Coherent (COHR)

Consolidated Balance Sheets54 Consolidated Statements of Earnings (Loss)55 Consolidated Statements of Comprehensive Income (Loss)56 Consolidated Statements of Shareholders Equity and Mezzanine Equity 57 Consolidated Statements of Cash Flows58 Notes to Consolidated Financial Statements60 49 Table of Contents MANAGEMENT S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management s Responsibility for Preparation of the Financial Statements Management is responsible for the preparation of the Consolidated Financial Statements included in this Annual Report on Form 10-K. The Consolidated Financial Statements were prepared in accordance with the accounting principles generally accepted in the United States of America and include amounts that are based on the best estimates and judgments of management. The other financial information contained in this Annual Report on Form 10-K is consistent with the Consolidated Financial Statements. Management s Report on Internal Control Over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Exchange Act Rules 13-15(f) and 15d-15(f). The Company s internal control system is designed to provide reasonable assurance concerning the reliability of the financial data used in the preparation of the Company s Consolidated Financial Statements, as well as reasonable assurance with respect to safeguarding the Company s assets from unauthorized use or disposition. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement presentation and other results of such systems. Management conducted an evaluation of the effectiveness of the Company s internal control over financial reporting as of June 30, 2026. In making this evaluation, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control Integrated Framework (2013). Management s evaluation included reviewing the documentation of its controls, evaluating the design effectiveness of controls and testing their operating effectiveness. Based on the evaluation, management concluded that as of June 30, 2026, the Company s internal controls over financial reporting were effective. Ernst & Young LLP, an independent registered public accounting firm, has issued its report on the effectiveness of our internal control over financial reporting as of June 30, 2026, which report is included herein. 50 Table of Contents Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Coherent Corp. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Coherent Corp. and subsidiaries (the Company) as of June 30, 2026 and 2025, the related consolidated statements of earnings (loss), comprehensive income (loss), shareholders equity and mezzanine equity and cash flows for each of the three years in the period ended June 30, 2026, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the consolidated financial statements ). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at June 30, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2026, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated August 14, 2026 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. 51 Table of Contents Goodwill Impairment Assessment - Lasers Reporting Unit Description of the MatterAt June 30, 2026, the balance of the Company s goodwill related to the Lasers reporting unit was $3.1 billion. As discussed in Note 1 to the consolidated financial statements, goodwill is reviewed annually for impairment, or more frequently if impairment indicators arise. The assessment of goodwill for impairment requires a comparison of the fair value of each reporting unit that has goodwill associated with its operations to its carrying amount, including goodwill. If the Company s carrying amount of a reporting unit exceeds its fair value, an impairment loss would be measured as the excess of the carrying value over the calculated fair value. Auditing the Company s annual goodwill impairment test for the Lasers reporting unit is complex because it involves making assumptions about the timing and amount of the forecasted future net cash flows of the reporting unit. The fair value estimate can be sensitive to significant assumptions such as revenue and the selected discount rate, which is based on a risk-adjusted weighted average cost of capital. These significant assumptions are forward looking and could be impacted by future economic conditions. How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company s goodwill impairment evaluation process, including controls over management s review of the assumptions described above. Our audit procedures to test management s impairment evaluation of the Lasers reporting unit included, among others, assessing the valuation methodology and assumptions discussed above, and the underlying data used to develop such assumptions. For example, we compared certain assumptions to current industry, market and economic trends. Where appropriate, we evaluated whether changes to the Company s business and other factors would affect the assumptions. We also assessed the historical accuracy of management s estimates and performed independent sensitivity analyses. We involved our valuation specialists to assist us in evaluating the methodologies and auditing the assumptions used to calculate the estimated fair value of the Lasers reporting unit. /s/ Ernst & Young LLP We have served as the Company s auditor since 2008. Pittsburgh, Pennsylvania August 14, 2026 52 Table of Contents Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Coherent Corp. Opinion on Internal Control Over Financial Reporting We have audited Coherent Corp. and subsidiaries internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Coherent Corp. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of June 30, 2026, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of June 30, 2026 and 2025, the related consolidated statements of earnings (loss), comprehensive income (loss), shareholders equity and mezzanine equity and cash flows for each of the three years in the period ended June 30, 2026, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated August 14, 2026 expressed an unqualified opinion thereon. Basis for Opinion The Company s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Pittsburgh, Pennsylvania August 14, 2026 53 Table of Contents Coherent Corp. and Subsidiaries Consolidated Balance Sheets ($000) 20262025$1,162,018 $909,200 35,156 8,897 825,000 1,343,278 964,051 2,581,043 1,437,636 78,892 55,773 900,112 551,597 6,925,499 3,927,154 2,999,343 1,877,507 4,375,597 4,471,084 2,884,474 3,204,747 69,434 53,407 571,222 714,816 474,283 662,221 $18,299,852 $14,910,936 $7,916 $188,306 1,905,357 846,984 358,047 258,650 61,371 41,575 173,248 123,762 347,990 335,564 2,853,929 1,794,841 3,214,308 3,498,615 540,610 711,717 254,839 165,162 197,966 259,318 7,061,652 6,429,653 2,483,261 9,790,596 5,056,168 204,112 372,037 1,354,270 584,374 6,012,579 (445,483)(368,065)10,903,495 5,644,514 334,705 353,508 11,238,200 5,998,022 $18,299,852 $14,910,936 202620252024$7,118,181 $5,810,115 $4,707,688 4,449,141 3,766,793 3,251,724 722,952 581,924 478,788 1,044,566 926,451 854,001 63,390 160,081 27,054 64,404 84,988 (124,133) 190,267 243,251 288,475 (140,139)(47,554)(44,707)6,270,448 5,715,934 4,855,335 847,733 94,181 (147,647)60,849 64,124 11,117 786,884 30,057 (158,764)(18,114)(19,307)(2,610)804,998 49,364 (156,154)35,102 129,926 123,357 $769,896 $(80,562)$(279,511)$4.34 $(0.52)$(1.84)$4.12 $(0.52)$(1.84)20252024786,884 $30,057 $(158,764)409,069 (81,889)(31,898)(20,196)(6,351)(7,443)370,820 (109,528)400,877 (268,292)(19,307)(2,610)1,423 429 637,073 $418,761 $(266,111)Preferred StockTreasury StockMezzanine EquityAmountSharesAmountAOCIRetained EarningsSharesAmountNCITotalPreferred SharesAmount154,721 $3,781,211 2,300 $445,319 $109,726 $944,416 (15,137)$(293,121)$ $4,987,551 215 $2,241,415 3,447 166,800 (492)(22,001) 144,799 10,240 445,319 (2,300)(445,319) (156,154) (2,610)(158,764) (82,318) 429 (81,889) (20,196) (20,196) (7,443) (7,443) (123,322) (123,322) 123,357 464,327 2,871 373,573 840,771 $168,408 $4,857,657 $ $2,640 $664,940 (15,629)$(315,122)$371,392 $5,581,507 215 $2,364,772 3,441 199,204 (665)(52,943) 146,261 49,364 (19,307)30,057 407,646 1,423 409,069 (31,898) (31,898) (6,351) (6,351) (129,930) (129,930) 118,489 (693) (693) 171,849 $5,056,168 $ $372,037 $584,374 (16,294)$(368,065)$353,508 $5,998,022 215 $2,483,261 2,857 229,093 (569)(77,418) 151,675 30,122 2,506,885 2,506,885 (215)(2,506,885) 804,998 (18,114)786,884 (158,376) (689)(159,065) (11,414) (11,414) 1,865 1,865 (35,102) (35,102) 23,624 7,788 1,998,450 1,998,450 212,616 $9,790,596 $ $204,112 $1,354,270 (16,863)$(445,483)$334,705 $11,238,200 $ 202620252024$786,884 $30,057 $(158,764)241,561 250,810 271,601 280,334 302,788 288,160 186,468 160,239 126,049 87,563 140,912 16,557 17,560 19,774 17,652 599 782 758 (24,792)33,122 (10,556)(690)(1,316)51 (198,732)(95,434)(112,096)(124,133) (73,998) 3,056 1,978 (367,631)(170,444)60,581 (1,183,000)(202,728)(23,196)748,533 217,357 205,044 (9,307)3,182 (72,818)18,175 (22,118)12,251 99,397 62,960 36,894 (408,333)(96,343)(114,415)79,514 633,600 545,731 (1,102,909)(440,836)(346,816)(7,174) 89,384 436,992 27,000 (1,025,000) 200,000 (5,017)(379)(3,897)(1,413,724)(414,215)(350,713) 1,000,000 1,250,000 3,267 640,075 53,729 18,966 28,004 1,998,552 (1,723,437)(436,986)(228,802)(676,211)(51,661)(19,027)(9,101) (31,840)53,814 49,570 42,297 (77,419)(53,992)(22,315)(11,438)(11,438) 970 (948)(1,007)1,477,076 (451,726)758,272 (7,383)75,568 (1,170)135,483 (156,773)952,120 1,632,913 1,789,686 837,566 $1,768,396 $1,632,913 $1,789,686 $189,256 $256,704 $312,879 $208,129 $166,849 $97,295 $371,779 $67,146 $63,286 $2,506,885 $ $445,319 20262025$1,162,018 $909,200 35,156 8,897 571,222 714,816 $1,768,396 $1,632,913 202520245,274,629 $3,755,164 $2,631,369 2,054,951 2,076,319 7,118,181 $5,810,115 $4,707,688 20262025$660,487 $394,682 1,556,956 824,360 363,600 218,594 $2,581,043 $1,437,636 20262025$58,996 $59,543 1,030,787 881,578 2,916,096 2,188,509 776,511 363,129 3,492,759 (1,783,047)(1,615,252)$2,999,343 $1,877,507 IndustrialTotal$1,150,570 $3,320,514 $4,471,084 24,493 24,493 (170)(119,810)(119,980)$1,150,400 $3,225,197 $4,375,597 IndustrialTotal$1,147,297 $3,317,032 $4,464,329 (174,373)(174,373)3,273 177,855 181,128 $1,150,570 $3,320,514 $4,471,084 June 30, 2025Accumulated AmortizationNet Book ValueGross Carrying AmountAccumulated AmortizationNet Book Value$1,505,754 $(601,358)$904,396 $1,534,066 $(513,181)$1,020,885 438,471 (8,471)430,000 438,471 (8,471)430,000 2,384,730 (834,652)1,550,078 2,440,834 (686,972)1,753,862 82,887 (82,887) 90,121 (90,121) $4,411,842 $(1,527,368)$2,884,474 $4,503,492 $(1,298,745)$3,204,747 2027$277,273 2028242,596 2029274,005 2030251,941 2031240,404 Note 7. Assets Held-for-Sale and Sale of Businesses In the fourth quarter of fiscal 2025, management entered into non-binding agreements to sell several entities. As a result of classifying these entities as held-for-sale, the Company recorded non-cash impairment charges of $85 million within the Industrial segment. These charges were recognized in Impairment of assets held-for-sale in our Consolidated Statements of Earnings (Loss) in the fourth quarter of fiscal 2025 to reduce the carrying values of the entities to their estimated fair value. On September 2, 2025, the Company completed the sale of its aerospace and defense business, which was part of the Industrial segment, for approximately $400 million, subject to customary post-closing adjustments. In connection with the sale, the Company recorded a gain of $115 million and incurred approximately $9 million in transaction related costs which were recorded in Gain on sale of business and SG&A expenses, respectively, in the Consolidated Statements of Earnings (Loss) in fiscal 2026. On January 30, 2026, the Company completed the sale of its product division based in Munich, Germany that makes tools for materials processing, which is part of the Industrial segment. The transaction resulted in a loss of $96 million. The loss was primarily attributable to impairment charges of $105 million recognized within Impairment of assets held-for-sale in the Consolidated Statements of Earnings (Loss), including $81 million in the fourth quarter of fiscal 2025, $13 million in the first quarter of fiscal 2026 and $11 million in the second quarter of fiscal 2026. These impairment charges were partially offset by a gain of $9 million recorded within Gain on sale of business in the Consolidated Statements of Earnings (Loss) in fiscal 2026. 67 Table of Contents In the year ended June 30, 2026, the Company recorded additional non-cash impairment charges of $64 million within the Industrial segment related to three entities. Two of these entities had already been classified as held-for-sale as of the prior fiscal year-end and remained classified as held-for-sale during the first and second quarters of fiscal 2026, while the third entity was classified as held-for-sale during the fourth quarter of fiscal 2026. The charges were recorded in Impairment of assets held-for-sale in the Consolidated Statements of Earnings (Loss) in fiscal 2026 to reduce the carrying value of entities classified as held-for-sale to their estimated fair value. Current assets and current liabilities held for sale are recorded in Prepaid and other current assets and Other accrued liabilities, respectively, in our Consolidated Balance Sheets. Noncurrent assets and noncurrent liabilities held for sale are recorded in Other assets and Other liabilities, respectively, in our Consolidated Balance Sheets. Assets and liabilities held-for-sale are in the Industrial segment at both June 30, 2026 and June 30, 2025. Current and noncurrent assets and liabilities classified as held-for-sale as of June 30, 2026 and June 30, 2025 are as follows ($000): June 30, 2025$628 $43,353 31,755 97,236 119 9,023 3,127 3,067 (7,015) $28,614 $152,679 $21,286 $103,863 3,624 174,373 141,647 12,368 32 (37,278)(84,988)$ $334,927 $3,328 $19,209 3,289 16,768 387 2,441 (510)(226)4,512 19,202 $11,006 $57,394 $ $14,785 1,076 5,980 1,318 7,870 $2,394 $28,635 June 30, 2025 Term A Facility, interest at adjusted SOFR, as defined, plus 1.25% $1,140,625 $624,375 (10,087)(8,141) Term B Facility, interest at adjusted SOFR, as defined, plus 1.75% 1,080,000 2,102,358 Debt issuance costs, Term B Facility(21,228)(36,478) Other Credit Facility28,004 Borrowings on local lines of credit4,791 2,091 Facility construction loan in Germany14,062 17,682 5.00% Senior Notes 990,000 990,000 Debt Issuance costs and discount, Senior Notes(3,943)(4,966) Total debt3,222,224 3,686,921 Current portion of long-term debt(7,916)(188,306) Long-term debt, less current portion$3,214,308 $3,498,615 The required annual principal repayments for all indebtedness for the next five years and thereafter, as of June 30, 2026, is set forth in the following table ($000): Year Ending June 30, 2027$7,916 202834,375 202993,629 20302,135,625 2031985,937 Thereafter Total$3,257,482 Senior Credit Facilities On July 1, 2022 (the Closing Date ), Coherent entered into a credit agreement (the Credit Agreement ) by and among the Company, as borrower (in such capacity, the Borrower ), the lenders, and other parties thereto, and JP Morgan Chase Bank, N.A., as administrative agent and collateral agent, which provided for senior secured financing of $4.0 billion, consisting of a term loan A credit facility (the Term A Facility ) maturing July 1, 2027, with an aggregate principal amount of $850 million, a term loan B credit facility (the Term B Facility, and together with the Term A Facility, the Term Facilities ) maturing July 1, 2029, with an aggregate principal amount of $2,800 million, and a revolving credit facility (the Revolving Credit Facility, and together with the Term Facilities, the Senior Credit Facilities ) maturing July 1, 2027, in an aggregate available amount of $350 million, including a letter of credit sub-facility of up to $50 million. On the Closing Date, the Borrower and certain of its direct and indirect subsidiaries provided a guaranty of all obligations of the Borrower and the other loan parties under the Credit Agreement and the other loan documents, secured cash management agreements and secured hedge agreements with the lenders and/or their affiliates (subject to certain exceptions). The Borrower and the other guarantors have also granted a security interest in substantially all of their assets to secure such obligations. On March 31, 2023, Coherent entered into Amendment No. 1 to the Credit Agreement, which replaced the adjusted LIBOR-based rate of interest therein with an adjusted SOFR-based rate of interest. On April 2, 2024, Coherent entered into Amendment No. 2 to the Credit Agreement, under which the principal amount of term B loans outstanding under the Credit Agreement (the Existing Term B Loans ) were replaced with an equal amount of new term loans (the New Term B Loans ) having substantially similar terms as the Existing Term B Loans, except with respect to the interest rate applicable to the New Term B Loans and certain other provisions. On January 2, 2025, Coherent entered into Amendment No. 3 to the Credit Agreement, under which the principal amount of New Term B Loans outstanding under the Credit Agreement were replaced with an equal amount of new term loans (the New Term B-2 Loans ) having substantially similar terms as the New Term B Loans, except with respect to the interest rate applicable to the New Term B-2 Loans and certain other provisions. The maturity of the New Term B-2 Loans and Revolving Credit Facility was unchanged. 69 Table of Contents On September 26, 2025, the Company entered into Amendment No. 4 ( Amendment No. 4 ) and Amendment No. 5 ( Amendment No. 5 ) to the Credit Agreement. Under Amendment No. 4, (i) the existing revolving credit commitments were refinanced and replaced with new senior secured revolving credit commitments, (ii) $350 million of senior secured incremental revolving credit commitments were added, increasing the total revolving credit facility to $700 million (the 2025 Revolving Loans ), including a letter of credit sub-facility of up to $100 million, and (iii) a $1,250 million new tranche of senior secured incremental term A loans was added (the 2025 Incremental Term A Loans ), the proceeds of which were used, in part, to repay all outstanding principal, interest and fees of term A loans outstanding under the Credit Agreement (the Existing Term A Loans ). As amended, the 2025 Revolving Loans and the 2025 Incremental Term A Loans each bear interest at an adjusted SOFR rate subject to a 0.00% floor plus a range of 1.25% to 2.25% based on the Company s total net leverage ratio. The interest rate applicable to the 2025 Revolving Loans and the 2025 Incremental Term A Loans is initially a SOFR-based rate plus 1.50% as of June 30, 2026. The 2025 Revolving Loans and the 2025 Incremental Term A Loans mature on the earlier of September 26, 2030 or a Springing Maturity Date, which is a date that is 91 days prior to the stated maturity of either (i) the Company s unsecured senior notes or (ii) the term B loans then outstanding if, on such 91st day, the applicable senior notes or term B loans remain outstanding and liquidity is less than (x) $250 million plus (y) the aggregate outstanding principal amount of such notes or term B loans, as applicable. Under Amendment No. 5, the outstanding New Term B-2 Loans were replaced with an equal amount of new term loans (the New Term B-3 Loans ) having substantially similar terms as the New Term B-2 Loans, except with respect to the interest rate applicable to the New Term B-3 Loans and certain other provisions. As further amended, the New Term B-3 Loans bear interest at a SOFR-based rate (subject to a 0.50% floor) plus 1.75% as of June 30, 2026. The New Term B-3 Loans will mature on July 1, 2029. Debt extinguishment costs related to the termination of the Existing Term Loans of $3 million were expensed in Other expense, net in the Consolidated Statement of Earnings during the twelve months ended June 30, 2026. In relation to the Term Facilities, the Company incurred interest expense, including amortization of debt issuance costs and the benefit of the interest rate cap and swap, of $139 million and $192 million in the years ended June 30, 2026 and June 30, 2025, respectively, which is included in Interest expense in the Condensed Consolidated Statements of Earnings (Loss). Our interest rate cap together with our interest rate swap (through September 30, 2024), reduced interest expense by $17 million and $32 million during the years ended June 30, 2026 and June 30, 2025, respectively. The amortization of debt issuance costs included in interest expense was $17 million in both the years ended June 30, 2026 and 2025. Debt issuance costs are presented as a reduction to debt within the long-term debt caption in the Condensed Consolidated Balance Sheets. As of June 30, 2026, the Company was in compliance with all covenants under the Senior Credit Facilities. The Company had aggregate availability of $664 million under its Revolving Credit Facility as of June 30, 2026. Debt Assumed through Acquisition We assumed the remaining balances of three term loans with the closing of the acquisition of Coherent, Inc., two of which were repaid prior to June 30, 2024. The aggregate principal amount outstanding under the remaining assumed term loan is $14 million as of June 30, 2026 and is for a Facility Construction Loan in Germany due in 2030 that bears interest at 1.55% per annum. Payments are made quarterly. 