A Dark Vector Cognition product

Item 1. Financial Statements

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Item 1. Financial Statements

TERADYNE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

June 28, 2026December 31, 2025
(in thousands, except per share amount)
ASSETS
Current assets:
Cash and cash equivalents$349,538$293,751
Marketable securities5,29128,247
Accounts receivable, less allowance for credit losses of $2,835 and $2,410 at June 28, 2026 and December 31, 2025, respectively1,109,711786,913
Inventories, net403,297379,552
Prepayments468,174427,564
Other current assets30,01133,273
Total current assets2,366,0221,949,300
Property, plant and equipment, net634,839562,999
Operating lease right-of-use assets, net94,30276,635
Marketable securities162,274126,256
Deferred tax assets289,582275,265
Retirement plans assets12,14012,059
Equity method investment514,957537,098
Other assets85,77471,697
Acquired intangible assets, net101,91051,271
Goodwill663,817521,019
Total assets$4,925,617$4,183,599
LIABILITIES
Current liabilities:
Accounts payable$383,422$269,185
Accrued employees’ compensation and withholdings220,690254,973
Deferred revenue and customer advances193,840153,124
Other accrued liabilities133,399111,845
Operating lease liabilities17,25819,340
Short-term debt—200,000
Income taxes payable164,907106,740
Total current liabilities1,113,5161,115,207
Retirement plans liabilities151,436144,874
Long-term deferred revenue and customer advances62,98550,888
Deferred tax liabilities12,9295,378
Long-term other accrued liabilities28,5697,601
Long-term operating lease liabilities82,86963,899
Total liabilities1,452,3041,387,847
Commitments and contingencies (Note R)
EQUITY
Common stock, $0.125 par value, 1,000,000 shares authorized; 156,378 and 156,088 shares issued and outstanding at June 28, 2026, and December 31, 2025, respectively19,54719,511
Additional paid-in capital2,003,2321,989,911
Accumulated other comprehensive loss (gain)10,75641,895
Retained earnings1,403,627744,435
Total Teradyne shareholders’ equity3,437,1622,795,752
Equity attributable to noncontrolling interests36,151—
Total equity3,473,3132,795,752
Total liabilities and equity$4,925,617$4,183,599

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Teradyne’s Annual Report on Form 10-K for the year ended December 31, 2025, are an integral part of the condensed consolidated financial statements.

TERADYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands, except per share amount)(in thousands, except per share amount)
Revenues:
Products$1,191,327$522,657$2,334,298$1,084,614
Services137,663129,140277,186252,863
Total revenues1,328,990651,7972,611,4841,337,477
Cost of revenues:
Cost of products487,221232,422940,667456,564
Cost of services47,15146,36395,24992,564
Total cost of revenues (exclusive of acquired intangible assets amortization shown separately below)534,372278,7851,035,916549,128
Gross profit794,618373,0121,575,568788,349
Operating expenses:
Selling and administrative192,520157,782359,257315,039
Engineering and development156,284118,382291,845236,570
Acquired intangible assets amortization4,9723,7337,1968,306
Restructuring and other3,0322,3726,45716,887
Total operating expenses356,808282,269664,755576,802
Income from operations437,81090,743910,813211,547
Non-operating (income) expense:
Interest income(3,182)(4,351)(5,604)(9,427)
Interest expense2,9648056,1151,600
Other (income) expense, net(5,591)(2,270)1,0063,790
Income before income taxes and equity in net earnings of affiliate443,61996,559909,296215,584
Income tax provision66,78812,260128,94526,804
Income before equity in net earnings of affiliate376,83184,299780,351188,780
Equity in net earnings of affiliate(1,946)(5,927)(6,557)(11,511)
Consolidated net income374,88578,372773,794177,269
Less: Net income attributable to noncontrolling interests352—352—
Net income attributable to Teradyne$374,533$78,372$773,442$177,269
Earnings per common share attributable to Teradyne:
Basic$2.39$0.49$4.94$1.10
Diluted$2.38$0.49$4.91$1.10
Weighted average common shares—basic156,470159,967156,440160,734
Weighted average common shares—diluted157,693160,135157,664161,065

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Teradyne’s Annual Report on Form 10-K for the year ended December 31, 2025, are an integral part of the condensed consolidated financial statements.

TERADYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Consolidated net income$374,885$78,372$773,794$177,269
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment, net of tax of $0, $0, $0, and $0, respectively(11,444)82,997(31,377)122,316
Available-for-sale marketable securities:
Unrealized (losses) gains on marketable securities arising during period, net of tax of $176, $(17), $(68), and $115, respectively1,767(35)227585
Less: Reclassification adjustment for (gains) losses included in net income, net of tax of $16, $6, $12, $27, respectively55151389
1,822(20)240674
Cash flow hedges:
Unrealized (losses) gains arising during period, net of tax of $0, $(51), $0, and $(109), respectively—(179)—(381)
Less: Reclassification adjustment for losses (gains) included in net income, net of tax of $0, $66, $0, and $(100), respectively—232—(350)
—53—(731)
Defined benefit post-retirement plan:
Amortization of prior service credit, net of tax of $0, $0, $(1), and $(1), respectively(1)(2)(2)(3)
Other comprehensive income (loss)(9,623)83,028(31,139)122,256
Consolidated comprehensive income$365,262$161,400$742,655$299,525
Less: comprehensive income attributable to noncontrolling interests352—352—
Total comprehensive income attributable to Teradyne$364,910$161,400$742,303$299,525

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Teradyne’s Annual Report on Form 10-K for the year ended December 31, 2025, are an integral part of the condensed consolidated financial statements.

TERADYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

Teradyne Shareholders
Common Stock SharesCommon Stock Par ValueAdditional Paid-in CapitalAccumulated Other Comprehensive Income (Loss)Retained EarningsTotal Teradyne Shareholders’ EquityEquity attributable to noncontrolling interestsTotal Equity
(in thousands)
For the Three Months Ended June 28, 2026
Balance, March 29, 2026156,540$19,568$1,986,089$20,379$1,117,780$3,143,816$—$3,143,816
Net issuance of common stock under stock-based plans314(1,680)(1,676)(1,676)
Stock-based compensation expense18,82318,82318,823
Repurchase of common stock(193)(25)(68,338)(68,363)(68,363)
Cash dividends ($0.13 per share)(20,348)(20,348)(20,348)
Consolidated net income374,533374,533352374,885
Other comprehensive income (loss)(9,623)(9,623)(9,623)
Acquisition of noncontrolling interest—35,79935,799
Balance, June 28, 2026156,37819,5472,003,23210,7561,403,6273,437,16236,1513,473,313
For the Three Months Ended June 29, 2025
Balance, March 30, 2025160,674$20,084$1,926,180$(41,992)$893,227$2,797,499$—$2,797,499
Net issuance of common stock under stock-based plans162(231)(229)(229)
Stock-based compensation expense15,55215,55215,552
Repurchase of common stock(1,480)(185)(117,550)(117,735)(117,735)
Cash dividends ($0.12 per share)(19,186)(19,186)(19,186)
Net income78,37278,37278,372
Other comprehensive income (loss)83,02883,02883,028
Balance, June 29, 2025159,210$19,901$1,941,501$41,036$834,863$2,837,301$—$2,837,301
Teradyne Shareholders
Common Stock SharesCommon Stock Par ValueAdditional Paid-in CapitalAccumulated Other Comprehensive Income (Loss)Retained EarningsTotal Teradyne Shareholders’ EquityEquity attributable to noncontrolling interestsTotal Equity
(in thousands)
For the Six Months Ended June 28, 2026
Balance, December 31, 2025156,088$19,511$1,989,911$41,895$744,435$2,795,752$—$2,795,752
Net issuance of common stock under stock-based plans50763(26,151)(26,088)(26,088)
Stock-based compensation expense39,47239,47239,472
Repurchase of common stock(217)(27)(73,540)(73,567)(73,567)
Cash dividends ($0.26 per share)(40,710)(40,710)(40,710)
Consolidated net income773,442773,442352773,794
Other comprehensive income (loss)(31,139)(31,139)(31,139)
Acquisition of noncontrolling interest—35,79935,799
Balance, June 28, 2026$156,378$19,547$2,003,232$10,756$1,403,627$3,437,162$36,151$3,473,313
For the Six Months Ended June 29, 2025
Balance, December 31, 2024161,722$20,215$1,909,538$(81,220)$970,761$2,819,294$—$2,819,294
Net issuance of common stock under stock-based plans44856(218)(162)(162)
Stock-based compensation expense32,18132,18132,181
Warrant exercises——
Repurchase of common stock(2,960)(370)(274,567)(274,937)(274,937)
Cash dividends ($0.24 per share)(38,600)(38,600)(38,600)
Net income177,269177,269—177,269
Other comprehensive income (loss)122,256122,256122,256
Balance, June 29, 2025159,210$19,901$1,941,501$41,036$834,863$2,837,301$—$2,837,301

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Teradyne’s Annual Report on Form 10-K for the year ended December 31, 2025, are an integral part of the condensed consolidated financial statements.

TERADYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

For the Six Months Ended
June 28, 2026June 29, 2025
(in thousands)
Cash flows from operating activities:
Consolidated net income$773,794$177,269
Adjustments to reconcile consolidated net income from operations to net cash provided by operating activities:
Depreciation58,88452,835
Stock-based compensation41,96432,031
Equity in net earnings of affiliate6,55711,511
Losses (gains) on investments(4,923)(1,078)
Provision for excess and obsolete inventory8,28112,347
Amortization7,4218,856
Deferred taxes(18,230)(14,998)
Retirement plan actuarial losses (gains)(157)127
Other2,7603,168
Changes in operating assets and liabilities, net of businesses acquired:
Accounts receivable(302,176)49,496
Inventories(7,852)(23,707)
Prepayments and other assets(59,621)30,879
Accounts payable and other liabilities121,80317,135
Deferred revenue and customer advances50,86313,056
Retirement plans contributions(3,098)(5,576)
Income taxes57,992(19,625)
Net cash provided by operating activities734,262343,726
Cash flows from investing activities:
Purchases of property, plant and equipment(155,439)(114,429)
Acquisition of businesses, net of cash and cash equivalents acquired(165,611)(144,380)
Purchase of investment in a business(10,030)(5,368)
Purchases of marketable securities(48,235)(17,150)
Proceeds from maturities of marketable securities11,06932,603
Proceeds from sales of marketable securities29,6158,487
Net cash used for investing activities(338,631)(240,237)
Cash flows from financing activities:
Proceeds from borrowings on revolving credit facility350,000—
Repayments of borrowings on revolving credit facility(550,000)—
Dividend payments(40,710)(38,584)
Repurchase of common stock(74,238)(274,873)
Payments related to net settlement of employee stock compensation awards(41,113)(14,954)
Issuance of common stock under stock purchase and stock option plans15,10114,792
Net cash used for financing activities(340,960)(313,619)
Effects of exchange rate changes on cash and cash equivalents1,116(3,972)
(Decrease) increase in cash and cash equivalents55,787(214,102)
Cash and cash equivalents at beginning of period293,751553,354
Cash and cash equivalents at end of period$349,538$339,252
Non-cash investing activities:
Capital expenditures incurred but not yet paid:$9,791$4,722

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Teradyne’s Annual Report on Form 10-K for the year ended December 31, 2025, are an integral part of the condensed consolidated financial statements.

TERADYNE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

A. THE COMPANY

Teradyne, Inc. (“Teradyne”) is a leading global provider of automated test equipment and robotics solutions. Teradyne’s automated test systems are used to test semiconductors, wireless products, data storage, silicon photonics, and complex electronics systems in many industries including consumer electronics, automotive, industrial, computing, communications, and defense and aerospace industries. Teradyne’s robotics product offerings consist primarily of collaborative robotic arms and autonomous mobile robots used by global manufacturing, logistics and industrial customers to improve quality and increase manufacturing and material handling efficiency while reducing costs. Teradyne’s automated test equipment and robotics products and services include:

semiconductor test (“Semiconductor Test”) systems and instruments;

product test ("Product Test") systems and instruments; and

robotics (“Robotics”) products.

B. ACCOUNTING POLICIES

Basis of Presentation

The condensed consolidated interim financial statements include the accounts of Teradyne, its wholly owned subsidiaries, and all other entities in which it has a controlling financial interest. All significant intercompany balances and transactions have been eliminated. These condensed consolidated interim financial statements are unaudited and reflect all normal recurring adjustments that are, in the opinion of management, necessary for the fair statement of such condensed consolidated interim financial statements. The December 31, 2025, condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by United States of America generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. The accompanying financial information should be read in conjunction with the consolidated financial statements and notes thereto contained in Teradyne’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on February 19, 2026, for the year ended December 31, 2025.

Preparation of Financial Statements and Use of Estimates

The preparation of consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an on-going basis, management evaluates its estimates, including those related to inventories, investments, goodwill, intangible and other long-lived assets, accounts receivable, income taxes, deferred tax assets and liabilities, pensions, warranties, and loss contingencies. Management bases its estimates on historical experience and on appropriate and customary assumptions that are believed to be reasonable under the circumstances, which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Management is not aware of any specific event or circumstance that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities as of the date of issuance of this Quarterly Report on Form 10-Q. These estimates may change, as new events occur and additional information is obtained. Actual results may differ significantly from these estimates under different assumptions or conditions.

Noncontrolling Interests

Teradyne accounts for investments with noncontrolling interests in accordance with Accounting Standards Codification (“ASC”) 810 “Consolidation.” Noncontrolling interests represent the third-party ownership not attributable, directly or indirectly, to Teradyne, and is presented separately from total Teradyne shareholder’s equity on the condensed consolidated financial statements. Net income (loss) of MLTP is allocated between Teradyne and the noncontrolling interests in an amount proportional to each party’s ownership share. Net income attributable to noncontrolling interests is presented separately from net income attributable to Teradyne on the condensed consolidated financial statements.

C. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 - “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses,” which requires disclosure of additional expense information on an annual and interim basis, including the amounts of inventory purchases, employee compensation, depreciation, and intangible asset amortization included within each income statement expense caption. This standard is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. Teradyne is currently evaluating the impact of this new standard.

D. ACQUISITIONS

MultiLane Test Products

On April 8, 2026, Teradyne and HTP Holding SAL (“MultiLane”) formed a joint venture, MultiLane Test Products Holding LLP (“MLTP”), in which Teradyne holds a controlling 75% ownership interest, with the remaining 25% attributable to noncontrolling interests, for a total purchase price of $157.8 million, subject to customary post-closing adjustments. MLTP is expected to serve the growing demand from the AI Data Center equipment market by accelerating the development of test solutions for critical high speed data connections. The fair value of the noncontrolling interests was estimated to be $35.8 million based on the noncontrolling interest holders’ proportionate ownership of MLTP, adjusted to reflect the lack of control and marketability characteristics of the interest. Teradyne’s total allocation of the purchase price was goodwill of $131.6 million, which is not deductible for tax purposes, acquired intangible assets of $46.7 million with a weighted average estimated useful life of 4.7 years, and $15.3 million of net tangible assets. The goodwill is attributable to cost synergies, assembled workforce and anticipated incremental revenue streams. Teradyne’s estimates, assumptions, and tax impacts used in determining the estimated fair values of certain assets, liabilities, and the noncontrolling interests are subject to change within the measurement period (up to twelve months from the acquisition date) as a result of additional information obtained with regards to facts and circumstances that existed as of the acquisition date. The results of MLTP have been included in Teradyne’s Product Test segment from the date of acquisition.

Based upon a preliminary valuation, the total purchase price was allocated as follows:

Purchase Price Allocation
(in thousands)
Goodwill$131,634
Intangible assets46,700
Tangible assets acquired and liabilities assumed:
Current assets23,616
Other non-current assets790
Accounts payable and current liabilities(980)
Long-term deferred tax liabilities(7,939)
Other long-term liabilities(183)
Noncontrolling interests(35,799)
Total purchase price$157,839

Teradyne estimated the fair value of intangible assets using the income approach. The fair value of developed technology was estimated using the Multi-Period Excess Earnings Method. Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives. Components of these intangible assets and their estimated useful lives at the acquisition date are as follows:

Fair ValueEstimated Useful Life
(in thousands)(in years)
Developed technology$40,9004.0
Customer relationships5,80010.0
Total Intangible assets$46,7004.7

Teradyne has not separately disclosed MLTP’s standalone contribution to total company revenue or income from operations before income taxes or pro forma financial information as the impact of the acquisition on the condensed consolidated financial statements is not material.

Quantifi Photonics

On May 31, 2025, Teradyne acquired all of the issued and outstanding shares of Quantifi Photonics (“Quantifi”), a privately held company in New Zealand and a leader in photonic integrated circuit (“PIC”) test solutions for a total purchase price of $127.2 million. The acquisition of Quantifi enables Teradyne to deliver scalable PIC test solutions. Teradyne’s allocation of the purchase

price was goodwill of $83.1 million, which is not deductible for tax purposes, acquired intangible assets of $43.6 million with a weighted average estimated useful life of 10.0 years, and $0.6 million of net tangible assets. The goodwill is attributable to cost synergies, assembled workforce and anticipated incremental revenue streams. The fair values of the tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The results of Quantifi have been included in Teradyne’s Product Test segment from the date of acquisition.

