SharkNinja, Inc.

Previous wording

SharkNinja is a global product design and technology company that creates innovative 5-star rated lifestyle solutions for consumers around the world. We have built two billion-dollar brands that drive strong growth and innovation across the 39 sub-categories in which we compete today. We have a proven track record of entering and establishing leadership positions by disrupting the market across household product categories, including Cleaning, Cooking and Beverage, Food Preparation, and Beauty and Home Environment. The Company has identified two operating segments, Domestic and International, based on geographic sales regions for which discrete financial information is available. Domestic consists of the United States and Canada, and International consists of markets outside the United States and Canada. The Company has determined that these two operating segments meet the aggregation criteria in ASC 280-10-50-11 and therefore are aggregated into one reportable segment. See “Note 3 - Segment Reporting” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information.

Current wording

SharkNinja is a global product design and technology company that creates innovative 5-star rated lifestyle solutions for consumers around the world. We have built two billion-dollar+ brands that drive strong growth and innovation across the 39 sub-categories in which we competed as of June 30, 2026, having entered our 40th sub-category in July 2026. We have a proven track record of entering and establishing leadership positions by disrupting the market across household product categories, including Cleaning, Cooking and Beverage, Food Preparation, and Beauty and Home Environment Appliances. The Company has identified two operating segments, Domestic and International, based on geographic sales regions for which discrete financial information is available. Domestic consists of the United States and Canada, and International consists of markets outside the United States and Canada. The Company has determined that these two operating segments meet the aggregation criteria in ASC 280-10-50-11 and therefore are aggregated into one reportable segment. See “Note 3 - Segment Reporting” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information.

Previous wording

The tariff environment has been and continues to be highly dynamic. On February 20, 2026, the U.S. Supreme Court held in Learning Resources, Inc. v Trump that the International Emergency Economic Powers Act (“IEEPA”) does not authorize the President to impose tariffs. Following the decision, the President terminated the additional duties previously imposed under IEEPA and, effective February 24, 2026, imposed a 10% global import surcharge on most imported goods under Section 122 of the Trade Act of 1974. The Section 122 surcharge is temporary and, by statute, is set to expire on July 24, 2026, unless extended by an act of Congress. The administration has publicly indicated its intention to pursue tariff actions under alternative authorities, including new investigations initiated under Section 301 of the Trade Act of 1974, which could result in successor tariff actions; however, the scope, timing, and rates of any such actions remain uncertain. Additionally, the Section 122 surcharge is subject to pending legal challenges, the outcome of which could affect its scope or duration. Tariffs previously imposed under Section 301 and Section 232, including on goods imported from China, remain in effect and are unaffected by the Supreme Court's ruling.

Current wording

The tariff environment has been and continues to be highly dynamic. On February 20, 2026, the U.S. Supreme Court held in Learning Resources, Inc. v Trump that the International Emergency Economic Powers Act (“IEEPA”) does not authorize the President to impose tariffs. Following the decision, the President terminated the additional duties previously imposed under IEEPA and, effective February 24, 2026, imposed a 10% global import surcharge on most imported goods under Section 122 of the Trade Act of 1974. The Section 122 surcharge is temporary and, by statute, expired on July 24, 2026, without a congressional extension. The administration has publicly indicated its intention to pursue tariff actions under alternative authorities, including new investigations initiated under Section 301 of the Trade Act of 1974, which could result in successor tariff actions; however, the scope, timing, and rates of any such actions remain uncertain. Additionally, the Section 122 surcharge is subject to pending legal challenges, the outcome of which could affect its scope or duration. Tariffs previously imposed under Section 301 and Section 232, including on goods imported from China, remain in effect and are unaffected by the Supreme Court’s ruling.

Previous wording

We offer a broad range of products that span 39 sub-categories primarily within small household appliances. We generate net sales from product sales to retailers, both brick-and-mortar and online, as well as through DTC sales and distributors. We recognize sales upon transfer of control of products to retailers, consumers and distributors, net of returns, discounts and allowances provided to retailers and funding provided to retailers for promotions and advertising of our products. Control is generally transferred upon shipment or delivery of the products, depending on shipping terms. Net sales are impacted by the effect of foreign exchange rates, competition, consumer spending habits and general economic conditions.

