverage from lower North America sales volume for Sanger Sequencing. Adjusted operating loss was $4.4 million for the three months ended December 31, 2025 compared to adjusted operating loss of $2.3 million for the corresponding period in the prior fiscal year. Adjusted operating margin decreased 300 basis points forthe three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. Adjusted operating loss and margin exclude the impact of amortization related to completed technology, restructuring charges and other adjustments.

Current wording

Operating loss for the Multiomics segment was $10.8 million and $15.8 million, respectively, forthe three and six months ended March 31, 2026 compared tooperating loss of$6.4 million and$9.6 million, respectively, for the corresponding periods in the prior fiscal year. The Multiomics segment operating margin decreased 686 basis points and 470 basis points, respectively, forthe three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. The decreases in operating margin were primarily driven by lost cost leverage from lower North America sales volume for Sanger Sequencing services. Adjusted operating loss for the Multiomics segment was $10.1 million and $14.4 million, respectively, for the three and six months ended March 31, 2026 compared to adjusted operating loss of $5.5 million and $7.8 million, respectively, for the corresponding periods in the prior fiscal year. Adjusted operating margin for the Multiomics segment decreased 709 basis points and 498 basis points, respectively, forthe three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. Adjusted operating loss and margin exclude the impact of amortization of completed technology and intangible assets and other adjustments.

Previous wording

Our gross margin performance for the three months ended December 31, 2025 and 2024 is as follows (in thousands, except percentages):

Current wording

Our gross margin performance for the three and six months ended March 31, 2026 and 2025 is as follows (in thousands, except percentages):

Previous wording

The Multiomics segment gross margin decreased 322 basis points for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. Adjusted gross margin decreased 351 basis points for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year. The decreases in gross margin and adjusted gross margin were primarily driven by lost cost leverage from lower North America sales volume for Sanger Sequencing.

Current wording

The Multiomics segment gross margin decreased 276 basis points and 299 basis points, respectively, for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. Adjusted gross margin decreased 304 basis points and 327 basis points, respectively, for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year. The decreases in gross margin and adjusted gross margin were primarily driven by lost fixed-cost leverage from lower North America sales volume for Sanger Sequencing services.

Previous wording

Our research and development expenses for the three months ended December 31, 2025 and 2024 are as follows:

Current wording

Our research and development expenses for the three and six months ended March 31, 2026 and 2025 are as follows:

Previous wording

Total research and development expenses increased $2.1 million forthe three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year, driven by the Company's increased investment in development to support new product introduction.

Current wording

Total research and development expenses increased $1.8 million and$3.9 million, respectively, forthe three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year, driven by our increased investment in development to support new product introductions.

Previous wording

Our selling, general and administrative expenses for the three months ended December 31, 2025 and 2024 are as follows:

Current wording

Our selling, general and administrative expenses for the three and six months ended March 31, 2026 and 2025 are as follows:

Previous wording

Total selling, general and administrative expenses decreased $9.4 million for the three months ended December 31, 2025 compared to the corresponding period in the prior fiscal year, primarily due to lower compensation and benefits, transformation costs and bad debt expenses. The one-time costs related to the Company's leadership changes in the corresponding period in the prior fiscal year also contributed to the decrease in the three months ended December 31, 2025.

Current wording

Total selling, general and administrative expenses decreased $1.9 million and $11.3 million, respectively, for the three and six months ended March 31, 2026 compared to the corresponding periods in the prior fiscal year, primarily due to lower compensation and benefits expenses and contract labor costs. The one-time costs related to our leadership changes in the corresponding periods in the prior fiscal year also contributed to the decrease in the six months ended March 31, 2026.

Previous wording

Restructuring charges were$1.1 millionfor the three months ended December 31, 2025, an increase of $0.7 million compared to the corresponding period in the prior fiscal year. Please refer to Note 7,Restructuring in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Current wording

Restructuring charges were $1.4 million and$2.6 million, respectively, for the three and six months ended March 31, 2026, a decrease of $2.2 million and $1.4 million, respectively, compared to the corresponding periods in the prior fiscal year. Please refer to Note 8, Restructuring in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Previous wording

Interest income, net–* *We recorded interest income of$5.1 million three months ended December 31, 2025 compared to $4.3 million recorded for the three months ended December 31, 2024. The increase in interest income is due to increased investments in marketable securities during the three months ended December 31, 2025. Please refer to Note 4,Marketable Securities and Note 5,Derivative Instruments in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Current wording

Interest income, net– We recorded interest income of $4.4 million and $9.5 million, respectively, for the three and six months ended March 31, 2026 compared to$4.5 million and$8.8 million, respectively, for the three and six months ended March 31, 2025. The slight changes in interest income are a result of interest rate fluctuations in our investment portfolios. Please refer to Note 5, Marketable Securities and Note 6, Derivative Instruments in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Previous wording

Other income, net– We recorded other income of $0.1 million for the three months ended December 31, 2025 compared to $1.2 million in the corresponding period in the prior fiscal year. Other income, net primarily relates to foreign exchange gains and losses resulting from foreign currency denominated transactions and the revaluation of foreign currency denominated assets and liabilities.

