Hillman Solutions Corp.
For the period ended Mar 28, 2026. Filed Apr 28, 2026.
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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.
Mar 28, 2026 · Filed Apr 28, 2026
HLMN$8.32-2.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-27; filed 2025-11-04.
0001822492-25-000202
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-28; filed 2026-04-28.
0001822492-26-000084
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 163 previous paragraphs and 107 current paragraphs.
55 unchanged; 33 reworded; 16 added; 60 removed; 15 previous and 3 current paragraphs rearranged.
Tables are not compared: 13 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
On February 20, 2026, the U.S. Supreme Court issued a decision invalidating tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”). On April 15, 2026, Hillman filed a lawsuit in the U.S. Court of International Trade against the United States of America seeking a full refund of all IEEPA tariffs that Hillman has paid to the United States. The financial impact of these events is uncertain, as it is unclear to what extent duties will be refunded by CBP, how effective the refund process will be, the timeline that refunds could be issued, or if we can fully collect on any refunds owed. We are evaluating the impact of these developments on our business and financial statements. No adjustments have been recorded in the accompanying unaudited condensed consolidated financial statements as we cannot reasonably estimate the financial impact; however, it is reasonably possible that it could be material.
Current report
We evaluate our net sales growth by measuring changes from new business wins (e.g. new customers, new product lines, or categories at existing customers), mergers and acquisitions, and core performance of the existing business. We define core performance as the impact of the following factors on our existing base of business: market volume growth, change in customer footprint, product category management, price increases and/or decreases, and the impact of foreign currency exchange. During the quarter, our business was impacted by macroeconomic influences like economic uncertainty and concerns over housing affordability resulting from the combined pressure of high home prices and elevated interest rates, both of which impact existing home sales and repair and remodel spending on the home. During the first quarter of 2026, net sales increased by $10.7 million or 3.0%.
Current report
Our Hardware and Protective Solutions segment increased by $3.3 million, or 1.2%. Primarily driving the increase was 2.9% in new business wins, partially offset by a 1.7% decline in core performance. Our core performance was by impacted low double digit volume declines partially offset by a low double digit increase from pricing increases.
Current report
Our Robotics and Digital Solutions segment increased by $3.2 million, or 6.0%. Primarily driving the increase was 9.0% in new business wins offset by a 3.0% decrease in core performance. Core performance within RDS was negatively impacted by low double digit volume declines partially offset by the high single digit impact of price increases.
Current report
Lastly, our Canada segment increased by $4.3 million, or 15.1%. Primarily driving the increase was 15.5% in new business wins, partially offset by a 0.4% decline in core performance. Canada's core performance was negatively impacted by mid-single digit volume declines partially offset by the favorable mid-single digit impact of foreign exchange.
Current report
Hardware and Protective Solutions' cost of sales as a percentage of net sales increased primarily due increased tariff costs and change in product costs.
Current report
•Selling expense increased by $0.5 million primarily due increased variable selling expenses.
Current report
•Warehouse expense increased by $0.2 million primarily due primarily due to higher sales volumes.
Current report
Depreciation expense increased $2.6 million due to capital spend on merchandising racks and key duplication kiosks.
Current report
Canada's income from operations was comparable with the prior year.
Current report
30 | March 28, 2026 Form 10-Q
Current report
Investing Cash Flows:
Current report
Our revolver draws, net of payments, provided cash of $18.0 million in the thirteen weeks ended March 29, 2025, to fund capital expenditures.
Current report
Treasury Stock:
Current report
In the thirteen weeks ended March 28, 2026, the Company repurchased $10.1 million of its common stock, see Note 10 - Equity and Accumulated Other Comprehensive Loss of the Notes to Consolidated Financial Statements for additional information.
Current report
31 | March 28, 2026 Form 10-Q
Removed paragraphs (60)
Previous report
Tariff Environment
Previous report
In 2025, the U.S. government announced tariffs on imports from countries from which we import products and components. Subsequent to the initial announcements, there have been changes to the effective dates and amounts, and as a result, we are unable to fully quantify the impact that tariffs, when ultimately enacted, will have on our results of operations given the dynamic tariff environment.