5.000% Senior Notes due 2029 On December 10, 2021, the Company issued $990 million aggregate principal amount of Senior Notes pursuant to the indenture, dated as of December 10, 2021 (the Indenture ), between the Company and U.S. Bank National Association, as trustee. The Senior Notes are guaranteed by each of the Company s domestic subsidiaries that guarantee its obligations under the Senior Credit Facilities. Interest on the Senior Notes is payable on December 15 and June 15 of each year, commencing on June 15, 2022, at a rate of 5.000% per annum. The Senior Notes will mature on December 15, 2029. Beginning December 15, 2024, the Company may redeem the Senior Notes, in whole at any time or in part from time to time, at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. In addition, at any time prior to December 15, 2024, the Company had the ability to (but did not) redeem the Senior Notes, at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus a make-whole premium set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. Notwithstanding the foregoing, prior to December 15, 2024, the Company had the ability to redeem up to 40% of the aggregate principal amount of the Senior Notes using the proceeds of certain equity offerings as set forth in the Indenture, at a redemption price equal to 105.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. The Company did not exercise this option. 70 Table of Contents In relation to the Senior Notes, the Company incurred interest expense of $51 million and $50 million in the years ended June 30, 2026 and June 30, 2025, respectively, which is included in Interest expense in the Condensed Consolidated Statements of Earnings (Loss). The Indenture contains customary covenants and events of default, including default relating to, among other things, payment default, failure to comply with covenants or agreements contained in the Indenture or the Senior Notes and certain provisions related to bankruptcy events. As of June 30, 2026, the Company was in compliance with all covenants under the Indenture. Other Credit Facility On June 8, 2026, a certain wholly-owned foreign subsidiary of the Company entered into an unsecured credit facility agreement with a local lender providing for an aggregate line of credit of up to $184 million (based on exchange rates in effect at signing), which is denominated in local currency (the June 2026 Credit Line ). On June 8, 2026, such subsidiary of the Company utilized part of the June 2026 Credit Line by entering into an unsecured credit working capital facility agreement with such local lender providing for aggregate commitments of $29 million (the June 2026 Facility ). The June 2026 Facility matures on June 12, 2029 and had $28 million outstanding as of June 30, 2026. Borrowings bear interest at the one-year local currency lending benchmark less 61 basis points, and the interest is payable quarterly. Neither the Company, nor any other of its subsidiaries, is a party to or guarantor of the June 2026 Facility. The June 2026 Facility contains various affirmative and negative covenants that require the borrowers to meet specified financial ratios and financial tests and customary events of default, subject to applicable grace periods, cure periods and thresholds. Note 9. Leases We determine if an arrangement is a lease at inception for arrangements with an initial term of more than 12 months, and classify it as either finance or operating. Finance leases are generally those that allow us to substantially utilize or pay for the entire asset over its estimated useful life. Finance lease assets are recorded in Property, plant and equipment, net, and finance lease liabilities within Other accrued liabilities and Other liabilities on our Consolidated Balance Sheets. Finance lease assets are amortized in operating expenses on a straight-line basis over the shorter of the estimated useful lives of the assets or the lease term, with the interest component for lease liabilities included in interest expense and recognized using the effective interest method over the lease term. Operating leases are leases that do not qualify as finance leases and are recorded in Other assets and Operating lease current liabilities and Operating lease liabilities on our Consolidated Balance Sheets. Operating lease assets are amortized on a straight-line basis in operating expenses over the lease term. Our lease liabilities are recognized based on the present value of the remaining fixed lease payments, over the lease term, using a discount rate of similarly secured borrowings available to the Company. For the purpose of lease liability measurement, we consider only payments that are fixed and determinable at the time of commencement. Any variable payments that depend on an index or rate are expensed as incurred. We account for non-lease components, such as common area maintenance, as a component of the lease, and include it in the initial measurement of our leased assets and corresponding liabilities. Our lease terms and conditions may include options to extend or terminate. An option is recognized when it is reasonably certain that we will exercise that option. Our lease assets also include any lease payments made, and exclude any lease incentives received prior to commencement. Our lease assets are tested for impairment in the same manner as long-lived assets used in operations. 