Current wording

We offer a broad range of products that span 40 sub-categories primarily within small household appliances. We generate net sales from product sales to retailers, both brick-and-mortar and online, as well as through DTC sales and distributors. We recognize sales upon transfer of control of products to retailers, consumers and distributors, net of returns, discounts and allowances provided to retailers and funding provided to retailers for promotions and advertising of our products. Control is generally transferred upon shipment or delivery of the products, depending on shipping terms. Net sales are impacted by the effect of foreign exchange rates, competition, consumer spending habits and general economic conditions.

Previous wording

Gross profit reflects net sales less the cost of sales. Cost of sales primarily consists of the purchase cost of our products from third-party manufacturers, inbound freight costs, tariffs, product quality testing and inspection costs, the costs associated with receiving inventory into our warehouses, depreciation on molds and tooling that we own, warranty costs, damages, obsolescence and shrinkage costs and allocated overhead, including the service fee paid to JS Global for supply chain services.

Current wording

Gross profit reflects net sales less the cost of sales. Cost of sales primarily consists of the purchase cost of our products from third-party manufacturers, inbound freight costs, tariffs, product quality testing and inspection costs, the costs associated with receiving inventory into our warehouses, depreciation on molds and tooling that we own, warranty costs, damages, obsolescence and shrinkage costs and allocated overhead, including the service fee paid to JS Global for supply chain services under the Sourcing Services Agreement, which ended on July 31, 2025.

Previous wording

Our operating expenses consist of research and development, sales and marketing and general and administrative expenses. Advertising expenses are the most significant component of our operating expenses and consist of digital advertising, social media and other advertising. Personnel-related expenses are the second most significant component of operating expenses and consist of salaries and bonuses, share-based compensation and employee benefit costs. Our operating expenses also include allocated overhead. Overhead costs that are not substantially dedicated for use by a specific functional group are allocated based on headcount. Allocated overhead costs include shared costs associated with facilities, including rent and utilities and depreciation of property and equipment. We expect our operating expenses to increase on an absolute dollar basis for the foreseeable future as we continue to increase investments to support our growth including through increasing staff levels, expanding research and development and greater marketing activities.

Current wording

Our operating expenses consist of research and development, sales and marketing and general and administrative expenses. Advertising expenses are the most significant component of our operating expenses and consist of digital advertising, social media and other advertising. Personnel-related expenses are the second most significant component of operating expenses and consist of salaries and bonuses, share-based compensation and employee benefit costs. Our operating expenses also include allocated overhead. Overhead costs that are not substantially dedicated for use by a specific functional group are allocated based on headcount. Allocated overhead costs include shared costs associated with facilities, including rent and utilities and depreciation of property and equipment. We expect our operating expenses to increase on an absolute dollar basis for the foreseeable future as we continue to increase investments to support our growth, including expanding research and development capabilities and greater marketing activities.

Previous wording

Our net sales increased by $190.2 million, or 15.6%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in net sales resulted from growth in Cleaning Appliances, Cooking and Beverage Appliances, and Beauty and Home Environment Appliances.

Current wording

Our net sales increased by $320.6 million, or 22.2%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase in net sales resulted from growth in Cooking and Beverage Appliances, Beauty and Home Environment Appliances, Food Preparation Appliances and Cleaning Appliances.

Previous wording

•Cleaning Appliances net sales increased by $75.1 million, or 17.0%, to $516.6 million in the three months ended March 31, 2026, compared to $441.4 million for the three months ended March 31, 2025. This increase was driven by the carpet extractor and corded vacuums sub-categories.

Current wording

•Cleaning Appliances net sales increased by $20.6 million, or 4.1%, to $522.0 million in the three months ended June 30, 2026, compared to $501.5 million for the three months ended June 30, 2025. This increase was driven by the carpet extractor and cordless vacuums sub-categories.

