TERADYNE, INC (TER) · Material Event (8-K) SEC Filing

EX-99.1 2 ter-ex99_1.htm EX-99.1 EX-99.1 Exhibit 99.1 Teradyne Reports Second Quarter 2026 Results •Second consecutive quarter of record revenue, exceeding the high end of our Q2 Guidance•Revenue up 104% and earnings up over 300% from Q2’25•Record Memory revenue driven by continued strength in DRAM and a resurgence in NAND final test Q2'26 Q2'25 Q1'26 Revenue (mil) $ 1,329 $ 652 $ 1,282 GAAP EPS $ 2.38 $ 0.49 $ 2.53 Non-GAAP EPS $ 2.47 $ 0.57 $ 2.56 NORTH READING, Mass. – July 28, 2026 – Teradyne, Inc. (NASDAQ: TER) reported revenue of $1,329 million for the second quarter of 2026 of which $1,122 million was in Semiconductor Test, $107 million in Product Test, and $100 million in Robotics. On a GAAP-basis, net income attributable to Teradyne for the second quarter of 2026 was $374.5 million, or $2.38 per diluted share. On a non-GAAP basis, net income attributable to Teradyne for the second quarter of 2026 was $389.0 million, or $2.47 per diluted share, which excluded acquired intangible asset amortization, restructuring and other charges, and the related tax impact on non-GAAP adjustment. Our strategy to capture test and robotics opportunities from wafer to AI data center has driven another record quarter. This strength became evident in the year-on-year market expansion for all three of our business groups,” said Teradyne CEO Greg Smith. “In the short term, our Q3 guidance reflects robust AI-related demand. Looking further ahead, rapid increase in wafer fab equipment investment sets the stage for continued growth in 2027 and beyond. Guidance for the third quarter of 2026 is revenue of $1,200 million to $1,300 million, with GAAP net income attributable to Teradyne of $1.79 to $2.09 per diluted share and non-GAAP net income attributable to Teradyne of $1.85 to $2.15 per diluted share. Non-GAAP guidance excludes acquired intangible asset amortization and amortization on our investment in Technoprobe, as well as the related tax impact on non-GAAP adjustments.Webcast A conference call to discuss the second quarter results, along with management’s business outlook, will follow at 8:30 a.m. ET, July 29, 2026. Interested investors should access the webcast at www.teradyne.com and click on “Investors” at least five minutes before the call begins. Presentation materials will be available starting at 7:30 a.m. ET. A replay will be available on the Teradyne website at www.teradyne.com/investors. Page 2 Non-GAAP Results In addition to disclosing results that are determined in accordance with GAAP, Teradyne also discloses non-GAAP results of operations that exclude certain income items and charges. These results are provided as a complement to results provided in accordance with GAAP. Non-GAAP income from operations and non-GAAP net income attributable to Teradyne excludes acquired intangible assets amortization, restructuring and other, ERP related expenses, inventory step-up, pension mark-to-market adjustment, pension actuarial gains and losses, discrete income tax adjustments, and the related tax impact on non-GAAP adjustments. GAAP requires that these items be included in determining income from operations and net income. Non-GAAP income from operations, non-GAAP net income, non-GAAP income from operations as a percentage of revenue, non-GAAP net income as a percentage of revenue, and non-GAAP net income per share are non-GAAP performance measures presented to provide meaningful supplemental information regarding Teradyne’s baseline performance before gains, losses or other charges that may not be indicative of Teradyne’s current core business or future outlook. These non-GAAP performance measures are used to make operational decisions, to