71 Table of Contents The following table presents lease costs, which include leases for arrangements with an initial term of more than 12 months, lease term, and discount rates ($000): 202620252024$ $1,528$1,6678459471,0408452,4752,70764,03559,21352,909(1,373) $63,507$61,688$55,616$845 $947 $1,040 62,996 58,117 50,672 1,926 1,749 1,584 $135,996 $51,357 $64,385 5.56.57.55.86.26.65.6 %5.6 %5.6 %6.1 %6.9 %6.8 %Operating LeasesFinance LeasesTotal Year 1$77,516 $2,847 $80,363 Year 269,533 2,925 72,458 Year 360,689 3,006 63,695 Year 451,357 3,088 54,445 Year 540,652 3,173 43,825 Thereafter74,763 1,521 76,284 Total minimum lease payments374,510 16,560 391,070 Less: amounts representing interest58,300 2,327 60,627 Present value of total lease liabilities$316,210 $14,233 $330,443 72 Table of Contents Note 10. Other Accrued Liabilities The components of other accrued liabilities were as follows ($000):20262025$48,098 $62,967 27,454 32,754 11,006 57,394 261,432 182,449 347,990 $335,564 2027$11,400 202810,500 202911,300 203012,900 203113,700 Next five years66,600 Note 12. Restructuring Plans 2023 Restructuring Plan On May 23, 2023, the Board of Directors approved the 2023 Plan which includes site consolidations, facilities moves and closures, as well as the relocation and requalification of certain manufacturing facilities. These restructuring actions were intended to realign our cost structure as part of a transformation to a simpler, more streamlined, resilient and sustainable business model. We evaluate restructuring charges in accordance with ASC 420, Exit or Disposal Cost Obligations ( ASC 420 ), and ASC 712, Compensation-Nonretirement Post-Employment Benefits ( ASC 712 ). In the year ended June 30, 2026, these activities resulted in net charges of $1 million, primarily for site move costs partially offset by adjustments to employee termination costs. In the year ended June 30, 2025, these activities resulted in $53 million of net charges primarily for impairment losses associated with the sale of our Newton Aycliffe business, impairment of ROU assets, employee termination costs, site move costs and accelerated depreciation. In fiscal 2024, these activities resulted in $27 million of charges primarily for acceleration of depreciation, write-off of property and equipment, and site move costs. Activity and accrual balances for the 2023 Plan were as follows ($000): Asset Write-OffsOtherTotal Accrual$51,061 $ $ $51,061 6,123 24,010 22,864 52,997 (12,954) (12,954) (24,010)(22,864)(46,874)44,230 44,230 (11,349)250 11,992 893 (5,336) (5,336)1,035 (250)(11,992)(11,207)$28,580 $ $ $28,580 Asset Write-OffsOtherTotal Accrual$ $ $ $ 23,983 59,068 24,033 107,084 (7,261)(48,574)(4,136)(59,971) 16,722 10,494 19,897 47,113 27,583 26,068 8,846 62,497 (20,652) (20,652)(1,122)(26,788)(16,512)(44,422)$22,531 $9,774 $12,231 $44,536 Year Ended June 30, 2025163 $604 123,688 6,238 20262025$353,508 $371,392 (689)1,423 (18,114)(19,307)$334,705 $353,508 Interest Rate InstrumentsDefined Benefit Pension PlanTotal Accumulated Other Comprehensive Income$53,355 $56,112 $259 $109,726 (82,318)24,948 (6,708)(64,077) (45,144)(735)(45,880)(82,318)(20,196)(7,443)(109,957)2,871 2,871 (26,092)35,916 (7,184)2,640 409,069 499 (6,064)403,505 (32,397)(287)(32,685)409,069 (31,898)(6,351)370,820 (1,423) (1,423)381,554 4,018 (13,535)372,037 (159,065)6,048 1,865 (151,152) (17,462) (17,462)(159,065)(11,414)1,865 (168,614)689 689 $223,178 $(7,396)$(11,670)$204,112 202520247,336 $334 $1,149 93,223 92,634 57,767 21,912 9,648 11,200 193,804 $160,972 $126,895 Cash-Based Stock Appreciation RightsWeighted Average Exercise PriceNumber of RightsWeighted Average Exercise Price897,096 $35.43 25,133 $36.93 (518,994)$32.82 (8,695)$38.52 (1,566)$17.84 $ 376,536 $39.10 16,438 $36.08 376,536 $39.10 16,438 $36.08 Stock Options and Cash-Based Stock Appreciation Rights Exercisable Number ofWeighted Average RemainingWeighted AverageNumber ofWeighted Average RemainingWeighted Average Range ofShares orContractual TermExerciseShares orContractual TermExercise Exercise PricesRights(Years)PriceRights(Years)Price 15,035 0.14$21.67 15,035 0.14$21.67 $24.35 - $35.38 64,381 1.66$34.22 64,381 1.66$34.22 $35.39 - $36.89 203,679 3.36$36.33 203,679 3.36$36.33 $36.90 - $49.90 109,879 2.08$49.03 109,879 2.08$49.03 392,974 2.60$38.97 392,974 2.60$38.97 Restricted Share Awards, Restricted Share Units, and Cash-Based Restricted Share Units Restricted share awards, restricted share units, and cash-based restricted share units compensation expense was calculated based on the number of shares or units expected to be earned by the grantee multiplied by the stock price at the date of grant (for restricted share awards and restricted share units) or the stock price at the period end date (for cash-based restricted share units), and is being recognized over the vesting period. Generally, for awards issued through fiscal 2025, the restricted share awards, restricted share units, and cash-based restricted share units have a three-year tranche vesting provision. Restricted share units granted during fiscal 2026 generally vest over three years, with one-third of the award vesting on the first anniversary of the grant date and the remaining two-thirds vesting in equal quarterly installments over the subsequent two years. There were no restricted share awards issued in the fiscal years ended June 30, 2026, 2025 and 2024, and all previous restricted share awards have been amortized in full. 79 Table of Contents Restricted share unit and cash-based restricted share unit activity during the fiscal year ended June 30, 2026, was as follows: Cash-Based Restricted Share UnitsWeighted Average Grant Date Fair ValueNumber of UnitsWeighted Average Grant Date Fair Value3,185,952 $61.13 9,699 $59.49 1,213,655 $114.31 3,870 $95.20 (1,698,871)$101.99 (4,723)$55.54 (294,022)$110.98 $ 2,406,714 $89.99 8,846 $77.22 Weighted Average Grant Date Fair Value2,138,134 $92.11 624,116 $148.94 (315,066)$58.08 (72,581)$88.17 23,282 58.08 2,397,885 $110.06 202620252024$(84,745)$(445,586)$(540,048)932,478 539,767 392,401 $847,733 $94,181 $(147,647)202620252024$3,366 $3,010 $10,119 4,903 1,733 181 251,313 154,815 103,640 259,582 159,558 113,940 (54,967)(50,454)(68,955)(1,633)(7,217)(186)(142,133)(37,763)(33,682)(198,733)(95,434)(102,823)$60,849 $64,124 $11,117 20262025$74,414 $74,886 16,761 18,222 36,183 36,331 214,632 256,794 18,860 15,852 9,225 9,564 215,663 168,998 12,194 15,376 64,962 37,785 6,321 (193,924)(163,678)475,291 470,130 (14,038)(725,095)(863,484)(659)(4,000)(36,973)(63,383)(107,470)(142,781)(54,067)(31,239)(22,203)(9,515)(946,467)(1,128,440)$(471,176)$(658,310)2026%$178,024 21 1,694 (13,245)(2)(19,373)(2)11,206 1 (1,996) (11,029)(1)(16,142)(2)(47,451)(6)4,312 1 (11,242)(1)(526) 9,561 1 (5,082)(1)(13,938)(2)9,652 1 8,939 1 4,039 1 11,186 1 16,837 2 1,717 (16,326)(2)37,883 5 (18,949)(2)8,244 1 (62,799)(7)(4,347)(1)60,849 7 %2024%19,778 21 $(31,006)21 (5)(22) 4 16,601 (11)22 43,866 (30)(1)3,226 (2)4 1,002 (1)(28)(41,387)28 2 13,294 (9)15 (629) 7 3,301 (2)(11)(2,521)2 39 (1)5,392 (4)64,124 68 $11,117 (8)2026 Federal$14,882 State3,274 Foreign China66,107 Germany28,368 Switzerland24,894 Sweden15,977 Korea, Republic of (South)13,656 Malaysia11,314 Other29,657 $208,129 On July 4, 2025, the One Big Beautiful Bill Act ( OBBBA ) was enacted in the United States. OBBBA includes provisions affecting various aspects of domestic and international taxation applicable to U.S. multinational corporations. The Company has evaluated the provisions effective for fiscal year 2026 and reflected the applicable impacts in its fiscal 2026 income tax provision. Certain provisions of OBBBA become effective in future years and the Company will continue to assess the impact of the legislation on future reporting periods. The Company is partially permanently reinvested and will repatriate earnings for all non-U.S. subsidiaries with cash in excess of working capital needs. Such distributions could potentially be subject to U.S. state tax in certain states and foreign withholding taxes. Foreign currency gains (losses) related to the translation of previously taxed earnings from functional currency to U.S. dollars could also be subject to U.S. tax when distributed. The Company has estimated the associated withholding tax to be $37 million. Additionally, the Company made a final accounting policy election to treat taxes due from future inclusions in U.S. taxable income related to global intangible low tax income ( GILTI ) as a current period expense when incurred. During the fiscal years ended June 30, 2026, 2025, and 2024, cash paid by the Company for income taxes was $208 million, $167 million, and $97 million, respectively. 