Previous wording

•Cooking and Beverage Appliances net sales increased by $68.7 million, or 19.8%, to $414.6 million in the three months ended March 31, 2026, compared to $345.9 million for the three months ended March 31, 2025. This increase was driven by sales of our Ninja Luxe Café espresso machine and the strength of Ninja Crispi.

Current wording

•Cooking and Beverage Appliances net sales increased by $133.3 million, or 36.5%, to $499.0 million in the three months ended June 30, 2026, compared to $365.7 million for the three months ended June 30, 2025. This increase was driven by sales of our Ninja Luxe Café espresso machine and the strength of the Ninja Crispi.

Previous wording

•Beauty and Home Environment Appliances net sales increased by $56.3 million, or 40.8%, to $194.1 million in the three months ended March 31, 2026, compared to $137.9 million for the three months ended March 31, 2025. This increase was driven by continued strength of our skincare product portfolio.

Current wording

•Beauty and Home Environment Appliances net sales increased by $112.9 million, or 65.3%, to $285.8 million in the three months ended June 30, 2026, compared to $172.9 million for the three months ended June 30, 2025. This increase was driven by continued strength of our skincare and fan product portfolios.

Previous wording

Our gross profit increased by $91.7 million, or 15.2%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.

Current wording

Our gross profit increased by $152.2 million, or 21.5%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Previous wording

Our gross margin decreased by 10 basis points for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease in gross margin was primarily driven by the cost pressures related to tariffs in the U.S. market, partially offset by cost optimization efforts, favorable shifts in our categories and channels, and a decline in the amounts owed under a contractual sourcing service fee paid to JS Global for supply chain services, which ended July 31, 2025.

Current wording

Our gross margin decreased by 30 basis points for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The decrease in gross margin was primarily driven by the cost pressures related to tariffs in the U.S. market, unfavorable foreign currency, and increased retailer activations, partially offset by cost optimization efforts, favorable shifts in our categories and channels, and a decline in the amounts owed under a contractual sourcing service fee paid to JS Global for supply chain services, which ended July 31, 2025.

Previous wording

Sales and marketing expenses increased by $39.6 million, or 14.4%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was primarily attributable to increases of $16.6 million in delivery and distribution costs, driven by higher volumes and changes in product mix, $8.9 million in personnel-related expenses to support new product launches and new markets, and $8.2 million in advertising-related expenses.

Current wording

Sales and marketing expenses increased by $83.8 million, or 23.4%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This increase was primarily attributable to increases of $26.2 million in delivery and distribution costs, driven by higher volumes, changes in product mix and higher fuel costs, $20.7 million in advertising-related expenses, $19.9 million in personnel-related expenses to support new product launches and expansion into new markets, $8.8 million in credit card processing and merchant fees, and $2.6 million in product sample costs to support marketing and social commerce initiatives.

Previous wording

Interest expense, net decreased by $6.0 million, or 47.7%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This decrease was primarily due to an increase in interest income of $2.8 million resulting from larger cash balances compared to prior year, a $1.8 million decrease in interest expense on our term loans, which was driven by principal payments made throughout the year, and a $0.8 million decrease in interest expense on our revolving credit facility, primarily due to no outstanding borrowings for the three months ended March 31, 2026.

Current wording

Interest expense, net decreased by $5.9 million, or 42.7%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This decrease was primarily due to an increase in interest income of $2.1 million resulting from larger cash balances compared to prior year, a $1.8 million decrease in interest expense on our term loan, which was driven by principal payments made throughout the year, and a $1.1 million decrease in interest expense on our revolving credit facility, primarily due to no outstanding borrowings for the three months ended June 30, 2026.

Previous wording

Provision for income taxes decreased by $1.6 million, or 5.7%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Our effective tax rate (“ETR”) was 17.7% and 19.0% of our income before income taxes for the three months ended March 31, 2026 and 2025, respectively. This decrease in the ETR is primarily driven by changes in the geographic mix of earnings and applicable tax rates.

