Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 28, 2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File No. 001-06462

TERADYNE, INC.

(Exact name of registrant as specified in its charter)

Massachusetts04-2272148
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
600 Riverpark Drive**,** North Reading**,** Massachusetts01864
(Address of Principal Executive Offices)(Zip Code)

978**-**370-2700

(Registrant’s Telephone Number, Including Area Code)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock**, par value $0.125** per shareTERNasdaq Stock Market LLC

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 the 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, 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 (check one):

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Emerging growth company☐
Smaller reporting 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 shares outstanding of the registrant’s only class of Common Stock as of October 27, 2025, was 156,608,303 shares.

TERADYNE, INC.

INDEX

Page No.
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements (Unaudited):1
Condensed Consolidated Balance Sheets as of September 28, 2025, and December 31, 20241
f
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 28, 2025, and September 29, 20242
Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 28, 2025, and September 29, 20243
Condensed Statements of Shareholders’ Equity for the Three and Nine Months Ended September 28, 2025, and September 29, 20244
d
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 28, 2025, and September 29, 20245
Notes to Condensed Consolidated Financial Statements6
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations31
Item 3.Quantitative and Qualitative Disclosures about Market Risk41
Item 4.Controls and Procedures41
PART II. OTHER INFORMATION
Item 1.Legal Proceedings42
Item 1A.Risk Factors42
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds43
Item 4.Mine Safety Disclosures43
Item 5.Other Information44
Item 6.Exhibits45

PART I

Next: Item 1. Financial Statements