Previous report
We estimate we source approximately 33% of our products from China, 33% from suppliers based in North America, and 33% from all other countries. Based on the current facts and tariff environment as of the date of this filing, tariffs have resulted in an increase in our net working capital and cost of sales. We have raised our prices to offset the tariff costs that are expected to further increase our cost of sales, although these price increases could impact future demand for our products. We continue to analyze the impact of these actions and what, if any, steps, including pricing actions, we may take to mitigate the impact of the tariffs. Consistent with our normal course of business, we will continue exploring alternative suppliers in other countries to source quality products that provide the best value for our customers.
Previous report
Segment Realignment
Previous report
In the second quarter of 2025, the Company realigned its Hardware and Protective Solutions segment to include the sales of accessories, which are now managed by the Hardware and Protective Solutions leadership team. Previously, accessories were included under the Robotics and Digital Solutions segment leadership team. See Note 16 - Segment Reporting of the Notes to Condensed Consolidated Financial Statements for additional information.
Previous report
Share Repurchases
Previous report
On July 31, 2025, the Board of Directors of the Company authorized a share repurchase program of up to $100,000 (the “Repurchase Program”) of the Company's common stock.
Previous report
The increase in total net sales during the third quarter of 2025 was primarily driven by the factors described below:
Previous report
Hardware and Protective Solutions' net sales increased by $29.8 million in the thirteen weeks ended September 27, 2025 due to the following:
Previous report
•Hardware net sales increased by $20.9 million primarily due to price increases of $28.6 million offset by $7.6 million in reduced volume.
Previous report
•Protective equipment net sales increased by $9.0 million primarily due to $8.7 million in additional sales related to the Intex acquisition. Additionally, sales were impacted by price increases of $6.5 million partially offset by $6.3 million in reduced volume.
Previous report
Robotics and Digital Solutions' net sales in the thirteen weeks ended September 27, 2025 increased by $1.9 million primarily due to $4.6 million in price increases partially offset by lower volumes.
Previous report
Canada net sales were comparable to prior year quarter.
Previous report
Hardware and Protective Solutions' cost of sales as a percentage of net sales decreased primarily due to the timing of price increases driven by higher tariff costs. During the quarter, we began taking pricing actions with our customers as we are paying the additional tariff costs in 2025. We expect higher tariff expense to be included in our cost of sales in the fourth quarter of 2025 as we sell through the inventory purchased prior to the new tariffs.
Previous report
•Warehouse expense increased $1.0 million primarily due to increased labor costs along with increased rent and maintenance.
Previous report
•Warehouse expense increased $0.4 million due to inflation in labor and shipping costs.
Previous report
•G&A expense increased by $1.0 million primarily due to severance expense recorded in connection with corporate restructuring activities in the third quarter of 2025.
Previous report
•Selling expense decreased by $0.2 million primarily due to lower severance costs associated with sales restructuring activities in the prior year.
Previous report
Depreciation expense increased $2.2 million due to capital spend on merchandising racks.
Previous report
Canada's income from operations decreased by $1.0 million primarily due to the changes in net sales, cost of sales and SG&A expenses described above. In addition, in the thirteen weeks ended September 27, 2025, Canada recorded exchange rate losses of $0.2 million and in the thirteen weeks ended September 28, 2024, Canada recorded exchange rate gains of $0.2 million.
Previous report
Thirty-nine weeks ended September 27, 2025 vs the Thirty-nine weeks ended September 28, 2024
Previous report
•Net sales for the thirty-nine weeks ended September 27, 2025 were $1,187.1 million compared to $1,123.0 million for the thirty-nine weeks ended September 28, 2024, an increase of approximately $64.1 million or 5.7%.
Previous report
•Net income for the thirty-nine weeks ended September 27, 2025 was $38.7 million, or $0.19 per diluted share, compared to net income of $18.5 million, or $0.09 per diluted share for the thirty-nine weeks ended September 28, 2024.