The total purchase price was allocated as follows:

Purchase Price Allocation
(in thousands)
Goodwill$83,068
Intangible Assets43,600
Tangible assets acquired and liabilities assumed:
Current assets6,148
Long-term deferred tax assets6,271
Other non-current assets2,516
Accounts payable and current liabilities(1,609)
Long-term deferred tax liabilities(12,208)
Other long-term liabilities(548)
Total purchase price$127,238

Teradyne estimated the fair value of intangible assets using the income and cost approaches. The fair value of developed technology was estimated using the Multi-Period Excess Earnings Method. Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives. Components of these intangible assets and their estimated useful lives at the acquisition date are as follows:

Fair ValueEstimated Useful Life
(in thousands)(in years)
Developed technology$38,60010.0
Trademarks and tradenames4,40010.0
Customer relationships6008.0
Total Intangible Assets$43,60010.0

Teradyne has not separately disclosed Quantifi’s standalone contribution to total company revenue or income from operations before income taxes or pro forma financial information because the impact of the acquisition on the condensed consolidated financial statements is not material.

Automated Test Equipment Technology

On January 31, 2025, Teradyne acquired from Infineon Technologies AG (“Infineon”) its automated test equipment technology and associated development team (“AET”) based in Regensburg, Germany for a total purchase price of 17.6 million Euros, equivalent to $18.3 million, subject to customary adjustments. AET adds resources and expertise to Teradyne and strengthens the relationship between Teradyne and Infineon. The AET acquisition was accounted for as a business combination and, accordingly, the results have been included in Teradyne’s Semiconductor Test segment from the date of acquisition. As of the acquisition date, Teradyne’s purchase price allocation was goodwill of $1.3 million for expected synergies from combining operations, acquired intangible assets of $6.4 million, consisting of developed technology and customer relationships, with a weighted average estimated useful life of 4.6 years, and $10.7 million of net tangible assets, including $11.7 million of inventory. The fair values of the tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The acquisition was not material to Teradyne’s condensed consolidated financial statements.

E. REVENUE

Disaggregation of Revenue

The following table provides information about disaggregated revenue by timing of revenue recognition, primary geographical market, and major product lines.

Semiconductor TestRoboticsProduct TestTotal
System on-a-ChipMemoryIST
(in thousands)
For the Three Months Ended June 28, 2026
Timing of Revenue Recognition
Point in Time$771,416$199,765$60,562$97,169$90,538$1,219,450
Over Time71,55512,5685,9592,74816,710109,540
Total$842,971$212,333$66,521$99,917$107,248$1,328,990
Geographical Market
Asia Pacific$814,023$210,830$65,578$21,576$46,859$1,158,866
Americas14,90894194341,75151,036109,579
Europe, Middle East and Africa14,040562—36,5909,35360,545
Total$842,971$212,333$66,521$99,917$107,248$1,328,990
For the Three Months Ended June 29, 2025
Timing of Revenue Recognition
Point in Time$325,588$51,993$28,827$72,724$66,159$545,291
Over Time71,0008,9505,5202,14218,894106,506
Total$396,588$60,943$34,347$74,866$85,053$651,797
Geographical Market
Asia Pacific$364,883$58,467$32,468$15,939$34,901$506,658
Americas15,9202,0771,87927,16042,22989,265
Europe, Middle East and Africa15,785399—31,7677,92355,874
Total$396,588$60,943$34,347$74,866$85,053$651,797
For the Six Months Ended June 28, 2026
Timing of Revenue Recognition
Point in Time$1,579,520$393,487$79,328$185,929$152,453$2,390,717
Over Time145,26021,29413,7375,24635,230220,767
Total$1,724,780$414,781$93,065$191,175$187,683$2,611,484
Geographical Market
Asia Pacific$1,629,426$405,887$90,171$38,522$71,547$2,235,553
Americas31,9537,7792,89482,27398,559223,458
Europe, Middle East and Africa63,4011,115—70,38017,577152,473
Total$1,724,780$414,781$93,065$191,175$187,683$2,611,484
For the Six Months Ended June 29, 2025
Timing of Revenue Recognition
Point in Time$663,278$153,656$51,719$139,870$122,717$1,131,240
Over Time139,70016,6959,3343,98336,525206,237
Total$802,978$170,351$61,053$143,853$159,242$1,337,477
Geographical Market
Asia Pacific$722,985$166,149$58,484$31,001$60,447$1,039,066
Americas50,9722,9942,56959,63183,014199,180
Europe, Middle East and Africa29,0211,208—53,22115,78199,231
Total$802,978$170,351$61,053$143,853$159,242$1,337,477

Contract Balances

During the three and six months ended June 28, 2026, Teradyne recognized $34.9 million and $103.5 million, respectively, that were included within the deferred revenue and customer advances balances at the beginning of the period. During the three and six months ended June 29, 2025, Teradyne recognized $22.2 million and $47.5 million, respectively, that were included within the deferred revenue and customer advances balances at the beginning of the period. This revenue primarily relates to undelivered hardware, extended warranties, training, application support, and post contract support. Each of these represents a distinct performance obligation. As of June 28, 2026, Teradyne had $130.2 million of unsatisfied performance obligations with an original duration of greater than one year, of which 51% is expected to be recognized as revenue within the next twelve months.

Deferred revenue and customer advances consist of the following and are included in short and long-term deferred revenue and customer advances on the balance sheet:

June 28, 2026December 31, 2025
(in thousands)
Maintenance, service and training$60,663$62,337
Customer advances, undelivered elements and other118,03885,762
Extended warranty78,12455,913
Total deferred revenue and customer advances$256,825$204,012

F. EQUITY METHOD INVESTMENTS

On May 27, 2024, Teradyne paid 483.1 million Euros, equivalent to $524.1 million, to purchase a combination of previously issued and outstanding shares and shares newly issued by Technoprobe, S.p.A. (“Technoprobe”). The shares purchased represent 10% of the issued and outstanding shares of Technoprobe. Teradyne also received a board seat as part of the purchase. Teradyne accounts for this investment using the equity method as a result of being able to exercise significant influence over the operating and financial decisions of Technoprobe.

The following table summarizes the change in the carrying value of our equity method investment:

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)
Balance at beginning of period$522,583$509,626$537,098$494,494
Other comprehensive income related to investment(5,680)41,715(15,584)62,431
Equity in net earnings of affiliate(1,946)(5,927)(6,557)(11,511)
Balance at end of period$514,957$545,414$514,957$545,414

Based on the quoted closing price of Technoprobe stock as of June 28, 2026, the fair value of the publicly traded investment was $2,457.9 million.

Teradyne’s equity method basis difference was calculated as the difference between the investment and the amount of underlying equity in net assets acquired. The basis differences, net of tax, will be amortized over the estimated useful lives. Teradyne made an accounting policy election to report its share of Technoprobe’s results on a 3-month lag, which is applied consistently from period to period. Teradyne records its share of Technoprobe’s net income or loss and the amortization of equity method basis difference, as ‘Equity in net earnings of affiliate’ in the condensed consolidated statements of operations. Teradyne includes its share of Technoprobe’s other comprehensive income and a cumulative translation adjustment in the condensed consolidated statements of comprehensive income.

G. INVENTORIES

Inventories, net consisted of the following at June 28, 2026, and December 31, 2025:

June 28, 2026December 31, 2025
(in thousands)
Raw material$272,105$267,566
Work-in-process65,69147,876
Finished goods65,50164,110
Total inventories, net$403,297$379,552

Inventory reserves at June 28, 2026, and December 31, 2025, were $155.8 million and $151.8 million, respectively.

H. FINANCIAL INSTRUMENTS

Cash Equivalents

Teradyne considers all highly liquid investments with original maturities of three months or less at the date of acquisition to be cash equivalents.

Marketable Securities

Teradyne’s equity and debt mutual funds are classified as Level 1 and available-for-sale debt securities are classified as Level 2. The vast majority of Level 2 securities are fixed income securities priced by third party pricing vendors. These pricing vendors utilize the most recent observable market information in pricing these securities or, if specific prices are not available, use other observable inputs like market transactions involving identical or comparable securities.

During the three and six months ended June 28, 2026, and June 29, 2025, there were no transfers in or out of Level 1, Level 2, or Level 3 financial instruments.

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in millions)(in millions)
Realized gains and losses included in ‘Other (income) expense, net’ in the condensed consolidated statement of operations
Realized gains$0.2$0.4$0.9$1.2
Realized losses0.10.10.21.4
Unrealized gains and losses on equity securities included in ‘Other (income) expense, net’ in the condensed consolidated statement of operations
Unrealized gains on equity securities8.14.18.14.4
Unrealized losses on equity securities——4.03.1

Unrealized gains and losses on available-for-sale debt securities are included in ‘Accumulated other comprehensive income (loss)’ in the condensed consolidated balance sheet.

The cost of securities sold is based on average cost.

The following tables set forth by fair value hierarchy Teradyne’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 28, 2026, and December 31, 2025.