Current wording

Provision for income taxes decreased by $7.4 million, or 17.9%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. Our effective tax rate (“ETR”) was 20.7% and 22.8% of our income before income taxes for the three months ended June 30, 2026 and 2025, respectively. This decrease in the ETR was primarily driven by a tax benefit recognized during the quarter in connection with the Company’s purchase of transferable income tax credits, as well as changes in the geographic mix of earnings and applicable tax rates.

Previous wording

•Food Preparation Appliances net sales decreased by $9.9 million, or 3.3%, to $287.5 million in the three months ended March 31, 2026, compared to $297.4 million for the three months ended March 31, 2025 driven by declines in our frozen drinks sub-category, partially offset by strong growth in our blending sub-category.

Current wording

•Food Preparation Appliances net sales increased by $44.0 million, or 6.3%, to $746.1 million in the six months ended June 30, 2026, compared to $702.2 million for the six months ended June 30, 2025. This increase was driven by strong growth in our blending sub-category, partially offset by declines in our frozen drinks sub-category.

Previous wording

Geographically, Domestic net sales increased by $70.9 million, or 8.4%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was driven by growth within existing categories and the success of new product categories. International net sales increased by $119.3 million, or 31.6%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was driven by continued global expansion and the successful introduction of existing product categories into new international markets.

Current wording

Geographically, Domestic net sales increased by $224.3 million, or 12.2%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This increase was driven by growth within existing categories and the success of new product categories. International net sales increased by $286.4 million, or 34.3%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This increase was driven by continued global expansion, including the successful introduction of existing product categories into new international markets, and consistent growth in our key international countries.

Previous wording

Research and development expenses increased by $11.3 million, or 12.9%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was primarily driven by an increase of $4.5 million in prototypes and testing costs, incremental personnel-related expenses of $2.2 million driven by increased headcount to support new product categories and new market expansion, an increase of $1.9 million in professional and consulting fees, and an increase of $1.3 million in technology costs associated with cloud computing solutions.

Current wording

Research and development expenses increased by $31.2 million, or 17.6%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This increase was primarily driven by incremental personnel-related expenses of $15.4 million reflecting increased headcount to support new product categories and new market expansion, an increase of $8.0 million in prototypes and testing costs, and an increase of $2.7 million in technology costs associated with cloud computing solutions.

Previous wording

General and administrative expenses increased by $21.3 million, or 22.4%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was driven by an increase of $20.9 million in personnel-related expenses, primarily due to a $13.2 million increase in share-based compensation, as well as an increase of $2.6 million in legal fees. These were partially offset by a decrease of $2.8 million in technology costs.

Current wording

General and administrative expenses increased by $59.0 million, or 31.5%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This increase was driven by an increase of $51.1 million in personnel-related expenses, primarily due to a $35.8 million increase in share-based compensation, as well as increases of $5.5 million in professional and consulting fees and $4.5 million in legal fees. These were partially offset by a decrease of $3.2 million in technology costs.

Previous wording

(2)Adjusted for gross profit impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.

Current wording

(2)Adjusted for gross profit impact from a voluntary product recall that was recognized during the six months ended June 30, 2026 and the three and six months ended June 30, 2025.

Previous wording

(3)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Operating Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended March 31, 2026 and 2025 was recorded to research and development expenses, and $4.0 million for the three months ended March 31, 2026 and 2025 was recorded to sales and marketing expenses.

Current wording

(3)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Operating Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended June 30, 2026 and 2025, and $1.8 million for the six months ended June 30, 2026 and 2025, was recorded to research and development expenses, and $4.0 million for the three months ended June 30, 2026 and 2025, and $7.9 million for the six months ended June 30, 2026 and 2025, was recorded to sales and marketing expenses.

Previous wording

(5)Adjusted for operating income impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.

Current wording

(5)Adjusted for operating income impact from a voluntary product recall that was recognized during the six months ended June 30, 2026 and the three and six months ended June 30, 2025.

Previous wording

(4)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Net Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended March 31, 2026 and 2025 was recorded to research and development expenses, and $4.0 million for the three months ended March 31, 2026 and 2025 was recorded to sales and marketing expenses.