determine employee compensation, to forecast future operational results, and for comparison with Teradyne’s business plan, historical operating results and the operating results of Teradyne’s competitors. Management believes each of these non-GAAP performance measures provides useful supplemental information for investors, allowing greater transparency to the information used by management in its operational decision making and in the review of Teradyne’s financial and operational performance, as well as facilitating meaningful comparisons of Teradyne’s results in the current period compared with those in prior and future periods. A reconciliation of each available GAAP to non-GAAP financial measure discussed in this press release is contained in the attached exhibits and on the Teradyne website at www.teradyne.com by clicking on “Investor Relations” and then selecting “Financials” and the “GAAP to Non-GAAP Reconciliation” link. The non-GAAP performance measures discussed in this press release may not be comparable to similarly titled measures used by other companies. The presentation of non-GAAP measures is not meant to be considered in isolation, as a substitute for, or superior to, financial measures or information provided in accordance with GAAP.About Teradyne Teradyne (NASDAQ:TER) designs, develops, and manufactures automated test equipment and advanced robotics systems. Its test solutions for semiconductors and electronics products enable Teradyne's customers to consistently deliver on their quality standards. Its advanced robotics business includes collaborative robots and mobile robots that support manufacturing and warehouse operations for companies of all sizes. For more information, visit teradyne.com. Teradyne is a registered trademark of Teradyne, Inc., in the U.S. and other countries.Safe Harbor Statement This release contains forward-looking statements including statements regarding Teradyne’s future business prospects, financial performance or position and results of operations. You can identify forward-looking statements by their use of forward-looking words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,” “goal” or other comparable terms. Forward-looking statements in this press release address various matters, including statements regarding Teradyne’s financial guidance. Investors are cautioned that such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements due to known and unknown risks, uncertainties, assumptions, and other factors. Such factors include, but are not limited to, macroeconomic factors and slowdowns or downturns in economic conditions generally and in the markets in which Teradyne operates; decreased or delayed product demand from one or more significant customers; a slowdown or inability in the development, delivery and acceptance of new products; the ability to grow the Robotics business; the impact of increased research and development spending; the impact of epidemics or pandemics; the impact of a supply shortage on our supply chain and contract manufacturers; the consummation and success of any mergers or acquisitions; unexpected cash needs; the business judgment of the board of directors that a declaration of a dividend or the repurchase of common stock is not in Teradyne’s best interests; changes to U.S. or global tax regulations or guidance; the impact of any tariffs or export controls imposed by the U.S. or China; the impact of U.S. Department of Commerce or other government agency regulations relating to Huawei, HiSilicon and other customers or potential customers; the impact of U.S. Department of Commerce export control regulations for certain U.S. products and technology sold to military end users or for military end-use