Previous report
•Adjusted EBITDA(1) totaled $217.8 million versus $185.5 million in the thirty-nine weeks ended September 27, 2025 and in the thirty-nine weeks ended September 28, 2024, respectively.
Previous report
RESULTS OF OPERATIONS
Previous report
Net Sales by Segment
Previous report
The increase in total net sales during the thirty-nine weeks ended September 27, 2025 was primarily driven by the factors described below:
Previous report
Hardware and Protective Solutions' net sales increased by $69.1 million in the thirty-nine weeks ended September 27, 2025 due to the following:
Previous report
•Hardware net sales increased by $22.8 million primarily driven by $28.7 million in price increases offset by decreased volume.
Previous report
•Protective equipment net sales increased by $46.3 million primarily driven by $41.2 million of additional sales related to the Intex acquisition along with $5.8 million in price increases.
Previous report
Robotics and Digital Solutions' net sales in the thirty-nine weeks ended September 27, 2025 increased by $4.0 million primarily driven by $11.2 million of increased prices offset by decreased volume of $7.2 million in key and engraving sales.
Previous report
Canada net sales decreased by $9.1 million primarily due to volume decreases of $5.0 million and an unfavorable impact of the exchange rate from Canadian dollars to U.S. dollars of $2.7 million.
Previous report
Hardware and Protective Solutions' cost of sales as a percentage of net sales decreased primarily due to the timing of price increases driven by higher tariff costs. During the quarter, we began taking pricing actions with our customers as we are paying the additional tariff costs in 2025. We expect higher tariff expense to be included in our cost of sales in the fourth quarter of 2025 as we sell through the inventory purchased prior to the new tariffs. These were partially offset by a higher mix of Protective Solutions sales which generally have higher costs than Hardware Solutions products.
Previous report
Canada cost of sales as a percentage of net sales was comparable to prior year.
Previous report
32 | September 27, 2025 Form 10-Q
Previous report
•Selling expense increased by $5.7 million primarily due to increased compensation and benefit expense.
Previous report
•General and administrative (“G&A”) expense increased $0.6 million. The increase was primarily driven by increased compensation and benefit expenses along with an increased investment into information technology. These current year increases were partially offset by a prior year write off of $7.5 million of accounts receivable, net, due to True Value declaring bankruptcy in 2024.
Previous report
•Warehouse expense increased $0.8 million due to inflation in labor and shipping costs.
Previous report
Canada SG&A decreased due to the following:
Previous report
•Warehouse expense decreased $1.1 million primarily due to lower sales volumes along with improved operational efficiencies.
Showing the first 40 of 60 passages. Open the source sections for the rest.
Reworded paragraphs (33)
Previous wording
Hillman Solutions Corp. and its wholly-owned subsidiaries (collectively, “Hillman” or “Company”) are one of the largest providers of hardware-related products and related merchandising services to retail markets in North America. Our principal business is operated through our wholly-owned subsidiary, Hillman Solutions Corp. and its wholly-owned subsidiaries (collectively, “Hillman Group”), which had net sales of $424.9 million in the thirteen weeks ended September 27, 2025 and $1,187.1 million in the thirty-nine weeks ended September 27, 2025. Hillman sells its products to hardware stores, home improvement centers, mass merchants, pet supply stores, and other retail outlets principally in the United States, Canada, and Mexico. Product lines include thousands of small hardware parts such as fasteners and related items; threaded rod and metal shapes; keys and accessories; builder's hardware; personal protective equipment, such as gloves and eyewear; rope and chain; and identification
Current wording
Hillman Solutions Corp. and its wholly-owned subsidiaries (collectively, “Hillman” or “Company”) are one of the largest providers of hardware-related products and related merchandising services to retail markets in North America. Our principal business is operated through our wholly-owned subsidiary, Hillman Solutions Corp. and its wholly-owned subsidiaries (collectively, “Hillman Group”), which had net sales of $370.1 million in the thirteen weeks ended March 28, 2026. Hillman sells its products to hardware stores, home improvement centers, mass merchants, pet supply stores, and other retail outlets principally in the United States, Canada, and Mexico. Product lines include thousands of small hardware parts such as fasteners and related items; threaded rod and metal shapes; keys and accessories; builder's hardware; personal protective equipment, such as gloves and eyewear; rope and chain; and identification items, such as tags and letters, numbers, and signs. We support product sales
Previous wording
items, such as tags and letters, numbers, and signs. We support product sales with services that include design and installation of merchandising systems, maintenance of appropriate in-store inventory levels, and break-fix for our robotics kiosks.