June 28, 2026December 31, 2025
Quoted Prices in Active Markets for Identical Instruments (Level 1)Significant Other Observable Inputs (Level 2)Total (1)Quoted Prices in Active Markets for Identical Instruments (Level 1)Significant Other Observable Inputs (Level 2)Total (1)
(in thousands)
Assets
Cash$178,364$—$178,364$214,712$—$214,712
Cash equivalents170,1501,024171,17478,06897179,039
Available-for-sale securities:
U.S. Treasury securities—13,45913,459—44,14344,143
Corporate debt securities—58,83658,836—36,38436,384
Debt mutual funds13,057—13,05714,331—14,331
Certificates of deposit and time deposits—1,1771,177—1,3541,354
Non-U.S. government securities—14,15514,155—924924
Equity securities:
Mutual funds66,881—66,88157,367—57,367
$428,452$88,651$517,103$364,478$83,776$448,254
Derivative assets—823823—1,1751,175
Total$428,452$89,474$517,926$364,478$84,951$449,429
Liabilities
Derivative liabilities—2,045$2,045—928$928
Total$—$2,045$2,045$—$928$928
Reported as follows:
(Level 1)(Level 2)Total (1)(Level 1)(Level 2)Total (1)
(in thousands)
Assets
Cash and cash equivalents$348,514$1,024349,538$292,780$971293,751
Long-term marketable securities79,93882,336162,27471,69854,558126,256
Marketable securities—5,2915,291—28,24728,247
Prepayments—823823—1,1751,175
Total$428,452$89,474$517,926$364,478$84,951$449,429
Liabilities
Other current liabilities$—$2,045$2,045$—$928$928
Total$—$2,045$2,045$—$928$928

(1)

There were no financial assets or liabilities measured using significant unobservable inputs (Level 3) as of June 28, 2026 and December 31, 2025.

The carrying values and fair values of Teradyne’s financial instruments at June 28, 2026, and December 31, 2025, were as follows:

June 28, 2026December 31, 2025
Carrying ValueFair ValueCarrying ValueFair Value
(in thousands)
Assets
Cash and cash equivalents$349,538$349,538$293,751$293,751
Marketable securities167,565167,565154,503154,503
Derivative assets8238231,1751,175
Liabilities
Derivative liabilities2,0452,045928928

The fair values of accounts receivable, net and accounts payable approximate their carrying values due to the short-term nature of these instruments.

The following table summarizes the composition of available-for-sale marketable securities at June 28, 2026:

June 28, 2026
Available-for-Sale
CostUnrealized GainUnrealized (Loss)Fair Market ValueFair Market Value of Investments with Unrealized Losses
(in thousands)
U.S. Treasury securities$18,120$13$(4,674)$13,459$12,949
Corporate debt securities62,262658(4,084)58,83625,637
Debt mutual funds13,243—(186)13,0573,057
Certificates of deposit and time deposits1,177——1,177—
Non-U.S. government securities14,154153(152)14,1553,760
$108,956$824$(9,096)$100,684$45,403

Reported as follows:

CostUnrealized GainUnrealized (Loss)Fair Market ValueFair Market Value of Investments with Unrealized Losses
(in thousands)
Marketable securities$5,315$—$(24)$5,291$3,739
Long-term marketable securities103,641824(9,072)95,39341,664
$108,956$824$(9,096)$100,684$45,403

The following table summarizes the composition of available-for-sale marketable securities at December 31, 2025:

December 31, 2025
Available-for-Sale
CostUnrealized GainUnrealized (Loss)Fair Market ValueFair Market Value of Investments with Unrealized Losses
(in thousands)
U.S. Treasury securities$48,723$90$(4,670)$44,143$13,891
Corporate debt securities40,090293(3,999)36,38422,941
Debt mutual funds14,508—(177)14,3313,020
Certificates of deposit and time deposits1,354——1,354—
Non-U.S. government securities924——924—
$105,599$383$(8,846)$97,136$39,852

Reported as follows:

CostUnrealized GainUnrealized (Loss)Fair Market ValueFair Market Value of Investments with Unrealized Losses
(in thousands)
Marketable securities$28,213$41$(7)$28,247$2,293
Long-term marketable securities77,386342(8,839)68,88937,559
$105,599$383$(8,846)$97,136$39,852

As of June 28, 2026, the fair market value of investments with unrealized losses less than one year and greater than one year totaled $11.3 million and $34.1 million, respectively. As of December 31, 2025, the fair market value of investments with unrealized losses for less than one year and greater than one year totaled $1.1 million and $38.8 million, respectively.

Teradyne reviews its investments to identify and evaluate investments that have an indication of possible impairment. Based on this review, Teradyne determined that the unrealized losses related to these investments at June 28, 2026, and December 31, 2025, were not other than temporary.

The contractual maturities of investments in available-for-sale securities held at June 28, 2026, were as follows:

June 28, 2026
CostFair Market Value
(in thousands)
Due within one year$5,315$5,291
Due after 1 year through 5 years8,9978,828
Due after 5 years through 10 years16,09516,225
Due after 10 years65,30657,283
Total$95,713$87,627

Contractual maturities of investments in available-for-sale securities held at June 28, 2026, exclude debt mutual funds with a fair market value of $13.1 million as they do not have a contractual maturity date.

Derivatives

Teradyne conducts business in various foreign countries, with certain transactions denominated in local currencies. As a result, Teradyne is exposed to risks relating to changes in foreign currency exchange rates. Teradyne’s foreign currency risk management objective is to minimize the effect of exchange rate fluctuations associated with the remeasurement of monetary assets and liabilities denominated in foreign currencies, and changes in its cash inflows attributable to the forecasted cash flows from certain foreign currency denominated revenues.

To minimize the effect of exchange rate fluctuations associated with the remeasurement of monetary assets and liabilities denominated in foreign currencies, Teradyne enters into foreign currency forward contracts. The change in fair value of these derivatives is recorded directly in earnings and is used to offset the change in value of monetary assets and liabilities denominated in foreign currencies.

Teradyne also enters into foreign currency forward and option contracts designated as cash flow hedges to hedge the risk of changes in its cash inflows attributable to changes in foreign currency exchange rates. The cash flow hedges have maturities of less than six months and mature in the period of revenue recognition for certain products and services in backlog and forecasted to be recognized in a future period. Teradyne evaluates cash flow hedges for effectiveness at inception based on the critical terms match method. The hedges are not expected to incur any ineffectiveness, however, a quarterly qualitative assessment of effectiveness is done to determine if the critical terms match method remains appropriate to use. The change in fair value of the contracts is recorded in accumulated other comprehensive income (loss) and reclassified to earnings at maturity.

Teradyne does not use derivative financial instruments for speculative purposes.

At June 28, 2026, and December 31, 2025, Teradyne had the following contracts to buy and sell non-U.S. currencies for U.S. dollars and other non-U.S. currencies with the following notional amounts:

Gross Notional Value
June 28, 2026December 31, 2025
(in millions)
Currency Hedged (Buy/Sell)
U.S. dollar/Taiwan dollar17.027.0
U.S. dollar/Euro6.7—
U.S. dollar/Japanese yen5.816.9
U.S. dollar/Korean won3.87.7
U.S. dollar/British pound sterling1.81.9
Singapore dollar/U.S. dollar95.662.6
Philippine peso/U.S. dollar1.71.8
Chinese yuan/U.S. dollar1.20.7
Euro/U.S. dollar—20.4
Total$133.6$139.0

The change in the fair value of the outstanding contracts resulted in a net loss of $1.2 million and a net gain of $0.2 million at June 28, 2026, and December 31, 2025, respectively.

Unrealized gains and losses on foreign currency forward contracts and foreign currency remeasurement gains and losses on monetary assets and liabilities are included in ‘Other (income) expense, net’ in the condensed consolidated statement of operations.

The following table summarizes the fair value of derivative instruments as of June 28, 2026, and December 31, 2025:

Balance Sheet LocationJune 28, 2026December 31, 2025
(in thousands)
Derivatives not designated as hedging instruments:
Foreign exchange forward contractsOther current assets8231,175
Foreign exchange forward contractsOther current liabilities(2,045)(928)
Total derivatives$(1,222)$247

The following table summarizes the effect of derivative instruments recognized in the statement of operations for the three and six months ended June 28, 2026, and June 29, 2025:

For the Three Months EndedFor the Six Months Ended
Location of (Gains) Losses Recognized in Statement of OperationsJune 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Derivatives not designated as hedging instruments:
Foreign exchange forward contracts (1)Other (income) expense, net$1,522$122$2,608$(45)
Derivatives designated as hedging instruments:
Foreign exchange forward and option contractsRevenue—298—(449)
Total Derivatives$1,522$420$2,608$(494)

(1)

The table does not reflect the corresponding gains and losses from the remeasurement of the monetary assets and liabilities denominated in foreign currencies. For the three and six months ended June 28, 2026, net losses from remeasurement of monetary assets and liabilities denominated in foreign currencies were $0.7 million and $2.1 million, respectively. For the three and six months ended June 29, 2025, net losses from remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.2 million and $3.4 million, respectively.