83 Table of Contents Our foreign subsidiaries in various tax jurisdictions operate under tax holiday arrangements. The impact of the tax holidays on our effective rate is a reduction in the rate of 0.9%, 11.6% and 5.6% for the fiscal years ended June 30, 2026, 2025 and 2024, respectively, and the impact of the tax holidays on diluted earnings per share is $0.04, $0.06, and $0.05 for the fiscal years ended June 30, 2026, 2025, and 2024, respectively. The tax holiday related to Coherent Malaysia Sdn. Bhd. expired for certain business lines during the fiscal year ended June 30, 2026, and will expire for other business lines on July 31, 2028. The tax holiday related to certain business lines of II-VI Laser Enterprise Philippines, Inc. expired during the fiscal year ended June 30, 2026, while the tax holiday for other business lines will expire in December 2027. The 100% tax holiday related to Silicon Carbide Vietnam Limited Liability Company expired during the fiscal year ended June 30, 2026; however, a 50% tax holiday remains in effect through June 30, 2030. Similarly, the tax holiday related to certain business lines of Coherent Vietnam (Dong Nai) Company Limited expired during the fiscal year ended June 30, 2026; however, a 50% tax holiday remains in effect through June 30, 2030. In addition, the tax holiday related to certain business lines of Coherent Singapore Pte. Ltd. expired during the fiscal year ended June 30, 2026. The Company has the following gross operating loss carryforwards and tax credit carryforwards as of June 30, 2026 ($000): TypeAmountExpiration Date Tax credit carryforwards: Federal research and development credits$102,973 June 2037-June 2045 Foreign tax credits13,224 June 2030-June 2036 State tax credits13,354 June 2026-June 2040 State tax credits (indefinite)82,435 Indefinite Operating loss carryforwards: Loss carryforwards - federal$26,712 June 2027-June 2036 Loss carryforwards - federal (indefinite)1,539 Indefinite Loss carryforwards - state350,496 June 2027-June 2046 Loss carryforwards - state (indefinite)72,869 Indefinite Loss carryforwards - foreign15,715 June 2027-June 2041 Loss carryforwards - foreign (indefinite)32,883 Indefinite The Company has recorded a valuation allowance against the majority of the foreign and state loss and credit carryforwards, certain U.S. credit carryforwards and the majority of state credit carryforwards. The Company s U.S. federal loss carryforwards, federal research and development credit carryforwards, foreign tax credits, and certain state tax credits resulting from the Company s acquisitions are subject to various annual limitations under Section 382 of the U.S. Internal Revenue Code. Changes in the liability for unrecognized tax benefits for the fiscal years ended June 30, 2026, 2025 and 2024 were as follows ($000): 202620252024$124,008 $116,697 $115,180 6,800 9,660 5,168 (2,970)(67,049)(2,349)(681)$63,759 $124,008 $116,697 20252024804,998 $49,364 $(156,154)(129,926)(123,357)769,896 $(80,562)$(279,511)31,751 $ $ 804,998 $(80,562)$(279,511)154,755 151,642 154,755 151,642 4.34 $(0.52)$(1.84)4.12 $(0.52)$(1.84)2025202429,103 27,691 4,548 2,940 33,651 30,631 202520245,274,629 $3,755,164 $2,631,369 2,054,951 2,076,319 5,810,115 4,707,688 38,584 36,504 77,108 55,098 (115,692)(91,602) 2,889,961 2,167,905 1,724,569 1,833,711 4,614,530 4,001,616 903,787 499,968 407,490 297,706 1,311,277 797,674 (274,333)(179,624)(160,972)(126,895)(160,081)(27,054)(84,988) (38,237)(79,820)(302,788)(288,160)(243,251)(288,475) 47,554 44,707 847,733 $94,181 $(147,647)202620252024$212,560 $209,293 $213,693 304,960 339,377 340,601 4,375 4,928 5,467 $521,895 $553,598 $559,761 202520244,633,696 $3,564,846 $2,622,569 698,800 714,282 680,110 621,918 390,610 340,863 475,749 408,056 7,118,181 $5,810,115 $4,707,688 20262025$1,394,823 $1,092,389 968,796 402,960 473,786 196,543 189,819 189,281 119,145 65,565 98,517 51,032 68,031 49,602 35,754 25,406 19,479 20,594 13,704 16,037 14,516 9,014 4,266 6,063 31,680 23,044 2,037,493 1,055,141 3,432,316 $2,147,530 June 30, 2025Carrying ValueFair ValueCarrying Value$974,437 $986,057 $973,190 $985,034 1,142,051 1,134,859 632,960 616,234 1,082,030 1,058,772 2,108,938 2,065,880 Charged to ExpenseCharged to Other AccountsAssets Held-For-SaleDeduction from ReservesBalance at End of Year YEAR ENDED JUNE 30, 2026: Allowance for doubtful accounts$12,189 $6,042 $ $(13)$(5,025)(2) $13,193 Warranty reserves$32,754 $24,404 $ $(869)$(28,835)$27,454 Deferred tax asset valuation allowance$163,678 $48,095 $277 (1) $(18,126)$ $193,924 YEAR ENDED JUNE 30, 2025: Allowance for doubtful accounts$9,511 $8,181 $ $(117)$(5,386)(2) $12,189 Warranty reserves$44,193 $26,352 $ $(4,299)$(33,492)$32,754 Deferred tax asset valuation allowance$154,830 $15,413 $3,577 (1) $(10,142)$ $163,678 YEAR ENDED JUNE 30, 2024: Allowance for doubtful accounts$8,005 $5,161 $ $ $(3,655)(2) $9,511 Warranty reserves$47,563 $34,362 $ $ $(37,732)$44,193 Deferred tax asset valuation allowance$97,180 $57,968 $(318)(1) $ $ $154,830 (1) Primarily related to currency translation adjustments. (2) Primarily relates to write-offs of accounts receivable. 91 Table of Contents Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. Item 9A. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures The Company s management evaluated, with the participation of the Company s Chief Executive Officer, and the Company s Chief Financial Officer and Treasurer, the effectiveness of the Company s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) as of the end of the period covered by this Annual Report on Form 10-K. The Company s disclosure controls were designed to provide reasonable assurance that information required to be disclosed in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. However, the controls have been designed to provide reasonable assurance of achieving the controls stated goals. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2026, the Company s disclosure controls and procedures were effective. Management s Report on Internal Control Over Financial Reporting Refer to Management s Report on Internal Control Over Financial Reporting included in Item 8 of this Annual Report on Form 10-K. Report of the Registered Public Accounting Firm The report of Ernst & Young LLP, an independent registered public accounting firm, with respect to our internal control over financial reporting is included in Item 8 of this Annual Report on Form 10-K. Changes in Internal Control over Financial Reporting During our most recent quarter, there have been no changes in the Company s internal controls over financial reporting identified in connection with management s evaluation of the effectiveness of the Company s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Item 9B. OTHER INFORMATION During the three months ended June 30, 2026, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted, modified, or terminated a Rule 10b5-1 trading agreement or non-Rule 10b5-1 trading agreement, as each term is defined in Item 408 of Regulation S-K of the Exchange Act. Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 92 Table of Contents PART III Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The information set forth above in Part I of this Annual Report on Form 10-K under the caption Executive Officers of the Registrant is incorporated herein by reference. The other information required by this item, to the extent applicable, is incorporated herein by reference to the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026. Audit Committee Financial Expert The information as to the Audit Committee and the Audit Committee Financial Expert is incorporated herein by reference to the information set forth in the Company s Proxy Statement. Code of Ethics The Company has adopted its Code of Business Conduct and Ethics for all of its employees. The Code of Ethical Business Conduct can be found on the Company s Internet web site at www.coherent.com under Company About Us Governance. The Company will promptly disclose on its web site (i) any amendments or waivers with respect to a director s or executive officer s compliance with the Code of Business Conducts and Ethics and (ii) any amendments or waivers with respect to any provision of the Code of Ethics. Any person may also obtain a copy of the Code of Business Conduct and Ethics without charge by submitting their request to the Chief Financial Officer and Treasurer of Coherent Corp., 375 Saxonburg Boulevard, Saxonburg, Pennsylvania 16056, or by calling (724) 352-4455. We intend to satisfy any disclosure requirements under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of the Code of Business Conduct and Ethics by posting such information on our web site. The website and information contained on it or incorporated in it are not intended to be incorporated in this Annual Report on Form 10-K or other filings with the SEC. Insider Trading Policy Information about our trading policies and procedures can be found under the caption Company Policy Prohibiting Insider Trading and Speculative Trading, Pledging and Hedging in the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026 and is incorporated herein by reference. Item 11. EXECUTIVE COMPENSATION The information required by this item is incorporated herein by reference to the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026. Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information required by this item is incorporated herein by reference to the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026. Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE The information required by this item is incorporated herein by reference to the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026. Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The information required by this item is incorporated herein by reference to the Company s 2026 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended June 30, 2026. 93 Table of Contents PART IV Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a)(1) Financial Statements The financial statements are set forth under Item 8 of this Annual Report on Form 10-K. (2) Schedules Schedule II Valuation and Qualifying Accounts for each of the three fiscal years in the period ended June 30, 2026 is set forth under Item 8 of this Annual Report on Form 10-K. Financial statements, financial statement schedules and exhibits not listed have been omitted where the required information is included in the Consolidated Financial Statements or notes thereto, or is not applicable or required. Incorporated herein by reference Exhibit No.DescriptionFormExhibit No.Filing DateFile No. 2.01Agreement and Plan of Merger, dated as of March 25, 2021, by and among II-VI Incorporated, Watson Merger Sub Inc. and Coherent, Inc. 8-K2.1March 26, 2021001-39375 3.01Amended and Restated Articles of Incorporation of II-VI Incorporated 8-K3.1November 8, 2011000-16195 3.02Articles of Amendment to Amended and Restated Articles of Incorporation 8-K3.1September 8, 2022001-39375 3.03Amended and Restated By-Laws of Coherent Corp. as amended and restated effective September 8, 2022 8-K3.2September 8, 2022001-39375 3.04Statement with Respect to Shares, filed with the Pennsylvania Department of State Corporations Bureau and effective July 6, 2020 10-K3.03August 26, 2020001-39375 3.05Statement with Respect to Shares, filed with the Pennsylvania Department of State Corporations Bureau and effective March 30, 2021 8-K3.1March 31, 2021001-39375 4.01Description of Coherent Corp.'s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 10-K4.01August 15, 2025001-39375 4.02Indenture, dated as of December 10, 2021, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as trustee 8-K4.1December 10, 2021001-39375 4.03Form of 5.000% Senior Notes due 2029 8-K4.2 (included in Exhibit 4.1)December 10, 2021001-39375 4.04First Supplemental Indenture, dated as of July 1, 2022, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee 10-K4.05August 18, 2023001-39375 4.05Second Supplemental Indenture, dated as of May 5, 2023, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee 10-Q4.01May 10, 2023001-39375 4.06Third Supplemental Indenture, dated as of May 31, 2023, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee 10-K4.07August 18, 2023001-39375 94 Table of Contents 4.07Fourth Supplemental Indenture, dated as of May 31, 2023, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee 10-K4.07August 15, 2025001-39375 10.01* Credit Agreement, dated as of July 1, 2022, by and among II-VI Incorporated, the lenders and other parties from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent 8-K10.1July 1, 2022001-39375 10.02Amendment No. 1 to Credit Agreement, dated as of March 31, 2023, by and among Coherent Corp., JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the lenders party thereto 10-Q10.1May 10, 2023001-39375 10.03Amendment No. 2 to Credit Agreement, dated April 2, 2024, among Coherent Corp., JPMorgan Chase Bank, N.A., as administrative agent, the lenders party thereto and the other parties party thereto 8-K10.1April 3, 2024001-39375 10.04Amendment No. 3 to Credit Agreement, dated January 2, 2025, among Coherent Corp., JPMorgan Chase Bank, N.A., as administrative agent, the lenders party thereto and the other parties party thereto 8-K10.1January 7, 2025001-39375 10.05Amendment No.4 to Credit Agreement, dated September 26, 2025, among Coherent Corp., JP Morgan Chase Bank, N.A. as administrative agent, the lenders party thereto and the other parties party thereto. 