Current wording
with services that include design and installation of merchandising systems, maintenance of appropriate in-store inventory levels, and break-fix for our robotics kiosks.
Previous wording
We are exposed to the risk of unfavorable changes in foreign currency exchange rates for the U.S. dollar versus local currency of our suppliers, particularly those located in China and Taiwan, because we purchase a majority of our products for resale from multiple vendors located in these countries. The purchase price of these products is routinely negotiated in U.S. dollar amounts rather than the local currency of the vendors and our suppliers' profit margins decrease when the U.S. dollar declines in value relative to the local currency. This puts pressure on our suppliers to increase prices to us. The U.S. dollar declined in value relative to the CNY by approximately 2.3% in the thirty-nine weeks ended September 27, 2025, increased by 2.8% in 2024, and increased by 2.9% in 2023. The U.S. dollar declined in value relative to the Taiwan dollar by approximately 6.9% in the thirty-nine weeks ended September 27, 2025, increased by 7.1% in 2024, and declined by 0.4% in 2023.
Current wording
We are exposed to the risk of unfavorable changes in foreign currency exchange rates for the U.S. dollar versus local currency of our suppliers, particularly those located in China and Taiwan, because we purchase a majority of our products for resale from multiple vendors located in these countries. The purchase price of these products is routinely negotiated in U.S. dollar amounts rather than the local currency of the vendors and our suppliers' profit margins decrease when the U.S. dollar declines in value relative to the local currency. This puts pressure on our suppliers to increase prices to us. The U.S. dollar declined in value relative to the CNY by approximately 1.4% in the thirteen weeks ended March 28, 2026, declined by 4.0% in 2025, and increased by 2.8% in 2024. The U.S. dollar increased in value relative to the Taiwan dollar by approximately 1.7% in the thirteen weeks ended March 28, 2026, declined by 4.2% in 2025, and increased by 7.1% in 2024.
Previous wording
We are also exposed to risk of unfavorable changes in the Canadian dollar exchange rate versus the U.S. dollar. Our sales in Canada are denominated in Canadian dollars, while a majority of the products are sourced in U.S. dollars. A weakening of the Canadian dollar versus the U.S. dollar results in lower sales in terms of U.S. dollars
Current wording
We are also exposed to risk of unfavorable changes in the Canadian dollar exchange rate versus the U.S. dollar. Our sales in Canada are denominated in Canadian dollars, while a majority of the products are sourced in U.S. dollars. A weakening of the Canadian dollar versus the U.S. dollar results in lower sales in terms of U.S. dollars while the cost of sales remains unchanged. We have a practice of hedging some of our Canadian subsidiary's purchases denominated in U.S. dollars. The U.S. dollar increased in value relative to the Canadian dollar by approximately 1.5% in the thirteen weeks ended March 28, 2026, declined by 5.2% in 2025, and increased by 9.0% in 2024.
Previous wording
We import products, which are subject to customs requirements and to tariffs and quotas set by governments, through mutual agreements and bilateral actions. The historical U.S. tariffs on steel and aluminum and other imported goods have increased our product costs and required us to increase prices on the affected products. Current uncertainties about increases in tariffs of imported products from countries may have an adverse effect on our results. (see Recent Developments - Tariff Environment of Item 2 - Management’s Discussion and Analysis above and Risk Factors of Part II - Other Information for additional information).