I. DEBT

Revolving Credit Facility

On May 1, 2020, Teradyne entered into a credit agreement (the “Credit Agreement”) with Truist Bank, as administrative agent and collateral agent, and the lenders party thereto. The Credit Agreement provides for a three-year, senior secured revolving credit facility of $400.0 million (the “Credit Facility”). On December 10, 2021, the Credit Agreement was amended to extend the maturity date of the Credit Facility to December 10, 2026. On October 5, 2022, the Credit Agreement was amended to increase the amount of the Credit Facility to $750.0 million from $400.0 million. On November 7, 2023, the Credit Agreement was further amended to allow for the purchase of the shares of Technoprobe. The Credit Agreement provides that, subject to customary conditions, Teradyne may seek to obtain from existing or new lenders the available incremental amount under the Credit Facility, not to exceed the greater of $200.0 million or 15% of consolidated EBITDA. The interest rate applicable to loans under the Credit Facility are, at Teradyne’s option, equal to either a base rate plus a margin ranging from 0.00% to 0.75% per annum or SOFR plus a margin ranging from 1.10% to 1.85% per annum, based on the consolidated leverage ratio of Teradyne. In addition, Teradyne will pay a commitment fee on the unused portion of the commitments under the Credit Facility ranging from 0.15% to 0.25% per annum, based on the then applicable consolidated leverage ratio. Teradyne is not required to repay any loans under the Credit Facility prior to maturity, subject to certain customary exceptions. Teradyne is permitted to prepay all or any portion of the loans under the Credit Facility prior to maturity without premium or penalty, other than customary SOFR breakage costs. The Credit Agreement contains customary events of default, representations, warranties and affirmative and negative covenants that, among other things, limit Teradyne’s ability to sell assets, grant liens on assets, incur other secured indebtedness and make certain investments and restricted payments, all subject to exceptions set forth in the Credit Agreement. The Credit Agreement also requires Teradyne to satisfy two financial ratios measured as of the end of each fiscal quarter: a consolidated leverage ratio and an interest coverage ratio. The Credit Facility is guaranteed by certain of Teradyne’s domestic subsidiaries and collateralized by assets of Teradyne and such subsidiaries, including a pledge of 65% of the capital stock of certain foreign subsidiaries.

As of June 28, 2026, Teradyne did not have an outstanding balance under the Credit Agreement. As of December 31, 2025, Teradyne had an outstanding balance of $200 million under the Credit Agreement. The weighted-average interest rate on the outstanding borrowings as of December 31, 2025 was 4.86%. During the six months ended June 28, 2026, Teradyne paid $4.8 million in interest related to its debt from the Credit Facility. As of June 28, 2026, Teradyne was in compliance with all covenants under the Credit Agreement.

J. PREPAYMENTS

Prepayments consist of the following:

June 28, 2026December 31, 2025
(in thousands)
Contract manufacturer and supplier prepayments$412,443$364,170
Prepaid maintenance and other services19,96116,662
Prepaid taxes10,4589,861
Other prepayments25,31236,871
Total prepayments$468,174$427,564

K**. PRODUCT WARRANTY**

Teradyne generally provides a one-year warranty on its products, commencing upon installation, acceptance or shipment. A provision is recorded upon revenue recognition to cost of revenues for estimated warranty expense based on historical experience. Related costs are charged to the warranty accrual as incurred. The balance below is included in other accrued liabilities.

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Balance at beginning of period$23,380$13,076$19,150$12,962
Accruals for warranties issued during the period9,3384,21018,08710,155
Accruals related to pre-existing warranties657(369)353(921)
Settlements made during the period(7,681)(4,679)(11,896)(9,958)
Balance at end of period$25,694$12,238$25,694$12,238

When Teradyne receives revenue for extended warranties, beyond one year, it is deferred and recognized on a straight-line basis over the contract period. Related costs are expensed as incurred. The balance below is included in short and long-term deferred revenue and customer advances.

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Balance at beginning of period$67,011$44,312$55,913$41,624
Deferral of new extended warranty revenue18,4269,70536,20417,643
Recognition of extended warranty deferred revenue(7,313)(7,266)(13,993)(12,516)
Balance at end of period$78,124$46,751$78,124$46,751

L. STOCK-BASED COMPENSATION

Under Teradyne’s stock compensation plans, Teradyne grants time-based restricted stock units, performance-based restricted stock units and stock options, and employees are eligible to purchase Teradyne’s common stock through its Employee Stock Purchase Plan (“ESPP”).

Service-based restricted stock unit awards granted to employees vest in equal annual installments over four years. Restricted stock unit awards granted to non-employee directors vest after a one-year period, with 100% of the award vesting on the earlier of (a) the first anniversary of the grant date or (b) the date of the following year’s Annual Meeting of Shareholders. Teradyne expenses the cost of the restricted stock unit awards subject to time-based vesting, which is determined to be the fair market value of the shares at the date of grant, ratably over the period during which the restrictions lapse.

Performance-based restricted stock units (“PRSUs”) may have a performance metric based on relative total shareholder return (“TSR”). For PRSUs granted beginning in 2026, Teradyne’s three‑year TSR performance will be measured against all other companies within the S&P 500. PRSUs granted prior to 2026, including those that remain outstanding and unvested, will continue to be measured against the New York Stock Exchange (“NYSE”) Composite Index for their full three‑year performance periods. The final number of TSR PRSUs that vest will vary based upon the level of performance achieved from 0% to 200% of the target shares. The TSR PRSUs will vest upon the three-year anniversary of the grant date. The TSR PRSUs are valued using a Monte Carlo simulation model. The number of units expected to be earned, based upon the achievement of the TSR market condition, is factored into the grant date Monte Carlo valuation. Compensation expense is recognized on a straight-line basis over the shorter of the three-year service period or the period from the grant to the date described in the retirement provisions below.

PRSUs may also have a performance metric based on three-year cumulative non-GAAP profit before interest and tax (“PBIT”) as a percent of Teradyne’s revenue. Non-GAAP PBIT is a financial measure equal to GAAP income from operations less restructuring and other, net; amortization of acquired intangible assets; acquisition and divestiture related charges or credits; pension actuarial gains and losses; non-cash convertible debt interest expense, when applicable; and other non-recurring gains and charges such as ERP implementation related costs and equity modification charges. The final number of PBIT PRSUs that vest will vary based upon the level of performance achieved from 0% to 200% of the target shares. The PBIT PRSUs will vest upon the three-year anniversary of the grant date. Compensation expense is recognized on a straight-line basis over the shorter of the three-year service period or the period from the grant date to the date described in the retirement provisions below. Compensation expense for employees meeting the retirement provisions prior to the grant date is recognized during the year following the grant. Compensation expense is recognized based on the number of units that are earned based upon the three-year Teradyne PBIT as a percent of Teradyne’s revenue, provided the recipient remains an employee at the end of the three-year period subject to the retirement and termination eligibility provisions noted below.

If a PRSU recipient’s employment ends prior to the determination of the performance percentage due to (1) permanent disability or death or (2) retirement or termination other than for cause, after attaining both at least age 60 and at least 10 years of service, then all or a portion of the recipient’s PRSUs (based on the actual performance percentage achieved on the determination date) will vest on the date the performance percentage is determined. Except as set forth in the preceding sentence, no PRSUs will vest if the recipient is no longer an employee at the end of the three-year period. Stock options to purchase Teradyne’s common stock at 100% of the fair market value on the grant date vest in equal annual installments over four years from the grant date and have a maximum term of seven years.

On January 22, 2024, the Board enacted the Executive Retirement Policy for Restricted Stock Unit and Option Vesting (the “Retirement Policy”). Under the Retirement Policy, an executive officer that is over the age of 65 and has 10 or more years of service as of the effective date of his or her retirement will be eligible for continued vesting of his or her unvested time-based restricted stock units and stock options granted prior to his or her retirement date.

During the six months ended June 28, 2026, and June 29, 2025, Teradyne granted 0.2 million and 0.6 million of service-based restricted stock unit awards to employees at a weighted average grant date fair value of $270.22 and $112.40, respectively, and less than 0.1 million and less than 0.1 million of service-based restricted stock unit awards to non-employee directors at a weighted average grant date fair value of $359.26 and $76.98, respectively.

During the six months ended June 28, 2026, and June 29, 2025, Teradyne granted 0.1 million and 0.1 million of PBIT PRSUs with a weighted average grant date fair value of $272.70 and $108.34, respectively.

During the six months ended June 28, 2026, and June 29, 2025, Teradyne granted 0.1 million and 0.1 million of TSR PRSUs, with a weighted average grant date fair value of $449.92 and $108.26, respectively. The grant date fair value was estimated using the Monte Carlo simulation model with the following assumptions:

For the Six Months Ended
June 28, 2026June 29, 2025
Risk-free interest rate3.6%4.1%
Teradyne volatility-historical47.9%41.7%
S&P 500 Constituents volatility-historical27.6%
NYSE Composite Index volatility-historical14.7%
Dividend yield0.2%0.4%

Expected volatility was based on the historical volatility of Teradyne’s stock and the companies within the S&P 500 for shares granted in 2026 and the NYSE Composite Index for shares granted prior to 2026 over the most recent three-year period. The risk-free interest rate was determined using the U.S. Treasury yield curve in effect at the time of the applicable grant. Dividend yield was based upon an estimated annual dividend amount of $0.52 per share divided by Teradyne’s stock price on the grant dates, which have a weighted average grant date stock price of $274.13 for the 2026 grants, and an estimated annual dividend amount of $0.48 per share divided by Teradyne’s stock price on the grant date of $109.49 for the 2025 grants.