Current wording

Other income, net– We recorded other income of $4.1 million for each of the three and six months ended March 31, 2026 compared to $1.2 million and $2.4 million, respectively, in the corresponding periods in the prior fiscal year. Other income, net primarily relates to foreign exchange gains and losses resulting from foreign currency denominated transactions and the revaluation of foreign currency denominated assets and liabilities. On March 4, 2026, we acquired UK Biocentre and settled a preexisting contractual relationship with UK Biocentre upon the business combination. As a result, we recognized $3.9 million of non-cash gain from the settlement, which is included in “Other income, net” on the condensed consolidated statements of operations for the three months ended March 31, 2026. Please refer to Note 4, Business Combination in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Previous wording

We recorded income tax expense of $3.1 million and $3.9 million during the three months ended December 31, 2025 and 2024, respectively. The tax expense in each period was primarily driven by the profits in foreign jurisdictions and state income taxes in jurisdictions where we do not have a net operating loss carryover.

Current wording

We recorded income tax expense of $7.2 million and $11.1 million, respectively, during the three and six months ended March 31, 2025. The tax expense in each period was primarily driven by the profits in foreign jurisdictions and state income taxes in jurisdictions where we do not have a net operating loss carry over.

Previous wording

On July 4, 2025, the "One Big Beautiful Bill Act" was signed into US tax law, extending many international tax provisions of the 2017 Tax Cuts and Jobs Act and providing additional favorable incentives. We will continue to monitor the financial impact of these changes. In the near term, we do not expect these changes to have an impact on our effective tax rate or cash flows as we are not electing to utilize many of the key incentives available under the "One Big Beautiful Bill Act."

Current wording

On July 4, 2025, the "One Big Beautiful Bill Act" was signed into U.S. tax law, extending many international tax provisions of the 2017 Tax Cuts and Jobs Act and providing additional favorable incentives. We will continue to monitor the financial impact of these changes. In the near term, we do not expect these changes to have an impact on our effective tax rate or cash flows as we are not electing to utilize many of the key incentives available under the "One Big Beautiful Bill Act."

Previous wording

Results related to the B Medical Systems business and legal fees related to the ongoing indemnification dispute with the buyer of the semiconductor cryogenics business are included within discontinued operations for the three months ended December 31, 2025 and 2024. Revenue from the B Medical Systems business was $13.1 million and $17.6 million for the three months ended December 31, 2025 and 2024, respectively. Loss from discontinued operations, net of tax, was $10.2 million for thethree months ended December 31, 2025, primarily driven by the loss on assets held for sale recorded in the three months ended December 31, 2025. Loss from discontinued operations was $3.9 million for the three months ended December 31, 2024. Loss from discontinued operations includes only direct operating expenses incurred that (1) are clearly identifiable as costs being disposed of upon completion of the sale and (2) will not be continued by us on an ongoing basis. Indirect expenses which supported the B Medical Systems business and remain part of continuing operations, are not reflected in loss from discontinued operations. Please refer to Note 3,Discontinued Operations, in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Current wording

Results related to the B Medical Systems business and legal fees related to the ongoing indemnification dispute with the buyer of the semiconductor cryogenics business are included within discontinued operations for the three and six months ended March 31, 2026. Revenue from the B Medical Systems business was $22.8 million and $17.2 million for the three months ended March 31, 2026 and 2025, respectively. Revenue from the B Medical Systems business was $35.9 million and $34.8 million for the six months ended March 31, 2026 and 2025, respectively. Loss from discontinued operations, netof tax, was $3.8 million and $14.0 million, respectively, for thethree and six months ended March 31, 2026, compared to $27.9 million and $31.8 million, respectively, for the three and six months ended March 31, 2025. The decrease is primarily due to lower loss on assets held for sale during three and six months ended March 31, 2026. Loss from discontinued operations includes only direct operating expenses incurred that (1) are clearly identifiable as costs being disposed of upon completion of the sale and (2) will not be continued by us on an ongoing basis. Indirect expenses which supported the B Medical Systems business and remain part of continuing operations, are not reflected in loss from discontinued operations. Please refer to Note 3, Discontinued Operations, in the notes to the unaudited condensed consolidated financial statements included in the section titled “Financial Statements” in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information.