Current wording

(4)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Operating Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended June 30, 2026 and 2025, and $1.8 million for the six months ended June 30, 2026 and 2025, was recorded to research and development expenses, and $4.0 million for the three months ended June 30, 2026 and 2025, and $7.9 million for the six months ended June 30, 2026 and 2025, was recorded to sales and marketing expenses.

Previous wording

(6)Adjusted for net income impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.

Current wording

(6)Adjusted for net income impact from a voluntary product recall that was recognized during the six months ended June 30, 2026 and the three and six months ended June 30, 2025.

Previous wording

(7)Represents the income tax effects of the adjustments included in the reconciliation of net income to Adjusted Net Income determined using the tax rate of 22% for the three months ended March 31, 2026 and 2025, which approximates our ETR, excluding certain share-based compensation costs and separation and distribution-related costs that are not tax deductible.

Current wording

(7)Represents the income tax effects of the adjustments included in the reconciliation of net income to Adjusted Net Income determined using the tax rate of 22.4% for the three and six months ended June 30, 2026 and 23.3% for the three and six months ended June 30, 2025, respectively, which approximates our ETR, excluding certain share-based compensation costs and separation and distribution-related costs that are not tax deductible.

Previous wording

(5)Adjusted for the Adjusted EBITDA impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.

Current wording

(5)Adjusted for the Adjusted EBITDA impact from a voluntary product recall that was recognized during the six months ended June 30, 2026 and the three and six months ended June 30, 2025.

Previous wording

Our principal sources of liquidity are our cash and cash equivalents, cash generated from operations and our revolving credit facility (“2023 Revolving Facility”). Our principal uses of cash have been investing in international expansion, new product development, working capital, repayment of debt, and repurchases of our ordinary shares. As of March 31, 2026, our principal sources of liquidity were cash and cash equivalents of $511.8 million and our available balance of $489.1 million under our 2023 Revolving Facility. Our cash and cash equivalents consist primarily of cash on deposits with banks.

Current wording

Our principal sources of liquidity are our cash and cash equivalents, cash generated from operations and our revolving credit facility (“2023 Revolving Facility”). Our principal uses of cash have been investing in international expansion, new product development, working capital, repayment of debt, and repurchases of our ordinary shares. As of June 30, 2026, our principal sources of liquidity were cash and cash equivalents of $779.8 million and our available balance of $489.8 million under our 2023 Revolving Facility. Our cash and cash equivalents consist primarily of cash on deposits with banks.

Previous wording

We have lease obligations and other contractual obligations and commitments as part of our ordinary course of business. See “Note 8 - Debt” and “Note 9 - Commitments and Contingencies” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for information regarding our contractual obligations. We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements involving commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on our business, financial condition, results of operations, liquidity, cash requirements or capital resources.

Current wording

We have lease obligations and other contractual obligations and commitments as part of our ordinary course of business. See “Note 8 - Operating Leases,” “Note 9 - Debt,” and “Note 10 - Commitments and Contingencies” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for information regarding our contractual obligations. We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements involving commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on our business, financial condition, results of operations, liquidity, cash requirements or capital resources.

Previous wording

In July 2023, we entered into a credit agreement (“2023 Credit Agreement”), which provides for an $810.0 million term loan facility (the “2023 Term Loan”) and a $500.0 million 2023 Revolving Facility. As of March 31, 2026, we had $729.0 million debt outstanding under the 2023 Credit Agreement. See "Note 8 – Debt" to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for further information regarding the 2023 Credit Agreement.

Current wording

In July 2023, we entered into a credit agreement (“2023 Credit Agreement”), which provides for an $810.0 million term loan facility (the “2023 Term Loan”) and a $500.0 million 2023 Revolving Facility. As of June 30, 2026, we had $718.9 million debt outstanding under the 2023 Credit Agreement. See “Note 9 - Debt” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for further information regarding the 2023 Credit Agreement.