Current wording
We import products, which are subject to customs requirements and to tariffs and quotas set by governments, through mutual agreements and bilateral actions. The historical U.S. tariffs on steel and aluminum and other imported goods have increased our product costs and required us to increase prices on the affected products. Current uncertainties about increases in tariffs of imported products from countries may have an adverse effect
Previous wording
•Net sales for the thirteen weeks ended September 27, 2025 were $424.9 million compared to net sales of $393.3 million for the thirteen weeks ended September 28, 2024, an increase of approximately $31.6 million or 8.0%.
Current wording
•Net sales for the thirteen weeks ended March 28, 2026 were $370.1 million compared to net sales of $359.3 million for the thirteen weeks ended March 29, 2025, an increase of approximately $10.7 million or 3.0%.
Previous wording
•Net income for the thirteen weeks ended September 27, 2025 was $23.2 million, or $0.12 per diluted share, compared to net income of $7.4 million, or $0.04 per diluted share for the thirteen weeks ended September 28, 2024.
Current wording
•Net loss for the thirteen weeks ended March 28, 2026 was $(4.7) million, or $(0.02) per diluted share, compared to a net loss of $(0.3) million, or $(0.00) per diluted share for the thirteen weeks ended March 29, 2025.
Previous wording
•Adjusted EBITDA(1) totaled $88.0 million versus $64.8 million in the thirteen weeks ended September 27, 2025 and in the thirteen weeks ended September 28, 2024, respectively.
Current wording
•Adjusted EBITDA(1) totaled $50.1 million versus $54.5 million in the thirteen weeks ended March 28, 2026 and in the thirteen weeks ended March 29, 2025, respectively.
Previous wording
(1)Adjusted EBITDA is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Measures” section for additional information, including our definition and our use of Adjusted EBITDA, and for a reconciliation from net income to Adjusted EBITDA.
Current wording
(1)Adjusted EBITDA is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Measures” section for additional information, including our definition and our use of Adjusted EBITDA, and for a reconciliation from net loss to Adjusted EBITDA.
Previous wording
Canada cost of sales as a percentage of net sales decreased primarily due to decreased product and shipping costs.
Current wording
Canada cost of sales as a percentage of net sales increased primarily due to increased product and shipping costs along with customer and product mix.
Previous wording
•Selling expense increased $5.5 million due to increased compensation costs.
Current wording
•Selling expense increased $1.5 million due to increased compensation costs.
Previous wording
•Warehouse expense increased $2.0 million due to inflation in shipping costs along with rent and maintenance. Additionally, warehouse expense includes $0.6 million in costs incurred related to our Cincinnati, Ohio distribution center consolidation project.
Current wording
•Warehouse expense increased $0.7 million primarily due to costs associated with our Cincinnati, Ohio distribution center consolidation project.
Previous wording
•General and administrative expense (“G&A”) decreased $0.9 million due to a write off of $7.5 million of accounts receivable, net, due to True Value declaring bankruptcy in 2024 partially offset by increased variable compensation costs and legal fees.
Current wording
•General and administrative expense (“G&A”) was comparable to prior year.
Previous wording
•Selling expense increased $1.2 million primarily due to increased variable selling expenses due to the shift from full-service keys to self-service keys, which have a higher variable selling cost.
Current wording
•Selling expense increased $2.9 million primarily due to increased variable selling expenses due to the shift from full-service keys to self-service keys, which have a higher variable selling cost.
Previous wording
•G&A expense decreased $1.1 million due to reduced compensation and benefit expense.
Current wording
•G&A expense decreased $0.5 million primarily due to reduced variable compensation.
Previous wording
Canada SG&A decreased due to the following:
Current wording
Canada SG&A increased due to the following:
Previous wording
In the thirteen weeks ended September 27, 2025, other income (expense) consisted primarily of exchange rate losses of $0.2 million and a $0.1 million loss on the revaluation of the contingent consideration associated with the acquisition of Resharp and Instafob (see Note 15 - Fair Value Measurements of the Notes to Condensed Consolidated Financial Statements for additional information). In addition, we recorded income related to certain rebates received of $0.3 million.