Previous wording

As of December 31, 2025, we had cash and cash equivalents, restricted cash, and marketable securities of $570.9 million and stockholders’ equity of$1.7 billion. We believe that our current cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements for at least one year from the date of this Quarterly Report on Form 10-Q and for the foreseeable future thereafter. The current global economic environment makes it difficult for us to predict longer-term liquidity requirements with certainty. We may be unable to obtain financing that may be required on terms favorable to us, if at all. If adequate funds are not available to us on acceptable terms or otherwise, we may be unable to successfully develop or enhance products and services, respond to competitive pressures, or take advantage of acquisition opportunities, any of which could have a material adverse effect on our business, financial condition and operating results.

Current wording

As of March 31, 2026, we had cash and cash equivalents, restricted cash, and marketable securities of $564.8 million and stockholders’ equity of $1.6 billion. We believe that our current cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements for at least one year from the date of this Quarterly Report on Form 10-Q and for the foreseeable future thereafter. The current global economic environment makes it difficult for us to predict longer-term liquidity requirements with certainty. We may be unable to obtain financing that may be required on terms favorable to us, if at all. If adequate funds are not available to us on acceptable terms or otherwise, we may be unable to successfully develop or enhance products and services, respond to competitive pressures, or take advantage of acquisition opportunities, any of which could have a material adverse effect on our business, financial condition and operating results.

Previous wording

As of December 31, 2025, we had $163.6 million of cash, cash equivalents and restricted cash held outside of the United States whichare not currently needed for U.S. operations. We had approximately $28.0 million of cash in China as of December 31, 2025. We began repatriating the cash to the United States from China during the third quarter of the fiscal year 2025 and have provided for $6.4 million of income taxes related to the repatriation plan as of December 31, 2025. We have repatriated $41.1 million from China during fiscal year 2025 and may repatriate cash from China in the future. Our marketable securities are generally readily convertible to cash without a material adverse impact.

Current wording

As of March 31, 2026, we had $158.6 million of cash, cash equivalents and restricted cash held outside of the United States whichare not currently needed for U.S. operations. We had approximately$25.1 million ofcash in China as of March 31, 2026. We began repatriating cash from China to the United States during the third quarter of the fiscal year 2025 and have providedfor $6.4 million of income taxes related to the repatriation plan as of March 31, 2026. We have repatriated $41.1 million from China during fiscal year 2026 and have a plan to repatriate cash from China in the future. Our marketable securities are generally readily convertible to cash without a material adverse impact.

Previous wording

Our cash flows on a total company consolidated basis for the three months ended December 31, 2025 and 2024 were as follows:

Current wording

Our cash flows on a total company consolidated basis for the six months ended March 31, 2026 and 2025 were as follows:

Previous wording

Cash inflows from operating activities for the three months ended December 31, 2025 were$20.8 million, a decrease of $9.0 million compared to the corresponding period in the prior fiscal year. The decrease is primarily due to a U.S. federal tax refund of $11.5 million received in the three months ended December 31, 2024 compared to an immaterial amount received in the three months ended December 31, 2025. Investing activities for the three months ended December 31, 2025 include $108.7 million in purchases of marketable securities, which was offset by $142.7 million in sales and maturities of marketable securities. Investing activities for the three months ended December 31, 2025 also include the $9.0 million deposit in connection with the pending sale of the B Medical Systems business. Financing activities for the three months ended December 31, 2025 include $2.4 million of tax payments on net share settlements on equity awards during the three months ended December 31, 2025.

Current wording

Cash inflows from operating activities for the six months ended March 31, 2026 were $34.4 million, a decrease of $9.8 million compared to the corresponding period in the prior fiscal year. The decrease is primarily due to a U.S. federaltax refund of $11.5 million received in the six months ended March 31, 2025 compared to an immaterial U.S. federal tax refund received in the six months ended March 31, 2026.

Previous wording

As of December 31, 2025, we had non-cancellable commitments of $40.9 million comprised of purchase orders for inventory of $18.0 million and other operating expense commitments of $22.9 million.

Current wording

As of March 31, 2026, we had non-cancellable commitments of $41.1 million comprised of purchase orders for inventory of $20.4 million and other operating expense commitments of $20.7 million.