Page 3 in China; the impact of the current or future geopolitical conflicts; the impact of regulations published by the U.S. Department of Commerce relating to semiconductors and semiconductor manufacturing equipment destined for certain end uses in China. The risks included above are not exhaustive. For a more detailed description of the risk factors associated with Teradyne, please refer to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Many of these factors are macroeconomic in nature and are, therefore, beyond Teradyne’s control. We caution readers not to place undue reliance on any forward-looking statements included in this press release which speak only as to the date of this press release. Teradyne specifically disclaims any obligation to update any forward-looking information contained in this press release or with respect to the announcements described herein. Page 4 TERADYNE, INC. REPORT FOR SECOND FISCAL QUARTER OF 2026 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands) Quarter Ended Six Months Ended June 28,2026 March 29,2026 June 29,2025 June 28,2026 June 29,2025 Net revenues $ 1,328,990 $ 1,282,494 $ 651,797 $ 2,611,484 $ 1,337,477 Cost of revenues (exclusive of acquired intangible assets amortization shown separately below) (1) 534,372 501,545 278,785 1,035,916 549,128 Gross profit 794,618 780,949 373,012 1,575,568 788,349 Operating expenses: Selling and administrative (2) 192,520 166,737 157,782 359,257 315,039 Engineering and development 156,284 135,561 118,382 291,845 236,570 Acquired intangible assets amortization 4,972 2,224 3,733 7,196 8,306 Restructuring and other (3) 3,032 3,425 2,372 6,457 16,887 Operating expenses 356,808 307,947 282,269 664,755 576,802 Income from operations 437,810 473,002 90,743 910,813 211,547 Interest and other (income) expense (4) (5,809 ) 7,326 (5,816 ) 1,517 (4,037 ) Income before income taxes 443,619 465,676 96,559 909,296 215,584 Income tax provision 66,788 62,157 12,260 128,945 26,804 Income before equity in net earnings of affiliate $ 376,831 $ 403,519 $ 84,299 $ 780,351 $ 188,780 Equity in net earnings of affiliate (1,946 ) (4,611 ) (5,927 ) (6,557 ) (11,511 ) Consolidated net income 374,885 398,908 78,372 773,794 177,269 Less: Net income attributable to noncontrolling interests 352 — — 352 — Net income attributable to Teradyne $ 374,533 $ 398,908 $ 78,372 $ 773,442 $ 177,269 Earnings per common share attributable to Teradyne Basic $ 2.39 $ 2.55 $ 0.49 $ 4.94 $ 1.10 Diluted $ 2.38 $ 2.53 $ 0.49 $ 4.91 $ 1.10 Weighted average common shares - basic 156,470 156,410 159,967 156,440 160,734 Weighted average common shares - diluted 157,693 157,636 160,135 157,664 161,065 Cash dividend declared per common share $ 0.13 $ 0.13 $ 0.12 $ 0.26 $ 0.24 (1)Cost of revenues includes: Quarter Ended Six Months Ended June 28,2026 March 29,2026 June 29,2025 June 28,2026 June 29,2025 Provision for excess and obsolete inventory $ 3,599 $ 4,682 $ 7,402 $ 8,281 $ 12,347 Inventory step-up — 118 343 118 560 Sale of previously written down inventory (563 ) (297 ) (1,105 ) (860 ) (1,429 ) $ 3,036 $ 4,503 $ 6,640 $ 7,539 $ 11,478 (2)For the quarters ended June 28, 2026, March 29, 2026, and June 29, 2025, selling and administrative expenses included $2.5 million, $1.7 million, and $1.1 million, respectively, of expenses directly related to an ERP system implementation. For the six months ended June 28, 2026 and June 29, 2025, selling and administrative expenses included $4.3 million and $1.8 million, respectively, of expenses directly related to an ERP system implementation. Page 5 (3)Restructuring and other consists of: Quarter Ended Six Months Ended June 28,2026 March 29,2026 June 29,2025 June 28,2026 June 29,2025 Acquisition and divestiture