Current wording
In the thirteen weeks ended March 28, 2026, other income (expense) consisted primarily of a $0.5 million gain on the revaluation of the contingent consideration associated with the acquisition of Resharp and Instafob (see Note 14 - Fair Value Measurements of the Notes to Condensed Consolidated Financial Statements for additional information) along with $0.2 million in rebate income. This was partially offset by exchange rate losses of $0.2 million.
Previous wording
In the thirteen weeks ended September 28, 2024, other income (expense) consisted primarily of a $0.5 million gain on the revaluation of the contingent consideration associated with the acquisition of Resharp and Instafob.
Current wording
In the thirteen weeks ended March 29, 2025, other income (expense) consisted primarily of a $0.3 million gain on the revaluation of the contingent consideration associated with the acquisition of Resharp and Instafob.
Previous wording
Income from operations in our Hardware and Protective Solutions segment increased $21.3 million due to the changes in net sales, cost of sales, and SG&A expenses described above. These changes were partially offset by an increase in depreciation expense of $1.6 million due to capital spend on merchandising racks.
Current wording
Income from operations in our Hardware and Protective Solutions segment decreased $7.5 million due to the changes in net sales, cost of sales, and SG&A expenses described above and an increase in depreciation expense of $0.6 million due to capital spend on merchandising racks.
Previous wording
Income from operations in our Robotics and Digital Solutions segment decreased $1.3 million. The $1.3 million decrease is primarily due to the changes in net sales, cost of sales, and SG&A expenses described above, in addition to an increase in depreciation expense of $0.5 million due to capital spend on key duplication kiosks and machines. Additionally, we saw a decrease of $0.5 million in other income driven by the changes in revaluation of the contingent consideration described above.
Current wording
Income from operations in our Robotics and Digital Solutions segment decreased $0.4 million. The $0.4 million decrease is primarily due to the changes in net sales, cost of sales, and SG&A expenses described above, and an increase in depreciation expense of $1.9 million due to capital spend on key duplication kiosks and machines. Additionally, we saw an increase of $0.2 million in other income driven by the changes in revaluation of the contingent consideration described above.
Previous wording
Interest expense, net, decreased $1.3 million in the thirty-nine weeks ended September 27, 2025 primarily due to a reduction in outstanding debt and a reduction in interest rate spreads driven by the debt repricing in the first quarter of 2025(see Note 9 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information).
Current wording
Interest expense, net, decreased $1.5 million in the thirteen weeks ended March 28, 2026 primarily due to a reduction in outstanding debt and a reduction in interest rate spreads driven by the debt repricing in the first quarter of 2025(see Note 9 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information).
Previous wording
For the thirteen weeks ended September 27, 2025 and thirteen weeks ended September 28, 2024, the effective income tax rate was 25.7% and 37.0%, respectively. The Company recorded an income tax provision for the thirteen weeks ended September 27, 2025 of $8.0 million based on a pre-tax income of $31.2 million, and an income tax provision for the thirteen weeks ended September 28, 2024 of $4.4 million based on a pre-tax income of $11.8 million.
Current wording
For the thirteen weeks ended March 28, 2026 and thirteen weeks ended March 29, 2025, the effective income tax rate was 18.3% and 9.7%, respectively. The Company recorded an income tax benefit for the thirteen weeks ended March 28, 2026 of $1.1 million based on a pre-tax loss of $5.8 million, and an income tax benefit for the thirteen weeks ended March 29, 2025 of $0.03 million based on a pre-tax loss of $0.35 million.
Previous wording
In 2025 and 2024, the effective tax rate differed from the U.S. federal statutory tax rate due to state and foreign income taxes and certain non-deductible expenses. See Note 8 - Income Taxes of the Notes to Condensed Consolidated Financial Statements for additional information.
Current wording
In 2026 and 2025, the effective tax rate differed from the U.S. federal statutory tax rate due to state and foreign income taxes and certain non-deductible expenses.