Previous wording

No amounts were outstanding on the 2023 Revolving Facility as of December 31, 2025 or March 31, 2026. As of March 31, 2026, $10.9 million of letters of credit were outstanding, resulting in an available balance of $489.1 million under the 2023 Revolving Facility.

Current wording

No amounts were outstanding on the 2023 Revolving Facility as of December 31, 2025 or June 30, 2026. As of June 30, 2026, $10.2 million of letters of credit were outstanding, resulting in an available balance of $489.8 million under the 2023 Revolving Facility.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2026 of $156.3 million was primarily related to our net income of $121.5 million, adjusted for non-cash charges of $61.0 million and net cash outflows of $338.8 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $38.4 million, and share-based compensation of $30.3 million, offset by deferred income tax of $10.1 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to a decrease in accrued expenses and other liabilities of $335.9 million, a decrease in accounts payable of $97.3 million, an increase in prepaid expenses and other assets of $75.1 million, an increase in inventories of $34.4 million, and a decrease in operating lease liabilities of $5.5 million, partially offset by a decrease in accounts receivable of $182.2 million and an increase in tax payable of $27.2 million.

Current wording

Net cash provided by operating activities for the six months ended June 30, 2026 of $275.5 million was primarily related to our net income of $251.3 million, adjusted for non-cash charges of $138.8 million and net cash outflows of $114.6 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $78.4 million, share-based compensation of $77.5 million and non-cash lease expenses of $11.1 million, offset by deferred income tax of $26.3 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to an increase in inventories of $141.3 million, an increase in prepaid expenses and other assets of $92.8 million, a decrease in accrued expenses and other liabilities of $23.8 million, a decrease in operating lease liabilities of $10.8 million and a decrease in tax payable of $8.2 million, partially offset by an increase in accounts payable of $88.5 million and a decrease in accounts receivable of $73.7 million. The increases in inventories and accounts payable primarily reflect inventory purchases in advance of the peak holiday selling season in the third and fourth quarters.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2025 of $54.9 million was primarily related to our net income of $117.8 million, adjusted for non-cash charges of $43.3 million and net cash outflows of $216.0 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $31.9 million, share-based compensation of $11.5 million, non-cash lease expenses of $5.0 million and provision for credit losses of $3.2 million, offset by deferred income tax of $9.2 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to a decrease in accrued expenses and other liabilities of $204.6 million, a decrease in accounts payable of $156.1 million, an increase in prepaid expenses and other assets of $62.9 million, an increase in inventories of $62.9 million, partially offset by a decrease in accounts receivable of $237.4 million and an increase in tax payable of $33.9 million.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 of $63.9 million was primarily related to our net income of $257.4 million, adjusted for non-cash charges of $90.9 million and net cash outflows of $412.2 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $67.0 million, share-based compensation of $22.4 million, non-cash lease expenses of $9.9 million, provision for excess and obsolete inventory of $7.4 million, provision for credit losses of $3.4 million and other non-cash adjustments of $2.1 million, offset by deferred income tax of $21.3 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to an increase in inventories of $124.7 million, an increase in prepaid expenses and other assets of $111.1 million, a decrease in accrued expenses and other liabilities of $94.5 million, a decrease in accounts payable of $61.2 million, an increase in accounts receivable of $8.8 million, a decrease in tax payable of $6.6 million and a decrease in operating lease liabilities of $5.3 million.

Previous wording

Cash used in investing activities for the three months ended March 31, 2026 of $38.4 million consisted of purchases of property and equipment of $33.9 million and purchases of intangible assets of $4.5 million.

Current wording

Cash used in investing activities for the six months ended June 30, 2026 of $91.3 million consisted of purchases of property and equipment of $83.0 million and purchases of intangible assets of $8.3 million.

Previous wording

Cash used in investing activities for thethree months ended March 31, 2025 of $36.8 million consisted of purchases of property and equipment of $32.7 million, purchases of intangible assets for $2.8 million and capitalized software development costs of $1.3 million.

Current wording

Cash used in investing activities for the six months ended June 30, 2025 of $64.4 million consisted primarily of purchases of property and equipment of $60.1 million and purchases of intangible assets of $3.0 million.