related expenses $ 1,532 $ 1,699 $ (422 ) $ 3,231 $ 1,550 Employee severance (a) 1,404 854 2,320 2,258 13,715 Asset impairment — — 72 — 1,214 Other 96 872 402 968 408 $ 3,032 $ 3,425 $ 2,372 $ 6,457 $ 16,887 (a)For the six months ended June 29, 2025, employee severance relates primarily to Robotics restructuring which impacted approximately 150 employees. (4)Interest and other includes: Quarter Ended Six Months Ended June 28,2026 March 29,2026 June 29,2025 June 28,2026 June 29,2025 Pension actuarial losses (gains) $ (157 ) $ — $ 127 $ (157 ) $ 127 Loss (gain) on foreign exchange contract — — — — (561 ) Page 6 CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) June 28,2026 December 31,2025 ASSETS Current assets: Cash and cash equivalents $ 349,538 $ 293,751 Marketable securities 5,291 28,247 Accounts receivable, net 1,109,711 786,913 Inventories, net 403,297 379,552 Prepayments 468,174 427,564 Other current assets 30,011 33,273 Total current assets 2,366,022 1,949,300 Property, plant and equipment, net 634,839 562,999 Operating lease right-of-use assets, net 94,302 76,635 Marketable securities 162,274 126,256 Deferred tax assets 289,582 275,265 Retirement plans assets 12,140 12,059 Equity method investment 514,957 537,098 Other assets 85,774 71,697 Acquired intangible assets, net 101,910 51,271 Goodwill 663,817 521,019 Total assets $ 4,925,617 $ 4,183,599 LIABILITIES Current liabilities: Accounts payable $ 383,422 $ 269,185 Accrued employees’ compensation and withholdings 220,690 254,973 Deferred revenue and customer advances 193,840 153,124 Other accrued liabilities 133,399 111,845 Operating lease liabilities 17,258 19,340 Short-term debt — 200,000 Income taxes payable 164,907 106,740 Total current liabilities 1,113,516 1,115,207 Retirement plans liabilities 151,436 144,874 Long-term deferred revenue and customer advances 62,985 50,888 Deferred tax liabilities 12,929 5,378 Long-term other accrued liabilities 28,569 7,601 Long-term operating lease liabilities 82,869 63,899 Total liabilities 1,452,304 1,387,847 EQUITY Total Teradyne shareholders' equity 3,437,162 2,795,752 Equity attributable to noncontrolling interests 36,151 — Total equity 3,473,313 2,795,752 Total liabilities and equity $ 4,925,617 $ 4,183,599 Page 7 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Quarter Ended Six Months Ended June 28,2026 June 29,2025 June 28,2026 June 29,2025 Cash flows from operating activities: Consolidated net income $ 374,885 $ 78,372 $ 773,794 $ 177,269 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Depreciation 28,644 27,312 58,884 52,835 Stock-based compensation 20,063 16,827 41,964 32,031 Equity in net earnings of affiliate 1,946 5,927 6,557 11,511 Amortization 5,006 4,077 7,421 8,856 Provision for excess and obsolete inventory 3,599 7,402 8,281 12,347 Losses (gains) on investments (8,241 ) (4,450 ) (4,923 ) (1,078 ) Deferred taxes (10,466 ) (7,187 ) (18,230 ) (14,998 ) Retirement plan actuarial losses (gains) (157 ) 127 (157 ) 127 Other 474 (317 ) 2,760 3,168 Changes in operating assets and liabilities, net of businesses acquired: Accounts receivable 19,841 36,443 (302,176 ) 49,496 Inventories (28,678 ) 7,342 (7,852 ) (23,707 ) Prepayments and other assets (63,670 ) 17,230 (59,621 ) 30,879 Accounts payable and other liabilities 136,829 27,085 121,803 17,135 Deferred revenue and customer advances (1,101 ) 2,857 50,863 13,056 Retirement plans contributions (1,564 ) (4,294 ) (3,098 ) (5,576 ) Income taxes (8,272 ) (32,665 ) 57,992 (19,625 ) Net cash provided by operating activities 469,138 182,088 734,262 343,726 Cash flows from investing activities: Purchases of property, plant and equipment (90,706 ) (50,408 ) (155,439 ) (114,429 ) Acquisitions of businesses, net of