Previous wording
The following table presents a reconciliation of net income, the most directly comparable financial measure under GAAP, to Adjusted EBITDA for the periods presented:
Current wording
The following table presents a reconciliation of net loss, the most directly comparable financial measure under GAAP, to Adjusted EBITDA for the periods presented:
Previous wording
(3)Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc. and Intex DIY, Inc. acquisitions.
Current wording
(2)Transaction and integration expense includes professional fees and other costs related to acquisition activity, including the to the Campbell Chain and Fittings and Delaney Hardware acquisitions in 2026 (see Note 16 - Subsequent Events of the Notes to Condensed Consolidated Financial Statements for additional information).
Previous wording
(4)In the first quarters of 2025 and 2024, we entered into a Repricing Amendment (2025 Repricing Amendment and 2024 Repricing Amendment) on our existing Senior Term Loan due July 14, 2028 (see Note 9 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information).
Current wording
(3)In the first quarter of 2025, we entered into a Repricing Amendment (2025 Repricing Amendment) on our existing Senior Term Loan due July 14, 2028 (see Note 8 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information).
Previous wording
Our working capital position, which we define as current assets minus current liabilities, of $397.9 million as of September 27, 2025 represents an increase of $78.4 million from the December 28, 2024 level of $319.5 million driven by seasonality of the business and tariff costs. We expect to generate sufficient operating cash flows to meet our short-term liquidity needs, and we expect to maintain access to the capital markets, although there can be no assurance of our ability to do so. However, disruption and volatility in the global capital markets and economic uncertainties driven by increases in tariffs could impact our capital resources and liquidity in the future. We do expect the current tariff environment to increase our costs of products we import, which will increase our working capital position and unfavorably impact our future cash flows (see Recent Developments - Tariff Environment of Item 2 - Management’s Discussion and Analysis and Risk Factors of Part II - Other Information for additional information).
Current wording
Our working capital position, which we define as current assets minus current liabilities, of $442.8 million as of March 28, 2026 represents an increase of $53.9 million from the December 27, 2025 level of $388.9 million driven by seasonality of the business and tariff costs. We expect to generate sufficient operating cash flows to meet our short-term liquidity needs, and we expect to maintain access to the capital markets, although there can be no assurance of our ability to do so. However, disruption and volatility in the global capital markets and economic uncertainties driven by increases in tariffs could impact our capital resources and liquidity in the future. We do expect the current tariff environment to increase our costs of products we import, which will increase our working capital position and unfavorably impact our future cash flows (see Recent Developments - Tariff Environment of Item 2 - Management’s Discussion and Analysis and Risk Factors of Part II - Other Information for additional information).
Previous wording
Net cash provided by operating activities for the thirty-nine weeks ended September 28, 2024 was unfavorably impacted by increases in accounts receivable due to the seasonality of our business as well as accounts receivable generated by the Koch business post acquisition. Additionally, we saw increased accounts payable due to the timing of inventory purchases and payments.
Current wording
Net cash used for operating activities for the thirteen weeks ended March 28, 2026 was unfavorably impacted by increases in accounts receivable and timing of supplier payments due to the seasonality of our business.
Previous wording
Net cash provided by operating activities for the thirty-nine weeks ended September 27, 2025 was unfavorably impacted by increases in the costs of inventory due to the recently enacted tariffs. Increased accounts receivable also unfavorably impacted cash flows due to pricing actions we have taken with our customers in response to the tariff cost increases. Increased accounts payable driven by the tariff costs partially offset the inventory and receivables changes. Additionally, operating cash flow in the thirty-nine weeks ended September 27, 2025 was unfavorably impacted by increases in other assets due to our investment in cloud based information technology. Finally, net cash provided by operating activities was unfavorably impacted by a decrease in accrued incentive compensation related to the payout of 2024 incentive compensation.
Current wording
Additionally, net cash used for operating activities was unfavorably impacted by a decrease in accrued incentive compensation related to the payout of 2025 incentive compensation.
