TE Connectivity 10-Q 2026-06-26

Filed 2026-07-24. 3 sections, 162K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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(Mark One)​
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 26, 2026
or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

001-33260

(Commission File Number)

Graphic

TE CONNECTIVITY PLC

(Exact name of registrant as specified in its charter)

Ireland (Jurisdiction of Incorporation)98-1779916 (I.R.S. Employer Identification No.)+353 91 378 040 (Registrant’s telephone number)
Parkmore Business Park West**,** Parkmore**, Ballybrit,** Galway**,** H91VN2T**,** Ireland (Address and postal code of principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbolName of each exchange on which registered
Ordinary Shares, Par Value $0.01TELNew York Stock Exchange
2.50% Senior Notes due 2028*TEL/28New York Stock Exchange
0.00% Senior Notes due 2029*TEL/29New York Stock Exchange
3.25% Senior Notes due 2033*TEL/33New York Stock Exchange

*Issued by Tyco Electronics Group S.A., an indirect wholly-owned subsidiary of TE Connectivity plc

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒Accelerated filer ☐Non-accelerated filer ☐Smaller reporting company ☐Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of ordinary shares outstanding as of July 20, 2026 was 289,513,228.

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TE CONNECTIVITY PLC

INDEX TO FORM 10-Q

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​​ ​​ ​​ ​Page
Part I.​Financial Information​​
Item 1.​Financial Statements​1
​​Condensed Consolidated Statements of Operations for the Quarters and Nine Months Ended June 26, 2026 and June 27, 2025 (unaudited)​1
​​Condensed Consolidated Statements of Comprehensive Income for the Quarters and Nine Months Ended June 26, 2026 and June 27, 2025 (unaudited)​2
​​Condensed Consolidated Balance Sheets as of June 26, 2026 and September 26, 2025 (unaudited)​3
​​Condensed Consolidated Statements of Shareholders’ Equity for the Quarters and Nine Months Ended June 26, 2026 and June 27, 2025 (unaudited)​4
​​Condensed Consolidated Statements of Cash Flows for the Nine Months Ended June 26, 2026 and June 27, 2025 (unaudited)​6
​​Notes to Condensed Consolidated Financial Statements (unaudited)​7
Item 2.​Management’s Discussion and Analysis of Financial Condition and Results of Operations​22
Item 3.​Quantitative and Qualitative Disclosures About Market Risk​36
Item 4.​Controls and Procedures​36
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Part II.​Other Information​​
Item 1.​Legal Proceedings​37
Item 1A.​Risk Factors​37
Item 2.​Unregistered Sales of Equity Securities and Use of Proceeds​37
Item 5.​Other Information​38
Item 6.​Exhibits​38
Signatures​​​39

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PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

TE CONNECTIVITY PLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

​​​​​​​​​​​​​​
​​For the​For the​
​​Quarters Ended​Nine Months Ended​
​​June 26,​June 27,​June 26,​June 27,​
​​ ​ ​2026​ ​ ​2025​ ​ ​2026​ ​ ​2025​ ​ ​
​​(in millions, except per share data)​
Net sales​$5,160​$4,534​$14,573​$12,513​
Cost of sales​3,325​2,934​9,254​8,094​
Gross margin​1,835​1,600​5,319​4,419​
Selling, general, and administrative expenses​532​​491​1,606​​1,372​
Research, development, and engineering expenses​230​​211​692​​602​
Acquisition and integration costs​9​​27​20​​41​
Restructuring and other charges, net​83​​14​103​​109​
Operating income​​981​​857​​2,898​​2,295​
Interest income​​21​​17​​67​​62​
Interest expense​(31)​​(28)​(93)​​(48)​
Other income (expense), net​—​​—​2​​(2)​
Income from continuing operations before income taxes​971​846​2,874​2,307​
Income tax expense​(223)​​(208)​(520)​​(1,128)​
Income from continuing operations​748​638​2,354​1,179​
Loss from discontinued operations, net of income taxes​—​​—​(1)​​—​
Net income​$748​$638​$2,353​$1,179​
​​​​​​​​​​​​​​
Basic earnings per share:​​​​​​​​​​​​​
Income from continuing operations​$2.57​$2.16​$8.03​$3.96​
Loss from discontinued operations​—​—​—​—​
Net income​2.57​2.16​8.03​3.96​
​​​​​​​​​​​​​​
Diluted earnings per share:​​​​​​​​​​​​​
Income from continuing operations​$2.55​$2.14​$7.98​$3.93​
Loss from discontinued operations​—​—​—​—​
Net income​2.55​2.14​7.98​3.93​
​​​​​​​​​​​​​​
Weighted-average number of shares outstanding:​​​​​​​​​​​​​
Basic​291​​296​293​​298​
Diluted​293​​298​295​​300​

See accompanying Notes to Condensed Consolidated Financial Statements.