cash and cash equivalents acquired (165,611 ) (127,378 ) (165,611 ) (144,380 ) Purchase of investments in a business (10,030 ) (2,357 ) (10,030 ) (5,368 ) Purchases of marketable securities (7,438 ) (6,396 ) (48,235 ) (17,150 ) Proceeds from maturities of marketable securities 159 5,223 11,069 32,603 Proceeds from sales of marketable securities 2,287 2,854 29,615 8,487 Net cash used for investing activities (271,339 ) (178,462 ) (338,631 ) (240,237 ) Cash flows from financing activities: Proceeds from borrowings on revolving credit facility 300,000 — 350,000 — Repayments of borrowings on revolving credit facility (300,000 ) — (550,000 ) — Dividend payments (20,348 ) (19,177 ) (40,710 ) (38,584 ) Repurchase of common stock (68,720 ) (117,398 ) (74,238 ) (274,873 ) Payments related to net settlement of employee stock compensation awards (1,676 ) (229 ) (41,113 ) (14,954 ) Issuance of common stock under stock purchase and stock option plans — — 15,101 14,792 Net cash used for financing activities (90,744 ) (136,804 ) (340,960 ) (313,619 ) Effects of exchange rate changes on cash and cash equivalents 539 (3,202 ) 1,116 (3,972 ) (Decrease) increase in cash and cash equivalents 107,594 (136,380 ) 55,787 (214,102 ) Cash and cash equivalents at beginning of period 241,944 475,632 293,751 553,354 Cash and cash equivalents at end of period $ 349,538 $ 339,252 $ 349,538 $ 339,252 Page 8 GAAP to Non-GAAP Earnings Reconciliation (In millions, except per share amounts) Quarter Ended June 28,2026 % of Net Revenues March 29,2026 % of Net Revenues June 29,2025 % of Net Revenues Net revenues $ 1,329.0 $ 1,282.5 $ 651.8 Gross profit GAAP 794.6 59.8 % 780.9 60.9 % 373.0 57.2 % Inventory step-up — 0.0 % 0.1 0.0 % 0.3 0.0 % Gross profit non-GAAP 794.6 59.8 % 781.0 60.9 % 373.3 57.3 % Income from operations - GAAP 437.8 32.9 % 473.0 36.9 % 90.7 13.9 % Acquired intangible assets amortization 5.0 0.4 % 2.2 0.2 % 3.7 0.6 % Restructuring and other (1) 3.0 0.2 % 3.4 0.3 % 2.4 0.4 % ERP related expenses (2) 2.5 0.2 % 1.7 0.1 % 1.1 0.2 % Inventory step-up — 0.0 % 0.1 0.0 % 0.3 0.0 % Income from operations - non-GAAP $ 448.3 33.7 % $ 480.4 37.5 % $ 98.2 15.1 % Earnings per Common Share attributable to Teradyne Earnings per Common Share attributable to Teradyne Earnings per Common Share attributable to Teradyne June 28,2026 % of Net Revenues Basic Diluted March 29,2026 % of Net Revenues Basic Diluted June 29,2025 % of Net Revenues Basic Diluted Net income attributable to Teradyne - GAAP $ 374.5 28.2 % $ 2.39 $ 2.38 $ 398.9 31.1 % $ 2.55 $ 2.53 $ 78.4 12.0 % $ 0.49 $ 0.49 Amortization of equity method investment 7.6 0.6 % 0.05 0.05 7.7 0.6 % 0.05 0.05 7.4 1.1 % 0.05 0.05 Acquired intangible assets amortization 5.0 0.4 % 0.03 0.03 2.2 0.2 % 0.01 0.01 3.7 0.6 % 0.02 0.02 Restructuring and other (1) 3.0 0.2 % 0.02 0.02 3.4 0.3 % 0.02 0.02 2.4 0.4 % 0.02 0.01 ERP related expenses (2) 2.5 0.2 % 0.02 0.02 1.7 0.1 % 0.01 0.01 1.1 0.2 % 0.01 0.01 Pension mark-to-market adjustment (3) (0.2 ) 0.0 % (0.00 ) (0.00 ) — — — — 0.1 0.0 % 0.00 0.00 Inventory step-up — — — — 0.1 0.0 % 0.00 0.00 0.3 0.0 % 0.00 0.00 Exclude discrete tax adjustments (1.7 ) 0.1 % (0.01 ) (0.01 ) (9.3 ) 0.7 % (0.06 ) (0.06 ) 0.0 0.0 % 0.00 0.00 Non-GAAP tax adjustments (1.7 ) 0.1 % (0.01 ) (0.01 ) (1.8 ) 0.1 % (0.01 ) (0.01 ) (1.8 ) 0.3 % (0.01 ) (0.01 ) Net income attributable to Teradyne - non-GAAP $ 389.0 29.3 % $ 2.49 $ 2.47 $ 402.9 31.4 % $ 2.58 $ 2.56 $ 91.6 14.1 % $ 0.57 $ 0.57 GAAP and non-GAAP weighted average common shares - basic 156.5 156.4 160.0 GAAP and non-GAAP weighted average common shares - diluted 157.7 157.6 160.1 Page 9 (1)Restructuring and other consists of: Quarter Ended June 28,2026 March 29,2026 June 29,2025 Acquisition and divestiture related expenses $ 1.5 $ 1.7 $ (0.4 ) Employee severance 1.4 0.9 2.3 Asset impairment — — 0.1 Other 0.1 0.9 0.4 $ 3.0 $ 3.5 $ 2.4 (2)For the quarters ended June 28, 2026, March 29, 2026, and June 29, 2025, selling and administrative expenses included costs directly related to an ERP system implementation.