Previous wording

Financing activities consist primarily of debt repayments, repurchases of our ordinary shares, and the taxes paid for shares withheld upon vesting of restricted share units.

Current wording

Financing activities consist primarily of debt repayments, repurchases of our ordinary shares, and payment of employee tax withholdings on vesting of equity awards.

Previous wording

Cash used in financing activities for the three months ended March 31, 2026 of $69.2 million consisted of cash paid for taxes on shares withheld upon vesting of restricted share units of $48.7 million, repurchases of ordinary shares of $18.5 million, and principal payments on the 2023 Term Loan of $10.1 million, offset by proceeds from employee share purchase plan contributions of $8.1 million.

Current wording

Cash used in financing activities for the six months ended June 30, 2026 of $180.0 million consisted of repurchases of ordinary shares of $119.2 million, payment of employee tax withholdings on vesting of equity awards of $48.7 million and principal payments on the 2023 Term Loan of $20.2 million, partially offset by proceeds from employee share purchase plan contributions of $8.1 million.

Previous wording

Cash used in financing activities for thethree months ended March 31, 2025 of $51.1 million consisted of cash paid for taxes on shares withheld upon vesting of restricted share units of $48.4 million and principal payments on the 2023 Term Loan of $10.1 million, offset by proceeds from employee share purchase plan contributions of $7.4 million.

Current wording

Cash used in financing activities for the six months ended June 30, 2025 of $62.1 million consisted of payment of employee tax withholdings on vesting of equity awards of $49.2 million and principal payments on the 2023 Term Loan of $20.3 million, partially offset by proceeds from employee share purchase plan contributions of $7.4 million.

Previous wording

On February 11, 2026, we announced that our Board of Directors approved a share repurchase program authorizing us to repurchase up to $750.0 million of our outstanding ordinary shares. During the three months ended March 31, 2026, we repurchased 193,135 ordinary shares at an aggregate cost of $20.0 million, of which $1.5 million remained unsettled and recorded within accounts payable as of March 31, 2026. As of March 31, 2026, $730.0 million remained available for future repurchases under the share repurchase program. Please refer to “Note 10 - Shareholders’ Equity and Equity Incentive Plan” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information regarding the share repurchase program.

Current wording

On February 11, 2026, we announced that our Board of Directors approved a share repurchase program authorizing us to repurchase up to $750.0 million of our outstanding ordinary shares. During the six months ended June 30, 2026, we repurchased 1,008,368 ordinary shares at an aggregate cost of $119.7 million, of which $0.5 million remained unsettled and recorded within accounts payable as of June 30, 2026. As of June 30, 2026, $630.3 million remained available for future repurchases under the share repurchase program. Please refer to “Note 11 - Shareholders’ Equity and Equity Incentive Plan” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information regarding the share repurchase program.

Previous wording

Our discussion and analysis of results of operations, financial condition, and liquidity are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our financial statements requires us to make estimates and judgements that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We based our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may materially differ from these estimates under different assumptions or conditions. On an ongoing basis, we review our estimates to ensure that they appropriately reflect changes in our business or new information as it becomes available. There were no material changes to our critical accounting policies and estimates during the period covered by this Quarterly Report on Form 10-Q. Refer to “Critical Accounting Policies and Estimates” under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year 2025 for a complete list of our critical accounting policies and estimates.

Current wording

Our discussion and analysis of results of operations, financial condition, and liquidity are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our financial statements requires us to make estimates and judgements that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We based our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may materially differ from these estimates under different assumptions or conditions. On an ongoing basis, we review our estimates to ensure that they appropriately reflect changes in our business or new information as it becomes available. There were no material changes to our critical accounting policies and estimates during the period covered by this Quarterly Report on Form 10-Q. Refer to the section titled “Adoption of New Accounting Pronouncements” in “Note 2 - Summary of Significant Accounting Policies” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for information regarding our adoption of ASU 2025-05. Refer to “Critical Accounting Policies and Estimates” under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year 2025 for a complete list of our critical accounting policies and estimates.