During the six months ended June 28, 2026, and June 29, 2025, Teradyne granted 0.1 million and 0.1 million of service-based stock options at a weighted average grant date fair value of $104.02 and $41.93, respectively.

The fair value of stock options was estimated using the Black-Scholes option-pricing model with the following assumptions:

For the Six Months Ended
June 28, 2026June 29, 2025
Expected life (years)3.54.0
Risk-free interest rate3.7%4.2%
Volatility-historical47.1%43.9%
Dividend yield0.2%0.4%

Teradyne determined the stock options’ expected life based upon historical exercise data for recipients, the age of the employee and the terms of the stock option grant. Volatility was determined using historical volatility for a period equal to the expected life. The risk-free interest rate was determined using the U.S. Treasury yield curve in effect at the time of grant. Dividend yield was based upon an estimated annual dividend amount of $0.52 per share divided by Teradyne’s stock price on the grant date, which have a weighted average grant date stock price of $274.03 for the 2026 grant and an estimated annual dividend amount of $0.48 per share divided by Teradyne’s stock price on the grant date of $109.29 for the 2025 grant.

M. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Changes in accumulated other comprehensive income (loss) attributable to Teradyne, which are presented net of tax, consist of the following:

Foreign Currency Translation AdjustmentUnrealized (Losses) Gains on Marketable SecuritiesUnrealized (Losses) Gains on Cash Flow HedgesRetirement Plans Prior Service CreditTotal
(in thousands)
Six Months Ended June 28, 2026
Total balance at December 31, 2025, net of tax of $0, $(1,892), $0, $(1,136), respectively$47,328$(6,571)$—$1,138$41,895
Other comprehensive (loss) gain before reclassifications, net of tax of $0, $(68), $0, $0, respectively(31,377)227——(31,150)
Amounts reclassified from accumulated other comprehensive income (loss), net of tax of $0, $12, $0, $(1), respectively—13—(2)11
Net current period other comprehensive loss, net of tax of $0, $(56), $0, $(1), respectively(31,377)240—(2)(31,139)
Total balance attributable to Teradyne at June 28, 2026, net of tax of $0, $(1,948), $0, $(1,137), respectively$15,951$(6,331)$—$1,136$10,756
Six Months Ended June 29, 2025
Total balance at December 31, 2024, net of tax of $0, $(2,174), $209, $(1,134), respectively$(75,289)$(7,807)$731$1,145$(81,220)
Other comprehensive (loss) gain before reclassifications, net of tax of $0, $115, $(109), $0, respectively122,316585(381)—122,520
Amounts reclassified from accumulated other comprehensive income (loss), net of tax of $0, $27, $(100), $(1), respectively—89(350)(3)(264)
Net current period other comprehensive loss, net of tax of $0, $142, $(209), $(1), respectively122,316674(731)(3)122,256
Total balance attributable to Teradyne at June 29, 2025, net of tax of $0, $(2,032), $0, $(1,135), respectively$47,027$(7,133)$—$1,142$41,036

Reclassifications out of accumulated other comprehensive income (loss) to the statement of operations for the three and six months ended June 28, 2026, and June 29, 2025, were as follows:

Details about Accumulated Other Comprehensive Income (Loss) ComponentsFor the Three Months EndedFor the Six Months EndedAffected Line Item in the Statements of Operations
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Available-for-sale marketable securities:
Unrealized (losses) gains, net of tax of $(16), (6), $(12), $(27), respectively$(55)$(15)$(13)$(89)Other (income) expense, net
Cash flow hedges:
Unrealized (losses) gains, net of tax of $0, $(66), $0, $100, respectively—(232)—350Revenue
Defined benefit pension and postretirement plans:
Amortization of prior service credit, net of tax of $0, $0, $1, $1, respectively1223(a)
Total reclassifications, net of tax of $(16), $(72), $(11), $74, respectively$(54)$(245)$(11)$264Net income

(a)

The amortization of prior service credit is included in the computation of net periodic postretirement benefit cost. See Note Q: “Retirement Plans.”

As of June 28, 2026, there were no components of accumulated other comprehensive income (loss) attributable to noncontrolling interests.

N. GOODWILL AND ACQUIRED INTANGIBLE ASSETS

Goodwill

Goodwill is considered impaired when the carrying value of a reporting unit exceeds its estimated fair value. Teradyne performs its annual goodwill impairment test as required under the provisions of ASC 350-10, “Intangibles—Goodwill and Other” on December 31 of each fiscal year unless there are negative qualitative factors relating to macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, and other relevant events and changes during an interim period. The presence of such factors could, under certain circumstances, be a triggering event that causes us to perform a goodwill impairment test.

The changes in the carrying amount of goodwill by reportable segments for the six months ended June 28, 2026, were as follows:

RoboticsSemiconductor TestProduct TestTotal
(in thousands)
Balance at December 31, 2025
Goodwill$416,401$263,598$603,586$1,283,585
Accumulated impairment losses—(260,540)(502,026)(762,566)
Total Goodwill416,4013,058101,560521,019
Acquisitions (1)—22,305131,634153,939
Foreign currency translation adjustment(11,104)(37)—(11,141)
Balance at June 28, 2026
Goodwill$405,297$285,866$735,220$1,426,383
Accumulated impairment losses—(260,540)(502,026)(762,566)
Total Goodwill$405,297$25,326$233,194$663,817

(1)

Goodwill increased due to acquisitions made in the six months ended June 28, 2026, including the acquisition of a controlling interest in MLTP. See Note D: “Acquisitions” for more information.

Intangible Assets

Teradyne reviews long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. For the six months ended June 28, 2026, the Company did not record any intangible asset impairment.

Amortizable intangible assets consist of the following and are included in intangible assets, net on the balance sheet:

Gross Carrying Amount (1)Accumulated Amortization (1)Foreign Currency Translation AdjustmentNet Carrying Amount
(in thousands)
Balance at June 28, 2026
Developed technology$269,110$(185,930)$—$83,180
Customer relationships54,064(42,735)—11,329
Tradenames and trademarks39,157(30,606)(1,150)7,401
Total intangible assets$362,331$(259,271)$(1,150)$101,910
Balance at December 31, 2025
Developed technology$250,025$(211,662)$60$38,423
Customer relationships56,480(51,953)2044,731
Tradenames and trademarks40,487(31,339)(1,031)8,117
Total intangible assets$346,992$(294,954)$(767)$51,271

(1)

In the six months ended June 28, 2026, $42.6 million of amortizable intangible assets became fully amortized and have been eliminated from the gross carrying amount and accumulated amortization.

Aggregate intangible asset amortization expense was $5.0 million and $7.2 million, respectively, for the three and six months ended June 28, 2026, and $3.7 million and $8.3 million, respectively, for the three and six months ended June 29, 2025.

Estimated intangible asset amortization expense for each of the five succeeding fiscal years and thereafter is as follows:

YearAmortization Expense
(in thousands)
2026$10,294
202719,603
202819,522
202918,200
20309,643
Thereafter24,648

O**. EARNINGS PER COMMON SHARE ATTRIBUTABLE TO TERADYNE**

The following table sets forth the computation of basic and diluted earnings per common share attributable to Teradyne:

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands, except per share amounts)(in thousands, except per share amounts)
Net income attributable to Teradyne for basic and diluted earnings per common share$374,533$78,372$773,442$177,269
Weighted average common shares-basic156,470159,967156,440160,734
Effect of dilutive potential common shares:
Restricted stock units1,1421601,145302
Stock options812773
Employee stock purchase plan—6226
Dilutive potential common shares1,2231681,224331
Weighted average common shares-diluted157,693160,135157,664161,065
Earnings per common share attributable to Teradyne - basic$2.39$0.49$4.94$1.10
Earnings per common share attributable to Teradyne - diluted$2.38$0.49$4.91$1.10

The computation of diluted earnings per common share attributable to Teradyne for the three and six months ended June 28, 2026, excludes the effect of the potential vesting of less than 0.1 million of restricted stock units because the effect would have been anti-dilutive. The computation of diluted earnings per common share attributable to Teradyne for the three and six months ended June 29, 2025, excludes the effect of the potential vesting of 1.4 million and 1.9 million, respectively, of restricted stock units because the effect would have been anti-dilutive.

P. RESTRUCTURING AND OTHER

During the three months ended June 28, 2026, Teradyne recorded $3.0 million of restructuring and other charges, of which $1.5 million were related to acquisition and divestiture related expenses and $1.4 million were severance charges.

During the three months ended June 29, 2025, Teradyne recorded $2.3 million of severance charges, $0.8 million of which is related to the Robotics restructuring which was initiated during the three months ended March 30, 2025, and impacted approximately 150 employees. During the three months ended June 29, 2025, Teradyne made $3.9 million of Robotics severance payments.