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TE CONNECTIVITY PLC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

​​​​​​​​​​​​​​
​​For the​For the​
​​Quarters Ended​Nine Months Ended​
​​June 26,​ ​ ​June 27,​ ​ ​June 26,​ ​ ​June 27,​ ​ ​
​​ ​ ​2026​ ​ ​2025​ ​ ​2026​ ​ ​2025​ ​ ​
​​(in millions)​
Net income​$748​$638​$2,353​$1,179​
Other comprehensive income (loss):​​​​​​​​​​​​​
Currency translation​6​​89​​114​​(56)​
Adjustments to unrecognized pension and postretirement benefit costs, net of income taxes​1​​1​​3​​(6)​
Gains (losses) on cash flow hedges, net of income taxes​(65)​​(8)​​(34)​​21​
Other comprehensive income (loss)​(58)​82​83​(41)​
Comprehensive income​​690​​720​​2,436​​1,138​
Less: comprehensive (income) loss attributable to noncontrolling interests​​2​​(11)​​4​​(7)​
Comprehensive income attributable to TE Connectivity plc​$692​$709​$2,440​$1,131​

See accompanying Notes to Condensed Consolidated Financial Statements.

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TE CONNECTIVITY PLC

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

​​​​​​​​
​​June 26,​September 26,​
​​ ​ ​2026​ ​ ​2025​ ​ ​
​​(in millions, except share​
​​data)​
Assets​​​​​​​
Current assets:​​​​​​​
Cash and cash equivalents​$1,239​$1,255​
Accounts receivable, net of allowance for doubtful accounts of $51 and $44, respectively​3,749​3,403​
Inventories​3,027​2,699​
Prepaid expenses and other current assets​728​609​
Total current assets​8,743​7,966​
Property, plant, and equipment, net​4,529​4,312​
Goodwill​7,403​7,126​
Intangible assets, net​2,081​2,227​
Deferred income taxes​2,233​2,507​
Other assets​1,081​943​
Total assets​$26,070​$25,081​
Liabilities, redeemable noncontrolling interests, and shareholders' equity​​​​​​​
Current liabilities:​​​​​​​
Short-term debt​$102​$852​
Accounts payable​2,409​2,021​
Accrued and other current liabilities​2,149​2,247​
Total current liabilities​4,660​5,120​
Long-term debt​5,530​4,842​
Long-term pension and postretirement liabilities​737​767​
Deferred income taxes​176​198​
Income taxes​320​414​
Other liabilities​1,254​1,010​
Total liabilities​12,677​12,351​
Commitments and contingencies (Note 9)​​​​​​​
Redeemable noncontrolling interests​​147​​145​
Shareholders' equity:​​​​​​​
Preferred shares, $1.00 par value, 2 shares authorized, none outstanding​​—​​—​
Ordinary class A shares, €1.00 par value, 25,000 shares authorized, none outstanding​​—​​—​
Ordinary shares, $0.01 par value, 1,500,000,000 shares authori

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Item 5. OTHER INFORMATION

Rule 10b5-1 Trading Arrangements

In the quarter ended June 26, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement for the purchase or sale of our securities, within the meaning of Item 408 of Regulation S-K.

ITEM 6. EXHIBITS

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Exhibit Number​Exhibit
22.1*Guaranteed Securities
31.1*Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**Certification by the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*Inline XBRL Instance Document(1)
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File(2)

*Filed herewith

**Furnished herewith
(1)The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
(2)Formatted in Inline XBRL and contained in exhibit 101

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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​TE CONNECTIVITY PLC
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​By:/s/ Heath A. Mitts Heath A. Mitts Executive Vice President and Chief Financial Officer (Principal Financial Officer)

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Date: July 24, 2026

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