Previous wording
Cash of $55.3 million and $64.2 million was used in the thirty-nine weeks ended September 27, 2025 and thirty-nine weeks ended September 28, 2024, respectively, to invest in new key duplicating kiosks and merchandising racks.
Current wording
Cash of $14.8 million and $20.7 million was used in the thirteen weeks ended March 28, 2026 and thirteen weeks ended March 29, 2025, respectively, to invest in new key duplicating kiosks and merchandising racks.
Previous wording
The Company used $6.4 million of cash for principal payments on the senior term loan. As of September 27, 2025, we have outstanding borrowings of $639.1 million on the term loan. See Note 9 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information.
Current wording
The Company used $2.1 million of cash for principal payments on the senior term loan. As of March 28, 2026, we have outstanding borrowings of $634.8 million on the term loan. See Note 8 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information.
Previous wording
Our revolver payments, net of draws, used cash of $13.0 million in the thirty-nine weeks ended September 27, 2025, primarily used to fund the additional tariff costs in the current year.
Current wording
Our revolver draws, net of payments, provided cash of $47.2 million in the thirteen weeks ended March 28, 2026, primarily used to fund capital expenditures.
Previous wording
In the thirty-nine weeks ended September 27, 2025 and thirty-nine weeks ended September 28, 2024 the Company received $1.2 million and $8.9 million from the exercise of stock options, respectively.
Current wording
In the thirteen weeks ended March 28, 2026 and thirteen weeks ended March 29, 2025, the Company received $1.5 million and $0.3 million from the exercise of stock options, respectively.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
on our results. (see Recent Developments - Tariff Environment of Item 2 - Management’s Discussion and Analysis above and Risk Factors of Part II - Other Information for additional information).
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See Note 7 - Income Taxes of the Notes to Condensed Consolidated Financial Statements for additional information.
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Net cash used for operating activities for the thirteen weeks ended March 29, 2025 was unfavorably impacted by increases in accounts receivable due to the seasonality of our business in addition to a decrease in accrued incentive compensation related to the payout of 2024 incentive compensation.
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while the cost of sales remains unchanged. We have a practice of hedging some of our Canadian subsidiary's purchases denominated in U.S. dollars. The U.S. dollar declined in value relative to the Canadian dollar by approximately 3.3% in the thirty-nine weeks ended September 27, 2025, increased by 9.0% in 2024, and declined by 2.4% in 2023.
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Interest expense, net, decreased $0.4 million primarily due to a reduction in outstanding debt and a reduction in interest rate spreads driven by the debt repricing in the first quarter of 2025(see Note 9 - Long-term Debt of the Notes to Condensed Consolidated Financial Statements for additional information).
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FINANCIAL SUMMARY AND OTHER KEY METRICS
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The following analysis of results of operations includes a brief discussion of the factors that affected our operating results and a comparative analysis of the thirty-nine weeks ended September 27, 2025 and the thirty-nine weeks ended September 28, 2024.
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(1)Adjusted EBITDA is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Measures” section for additional information, including our definition and our use of Adjusted EBITDA, and for a reconciliation from net income to Adjusted EBITDA.
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Cost of Sales (excluding depreciation and amortization)
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The following table summarizes cost of sales by segment:
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Robotics and Digital Solutions' cost of sales as a percentage of net sales decreased primarily due to price increases and sales mix.
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Selling, Warehouse, and General and Administrative Expenses
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The following table summarizes selling, warehouse, and general and administrative expense ("SG&A") by segment:
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Hardware and Protective Solutions' SG&A increased due to the following:
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Robotics and Digital Solutions' SG&A increased due to the following:
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•Selling expense increased by $4.9 million primarily due to the shift from full-service keys to self-service keys, which have a higher variable selling cost.
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Amortization expense in the thirty-nine weeks ended September 27, 2025 was comparable to prior year.
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In 2025 and 2024, the effective tax rate differed from the U.S. federal statutory tax rate due to state and foreign income taxes and certain non-deductible expenses (see Note 8 - Income Taxes of the Notes to Condensed Consolidated Financial Statements for additional information).