During the six months ended June 28, 2026, Teradyne recorded $6.5 million of restructuring and other charges, of which $3.2 million were related to acquisition and divestiture related expenses and $2.3 million were severance charges.

During the six months ended June 29, 2025, Teradyne recorded $13.7 million of severance charges, $10.0 million of which is related to the Robotics restructuring which impacted approximately 150 employees, and $2.1 million of which related to Product Test. During the six months ended June 29, 2025, Teradyne made $8.1 million of Robotics severance payments. Teradyne expects all

Robotics severance payments to be made prior to the end of our third quarter. Additionally, Teradyne recorded $1.6 million of acquisition and divestiture expenses related primarily to the Quantifi acquisition, and $1.2 million of charges related to lease terminations.

Q. RETIREMENT PLANS

ASC 715, “Compensation—Retirement Benefits,” requires an employer with defined benefit plans or other postretirement benefit plans to recognize an asset or a liability on its balance sheet for the overfunded or underfunded status of the plans as defined by ASC 715. The pension asset or liability represents a difference between the fair value of the pension plan’s assets and the projected benefit obligation at December 31. Teradyne uses a December 31 measurement date for all its plans.

Defined Benefit Pension Plans

Teradyne has defined benefit pension plans covering a portion of domestic employees and employees of certain non-U.S. subsidiaries. Benefits under these plans are based on employees’ years of service and compensation. Teradyne’s funding policy is to make contributions to these plans in accordance with local laws and to the extent that such contributions are tax deductible. The assets of the U.S. qualified pension plan consist primarily of fixed income and equity securities. In addition, Teradyne has an unfunded supplemental executive defined benefit plan in the United States to provide retirement benefits in excess of levels allowed by the Employment Retirement Income Security Act (“ERISA”) and the Internal Revenue Code (the “IRC”), as well as unfunded qualified foreign plans.

In the six months ended June 28, 2026, and June 29, 2025, Teradyne contributed $1.8 million and $1.6 million, respectively, to the U.S. supplemental executive defined benefit pension plan, and $0.8 million and $3.3 million, respectively, to certain qualified pension plans for non-U.S. subsidiaries.

For the three and six months ended June 28, 2026, and June 29, 2025, Teradyne’s net periodic pension cost was comprised of the following:

For the Three Months Ended
June 28, 2026June 29, 2025
United StatesForeignUnited StatesForeign
(in thousands)
Service cost$143$296$96$150
Interest cost1,3583451,165301
Expected return on plan assets(975)(54)(665)(25)
Net actuarial loss (gain)(43)—41—
Total net periodic pension cost$483$586$637$426
For the Six Months Ended
June 28, 2026June 29, 2025
United StatesForeignUnited StatesForeign
(in thousands)
Service cost$286$598$309$289
Interest cost2,7166972,873595
Expected return on plan assets(1,950)(109)(1,981)(50)
Net actuarial loss (gain)(43)—41—
Total net periodic pension cost$1,009$1,187$1,242$834

Postretirement Benefit Plan

In addition to receiving pension benefits, Teradyne employees in the United States who meet early retirement eligibility requirements as of their termination dates may participate in Teradyne’s Welfare Plan, which includes medical and dental benefits up to age 65. Death benefits provide a fixed sum to retirees’ survivors and are available to all retirees. Substantially all of Teradyne’s current U.S. employees could become eligible for these benefits and the existing benefit obligation relates primarily to those employees. During the six months ended June 29, 2025, Teradyne recorded special termination benefit charges associated with a voluntary early retirement program.

For the three and six months ended June 28, 2026, and June 29, 2025, Teradyne’s net periodic postretirement benefit cost was comprised of the following:

For the Three Months EndedFor the Six Months Ended
June 28, 2026June 29, 2025June 28, 2026June 29, 2025
(in thousands)(in thousands)
Service cost$7$8$15$18
Interest cost6680134153
Amortization of prior service credit(1)(2)(2)(4)
Special termination benefits———684
Net actuarial loss (gain)(114)87(114)87
Total net periodic postretirement benefit cost$(42)$173$32$938

R. COMMITMENTS AND CONTINGENCIES

Purchase Commitments

As of June 28, 2026, Teradyne had entered into purchase commitments for certain components and materials. The purchase commitments covered by the agreements aggregate to approximately $1,781.4 million, of which $1,558.8 million is for less than one year.

Legal Claims

Teradyne is subject to various legal proceedings and claims which have arisen in the ordinary course of business such as, but not limited to, patent, employment, commercial and environmental matters. Teradyne believes that it has meritorious defenses against all pending claims and intends to vigorously contest them. While it is not possible to predict or determine the outcomes of any pending claims or to provide possible ranges of losses that may arise, Teradyne believes the potential losses associated with all of these actions are unlikely to have a material adverse effect on its business, financial position or results of operations.

Guarantees and Indemnification Obligations

Teradyne provides indemnification, to the extent permitted by law, to its officers, directors, employees and agents for liabilities arising from certain events or occurrences, while the officer, director, employee, or agent, is or was serving, at Teradyne’s request in such capacity. Teradyne may enter into indemnification agreements with certain of its officers and directors. With respect to acquisitions, Teradyne provides indemnifications to or assumes indemnification obligations for the current and former directors, officers and employees of the acquired companies in accordance with the acquired companies’ by-laws and charter. As a matter of practice, Teradyne has maintained directors’ and officers’ liability insurance coverage including coverage for directors and officers of acquired companies.

Teradyne enters into agreements in the ordinary course of business with customers, resellers, distributors, integrators and suppliers. Most of these agreements require Teradyne to defend and/or indemnify the other party against intellectual property infringement claims brought by a third party with respect to Teradyne’s products. From time to time, Teradyne also indemnifies customers and business partners for damages, losses and liabilities they may suffer or incur relating to personal injury, personal property damage, product liability, breach of confidentiality obligations and environmental claims relating to the use of Teradyne’s products and services or resulting from the acts or omissions of Teradyne, its employees, authorized agents or subcontractors. On occasion, Teradyne has also provided guarantees to customers regarding the delivery and performance of its products in addition to the warranty described below.

As a matter of ordinary course of business, Teradyne warrants that its products will substantially perform in accordance with its standard published specifications in effect at the time of delivery. Most warranties have a one-year duration commencing from installation. A provision is recorded upon revenue recognition to cost of revenues for estimated warranty expense based upon historical experience. When Teradyne receives revenue for extended warranties beyond the standard duration, the revenue is deferred and recognized on a straight-line basis over the contract period. Related costs are expensed as incurred. As of June 28, 2026, and December 31, 2025, Teradyne had a product warranty accrual of $25.7 million and $19.2 million, respectively, included in other accrued liabilities and revenue deferrals related to extended warranties of $78.1 million and $55.9 million, respectively, included in short and long-term deferred revenue and customer advances.

In addition, in the ordinary course of business, Teradyne provides minimum purchase guarantees to certain vendors to ensure continuity of supply against the market demand. Although some of these guarantees provide penalties for cancellations and/or modifications to the purchase commitments as the market demand decreases, most of the guarantees do not. Therefore, as the market demand decreases, Teradyne re-evaluates these guarantees and determines what charges, if any, should be recorded.

With respect to its agreements covering product, business or entity divestitures and acquisitions, Teradyne provides certain representations, warranties and covenants to purchasers and agrees to indemnify and hold such purchasers harmless against breaches of such representations, warranties and covenants. Many of the indemnification claims have a definite expiration date while some remain in force indefinitely. With respect to its acquisitions, Teradyne may, from time to time, assume the liability for certain events or occurrences that took place prior to the date of acquisition.

As a matter of ordinary course of business, Teradyne occasionally guarantees certain indebtedness obligations of its subsidiary companies, limited to the borrowings from financial institutions, purchase commitments to certain vendors and lease commitments to landlords.

Based on historical experience and information known as of June 28, 2026, and December 31, 2025, except for product warranty, Teradyne has not recorded any liabilities for these guarantees and obligations because the amount would be immaterial.

S. INCOME TAXES

The effective tax rate for the three months ended June 28, 2026, and June 29, 2025, was 15.1% and 12.7%, respectively. The increase in the effective tax rate from the three months ended June 29, 2025, to the three months ended June 28, 2026, is primarily attributable to lower benefits from tax credits partially offset by increased benefits from equity compensation and a projected shift in the geographic distribution of income.

The effective tax rate for the six months ended June 28, 2026, and June 29, 2025, was 14.2% and 12.4%, respectively. The increase in the effective tax rate from the six months ended June 29, 2025, to the six months ended June 28, 2026, is primarily attributable to lower benefits from tax credits partially offset by increased benefits from equity compensation and a projected shift in the geographic distribution of income.

On a quarterly basis, Teradyne evaluates the realizability of the deferred tax assets by jurisdiction and assesses the need for a valuation allowance. As of June 28, 2026, Teradyne believes that it will ultimately realize the deferred tax assets recorded on the condensed consolidated balance sheet. However, should Teradyne believe that it is more-likely-than-not that the deferred tax assets would not be realized, the tax provision would increase in the period in which Teradyne determined that the realizability was not likely. Teradyne considers the probability of future taxable income and historical profitability, among other factors, in assessing the realizability of the deferred tax assets.