(3)For the quarters ended June 28, 2026 and June 29, 2025, adjustments to exclude actuarial gains and losses, respectively, recognized under GAAP in accordance with Teradyne’s mark-to-market pension accounting. Page 10 Six Months Ended June 28,2026 % of Net Revenues June 29,2025 % of Net Revenues Net Revenues $ 2,611.5 $ 1,337.5 Gross profit GAAP 1,575.6 60.3 % 788.3 58.9 % Inventory step-up 0.1 0.0 % 0.6 0.0 % Gross profit non-GAAP 1,575.7 60.3 % 788.9 59.0 % Income from operations - GAAP 910.8 34.9 % 211.5 15.8 % Acquired intangible assets amortization 7.2 0.3 % 8.3 0.6 % Restructuring and other (1) 6.5 0.2 % 16.9 1.3 % ERP related expenses (2) 4.3 0.2 % 1.8 0.1 % Inventory step-up 0.1 0.0 % 0.6 0.0 % Income from operations - non-GAAP $ 928.9 35.6 % $ 239.1 17.9 % Earnings per Common Share attributable to Teradyne Earnings per Common Share attributable to Teradyne June 28,2026 % of Net Revenues Basic Diluted June 29,2025 % of Net Revenues Basic Diluted Net income attributable to Teradyne - GAAP $ 773.4 29.6 % $ 4.94 $ 4.91 $ 177.3 13.3 % $ 1.10 $ 1.10 Amortization of equity method investment 15.3 0.6 % 0.10 0.10 14.8 1.1 % 0.09 0.09 Acquired intangible assets amortization 7.2 0.3 % 0.05 0.05 8.3 0.6 % 0.05 0.05 Restructuring and other (1) 6.5 0.2 % 0.04 0.04 16.9 1.3 % 0.11 0.10 ERP related expenses (2) 4.3 0.2 % 0.03 0.03 1.8 0.1 % 0.01 0.01 Inventory step-up 0.1 0.0 % 0.00 0.00 0.6 0.0 % 0.00 0.00 Pension mark-to-market adjustment (3) (0.2 ) 0.0 % (0.00 ) (0.00 ) 0.1 0.0 % 0.00 0.00 Loss (gain) on foreign exchange contract — — — — (0.6 ) 0.0 % (0.00 ) (0.00 ) Exclude discrete tax adjustments (11.0 ) 0.4 % (0.07 ) (0.07 ) 0.9 0.1 % 0.01 0.01 Non-GAAP tax adjustments (3.7 ) 0.1 % (0.02 ) (0.02 ) (6.9 ) 0.5 % (0.04 ) (0.04 ) Net income attributable to Teradyne - non-GAAP $ 791.9 30.3 % $ 5.06 $ 5.02 $ 213.2 15.9 % $ 1.33 $ 1.32 GAAP and non-GAAP weighted average common shares - basic 156.4 160.7 GAAP and non-GAAP weighted average common shares - diluted 157.7 161.1 Page 11 (1)Restructuring and other consists of: Six Months Ended June 28,2026 June 29,2025 Acquisition and divestiture related expenses $ 3.2 $ 1.6 Employee severance (a) 2.3 13.7 Asset impairment — 1.2 Other 1.0 0.4 $ 6.5 $ 16.9 (a)For the six months ended June 29, 2025, employee severance relates primarily to Robotics restructuring which impacted approximately 150 employees.(2)For the six months ended June 28, 2026 and June 29, 2025, selling and administrative expenses included costs directly related to an ERP system implementation.(3)For the six months ended June 28, 2026, and June 29, 2025, adjustments to exclude actuarial gains and losses, respectively, recognized under GAAP in accordance with Teradyne’s mark-to-market pension accounting. Page 12 GAAP to Non-GAAP Reconciliation of Third Quarter 2026 guidance: GAAP and non-GAAP third quarter revenue guidance: $1,200 million to $1,300 million GAAP net income attributable to Teradyne per diluted share $ 1.79 $ 2.09 Exclude acquired intangible assets amortization 0.03 $ 0.03 Exclude equity method investment amortization 0.05 $ 0.05 Non-GAAP tax adjustments (0.01 ) $ (0.01 ) Non-GAAP net income attributable to Teradyne per diluted share $ 1.85 $ 2.15 For press releases and other information of interest to investors, please visit Teradyne’s homepage at http://www.teradyne.com. Contact: Teradyne, Inc. Amy McAndrews 978-370-3945 Vice President of Corporate Relations