As of both June 28, 2026, and December 31, 2025, Teradyne had $6.9 million of reserves for uncertain tax positions.

Teradyne recognizes interest and penalties related to income tax matters in income tax expense. As of June 28, 2026, and December 31, 2025, $0.3 million and $0.3 million, respectively, of interest and penalties were accrued for uncertain tax positions. For the six months ended June 28, 2026, and June 29, 2025, an expense of less than $0.1 million and less than $0.1 million, respectively, was recorded for interest and penalties related to income tax items.

Teradyne qualifies for a tax holiday in Singapore by fulfilling the requirements of an agreement with the Singapore Economic Development Board under which certain headcount and spending requirements must be met. The tax savings due to the tax holiday for the six months ended June 28, 2026 and June 29, 2025, were $14.9 million, or $0.09 per diluted share, and $3.6 million, or $0.02 per diluted share, respectively. In December 2025, Teradyne entered into a new agreement with the Singapore Economic Development Board which extended our Singapore tax holiday under substantially similar terms to the agreement which expired on December 31, 2025. The new tax holiday is scheduled to expire on December 31, 2035.

On January 5, 2026, the Organisation for Economic Co-operation and Development (OECD/G20) Inclusive Framework released a ‘side-by-side’ arrangement that, if adopted by foreign jurisdictions, will provide a safe harbor for U.S.-headquartered multinationals. The arrangement would effectively recognize the U.S. tax system as complying with the Pillar Two GloBE rules for fiscal years beginning on or after January 1, 2026. Under this arrangement, the Company expects its U.S.-parented group and foreign subsidiaries to be exempt from the Income Inclusion Rule (IIR) and the Undertaxed Profits Rule (UTPR) in foreign jurisdictions that adopt this safe harbor. As a result, while the ‘side-by-side’ arrangement has not yet been formally adopted in any significant jurisdictions which Teradyne operates in, we do not currently expect to have a material impact from top-up taxes under the IIR and

UTPR. Teradyne continues to monitor the implementation of Qualified Domestic Minimum Top-up Taxes (QDMTTs) in foreign jurisdictions, which remain unaffected by the side-by-side arrangement.

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA, P.L. 119-21) was enacted, introducing significant changes to U.S. federal income tax law. Key provisions include a permanent extension of 100% bonus depreciation, immediate expensing of research and experimental expenditures, and modifications to the business interest expense deduction. The OBBBA also reduces deduction rates related to foreign income and export sales income. The key provisions of the OBBBA that became effective in 2026 are not expected to have a material impact on Teradyne’s consolidated financial statements for the year ended December 31, 2026.

T. SEGMENT INFORMATION

Teradyne has three reportable segments (Semiconductor Test, Robotics, and Product Test). As of June 28, 2026, each of Teradyne’s reportable segments represents an individual operating segment. Teradyne’s Chief Executive Officer serves as the Chief Operating Decision Maker (“CODM”) for Teradyne.

The Semiconductor Test segment includes operations related to the design, manufacturing and marketing of semiconductor test products and services inclusive of storage and system level test products. The Robotics segment includes operations related to the design, manufacturing and marketing of collaborative robotic arms and autonomous mobile robots. The Product Test segment includes operations related to the design, manufacturing and marketing of products and services for defense/aerospace test, circuit-board test, wireless test systems, high-speed test and measurement and silicon photonics testing. Each reportable segment has a segment manager who is accountable to and maintains regular contact with Teradyne’s CODM to discuss operating activities, financial results, forecasts, and plans for the segment.

The CODM uses business segment income (loss) before income taxes predominantly in the annual budgeting and forecasting process. The CODM also uses this measure when making decisions about the allocation of operating and capital resources to each segment. The accounting policies of the business segments are the same as those described in Teradyne’s Annual Report on Form 10-K in Note B: “Accounting Policies.”

Segment information for the three and six months ended June 28, 2026, and June 29, 2025, is as follows:

Semiconductor TestRoboticsProduct TestTotal Reportable SegmentsCorporate and EliminationsConsolidated
(in thousands)
Three months ended June 28, 2026
Revenues$1,121,825$99,917$107,248$1,328,990$—$1,328,990
Less:
Cost of revenues438,34446,50839,573524,425—524,425
Engineering and development107,39313,12115,419135,933—135,933
Selling and marketing65,27722,68914,602102,568—102,568
General and administrative28,9809,0697,00145,050—45,050
Other segment items (1)(2)54,51111,10612,66478,281(886)77,395
Income (loss) before taxes (2)427,320(2,576)17,989442,733886443,619
Total assets (3)2,264,787700,966595,9743,561,7271,363,8904,925,617
Property additions80,5426,2153,94990,706—90,706
Depreciation and amortization expense25,2732,5725,77133,6163433,650
Three months ended June 29, 2025
Revenues$491,878$74,866$85,053$651,797$—$651,797
Less:
Cost of revenues207,20134,15533,090274,446—274,446
Engineering and development82,12614,06912,674108,869—108,869
Selling and marketing52,59024,24111,66388,494—88,494
General and administrative26,1329,8795,69641,707—41,707
Other segment items (1)(2)28,06611,0556,37845,499(3,777)41,722
Income (loss) before taxes (2)95,763(18,533)15,55292,7823,77796,559
Total assets (3)1,349,429745,839358,8292,454,0971,307,7653,761,862
Property additions43,5933,5283,28750,408—50,408
Depreciation and amortization expense23,3956,0681,92631,389—31,389
Six months ended June 28, 2026
Revenues$2,232,626$191,175$187,683$2,611,484$—$2,611,484
Less:
Cost of revenues852,19991,69374,1371,018,029—1,018,029
Engineering and development200,68925,38329,758255,830—255,830
Selling and marketing129,10843,87727,715200,700—200,700
General and administrative55,81917,82713,48787,133—87,133
Other segment items (1)(2)99,43915,93519,890135,2645,232140,496
Income (loss) before taxes (2)895,372(3,540)22,696914,528(5,232)909,296
Total assets (3)2,264,787700,966595,9743,561,7271,363,8904,925,617
Property additions139,0359,0467,358155,439—155,439
Depreciation and amortization expense49,9626,8999,33666,19710866,305
Six months ended June 29, 2025
Revenues$1,034,382$143,853$159,242$1,337,477$—$1,337,477
Less:
Cost of revenues409,94866,44763,125539,520—539,520
Engineering and development162,33729,92424,213216,474—216,474
Selling and marketing104,28748,75523,400176,442—176,442
General and administrative52,68419,74410,66583,093—83,093
Other segment items (1)(2)53,56134,69313,651101,9054,459106,364
Income (loss) before taxes (2)251,565(55,710)24,188220,043(4,459)215,584
Total assets (3)1,349,429745,839358,8292,454,0971,307,7653,761,862
Property additions103,3256,2046,065115,594—115,594
Depreciation and amortization expense46,26012,0093,43261,701(10)61,691

(1)

For each reportable segment, the other segment items category includes equity and variable compensation, acquired intangible assets amortization, inventory step-up, and restructuring and other charges.

(2)

Included in Corporate and Eliminations are interest income, interest expense, net foreign exchange gains (losses), intercompany eliminations, severance charges, pension and postretirement plan actuarial gains (losses), acquisition and divestiture related expenses, ERP implementation related costs, and an expense for the modification of outstanding equity awards.

(3)

Total assets are attributable to each segment. Corporate assets consist of cash and cash equivalents, marketable securities, and certain other assets.

U. EQUITY

Stock Repurchase Program

In January 2023, Teradyne’s Board of Directors cancelled its January 2021 repurchase program and approved a new repurchase program for up to $2.0 billion of common stock. As of January 1, 2023, share repurchases in excess of issuances are subject to a 1% excise tax, which is included as part of the cost basis of the shares acquired.

During the six months ended June 28, 2026, Teradyne repurchased 0.2 million shares of common stock for a total cost of $74.2 million at an average price of $341.89 per share. The cumulative repurchases under the January 2023 repurchase program as of June 28, 2026, were 12.2 million shares of common stock for $1,382.9 million at an average price per share of $113.52.

During the six months ended June 29, 2025, Teradyne repurchased 3.0 million shares of common stock for a total cost of $277.3 million at an average price of $93.67 per share.

The total cost of shares acquired includes commissions and related excise tax and is recorded as a reduction to retained earnings.

Dividend

Holders of Teradyne’s common stock are entitled to receive dividends when they are declared by Teradyne’s Board of Directors.

In January 2026 and May 2026, Teradyne’s Board of Directors declared a quarterly cash dividend of $0.13 per share. Dividend payments for the three and six months ended June 28, 2026, were $20.3 million and $40.7 million, respectively.

In January 2025 and May 2025, Teradyne’s Board of Directors declared a quarterly cash dividend of $0.12 per share. Dividend payments for the three and six months ended June 29, 2025, were $19.2 million and $38.6 million, respectively.

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