8-K10.1September 26, 2025001-39375 10.06Amendment No.5 to Credit Agreement, dated September 26, 2025, among Coherent Corp., JP Morgan Chase Bank, N.A. as administrative agent, the lenders party thereto and the other parties party thereto. 8-K10.2September 26, 2025001-39375 10.07Investment Agreement, dated as of October 10, 2023 by and between Silicon Carbide LLC and Denso Corporation 8-K10.1October 10, 2023001-39375 10.08Investment Agreement, dated as of October 10, 2023 by and between Silicon Carbide LLC and Mitsubishi Electric Corporation 8-K10.2October 10, 2023001-39375 10.09Form of Indemnification Agreement between II-VI Incorporated and its directors and officers 10-K10.15August 28, 2018000-16195 10.10**Amended and Restated II-VI Incorporated Deferred Compensation Plan (applicable to periods prior to January 1, 2015) 10-K10.17August 28, 2015000-16195 10.11**Amended and Restated II-VI Incorporated Deferred Compensation Plan (applicable to periods after January 1, 2015) 10-K10.18August 28, 2015000-16195 10.12**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated Amended and Restated 2012 Omnibus Incentive Plan 10-K10.30August 28, 2013000-16195 10.13**II-VI Incorporated Second Amended and Restated 2012 Omnibus Incentive Plan 10-Q10.01February 8, 2016000-16195 10.14**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated Second Amended and Restated 2012 Omnibus Incentive Plan 10-Q10.03November 8, 2016000-16195 95 Table of Contents 10.15**II-VI Incorporated Amended and Restated 2018 Omnibus Incentive Plan S-899.1November 10, 2020333-249995 10.16**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated Amended and Restated 2018 Omnibus Incentive Plan 10-Q10.01February 8, 2019000-16195 10.17**2005 Deferred Compensation Plan 10-K/A10.6February 1, 2021001-33962 10.18**Coherent Corp. Omnibus Incentive Plan 8-K10.1November 18, 2024001-39375 10.19**Form of Restricted Share Unit Settled in Shares Award Agreement under the Coherent Corp. Omnibus Incentive Plan (FY24 Award) 10-Q10.05February 6, 2024001-39375 10.20**Form of Performance Share Unit Award Agreement (Cash Flow; Share-Settled) under the Coherent Corp. Omnibus Incentive Plan (FY24 Award) 10-Q10.06February 6, 2024001-39375 10.21**Form of Performance Share Unit Award Agreement (Relative TSR; Share-Settled) under the Coherent Corp. Omnibus Incentive Plan (FY24 Award) 10-Q10.07February 6, 2024001-39375 10.22**Form of Restricted Share Unit Settled in Shares Award Agreement under the Coherent Corp. Omnibus Incentive Plan (FY25 Award) 10-K10.21August 15, 2025001-39375 10.23**Form of Performance Share Unit Award Agreement (Relative TSR; Share-Settled) under the Coherent Corp. Omnibus Incentive Plan (FY25 Award) 10-K10.22August 15, 2025001-39375 10.24**Description of Incentive Programs 10-K10.25August 16, 2024001-39375 10.25**Coherent Corp. Employee Stock Purchase Plan 8-K10.2November 13, 2023001-39375 10.26**Coherent Corp. Revised Executive Severance Plan 10-Q10.03May 7, 2024001-39375 10.27**Form of Participation Agreement for the Coherent Corp. Revised Executive Severance Plan 10-Q10.04May 7, 2024001-39375 10.28**Employment Agreement, dated October 3, 2012, by and between II-VI Incorporated and Giovanni Barbarossa 10-K10.07August 28, 2015000-16195 10.29**Amended and Restated Employment Agreement, effective August 23, 2022, by and between II-VI Incorporated and Vincent D. Mattera, Jr. 8-K10.1August 23, 2022001-39375 10.30**Transition Acknowledgment Letter, dated October 3, 2024, by and between Coherent Corp. and Ronald Basso 10-Q10.1February 5, 2025001-39375 10.31**Offer Letter between James R. Anderson and Coherent Corp. dated May 31, 2024 8-K10.1June 3, 2024001-39375 10.32**Offer Letter between Sherri R. Luther and Coherent Corp. dated October 8, 2024 8-K10.1October 11, 2024001-39375 10.33**CEO Award Agreement for Inducement RSUs 8-K10.2June 3, 2024001-39375 10.34**CEO Award Agreement for Inducement PSUs 8-K10.3June 3, 2024001-39375 10.35**CFO Award Agreement for Inducement RSUs (3-year vest) 8-K10.1October 16, 2024001-39375 10.36**CFO Award Agreement for Inducement RSUs (2-year vest) 8-K10.2October 16, 2024001-39375 10.37**CFO Award Agreement for Inducement PSUs 8-K10.3October 16, 2024001-39375 Coherent Corp. and its subsidiaries Insider Trading and Tipping Policy, effective September 25, 2018 and revised December 31, 2024 10-K19.01August 15, 2025001-39375 List of Subsidiaries of Coherent Corp. 23.01+ Consent of Ernst & Young LLP 31.01+ Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 31.02+ Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 32.01+ Certification of the Chief Executive Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.02+ Certification of the Chief Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.01Coherent Corp. Compensation Recovery ("Clawback") Policy 10-K97.01August 16, 2024001-39375 101Interactive Data File (101.INS)Inline XBRL Instance Document (101.SCH)Inline XBRL Taxonomy Extension Schema Document (101.CAL)Inline XBRL Taxonomy Extension Calculation Linkbase Document (101.DEF)Inline XBRL Taxonomy Definition Linkbase (101.LAB)Inline XBRL Taxonomy Extension Label Linkbase Document (101.PRE)Inline XBRL Taxonomy Extension Presentation Linkbase Document 104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). + Filed herewith * Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request. ** Identifies management contract or compensatory plans, contracts or arrangements required to be filed as an exhibit. Item 16. FORM 10-K SUMMARY None. 97 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. COHERENT CORP. Date: August 14, 2026By:/s/ James R. Anderson James R. Anderson Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Principal Executive Officer: Date: August 14, 2026By:/s/ James R. Anderson James R. Anderson Chief Executive Officer and Director Principal Financial Officer: Date: August 14, 2026By:/s/ Sherri Luther Sherri Luther Chief Financial Officer and Treasurer Principal Accounting Officer: Date: August 14, 2026By:/s/ Ilaria Mocciaro Ilaria Mocciaro Senior Vice President, Chief Accounting Officer and Corporate Controller Date: August 14, 2026By:/s/ Enrico DiGirolamo Enrico DiGirolamo Chairman of the Board By:/s/ Joseph J. Corasanti Joseph J. Corasanti Director Date: August 14, 2026By:/s/ Michael L. Dreyer Michael L. Dreyer Director Date: August 14, 2026By:/s/ Patricia Hatter Patricia Hatter Director Date: August 14, 2026By:/s/ David L. Motley David L. Motley Director Date: August 14, 2026By:/s/ Lisa Neal-Graves Lisa Neal-Graves Director Date: August 14, 2026By: /s/ Stephen Pagliuca 98 Table of Contents Stephen Pagliuca Director Date: August 14, 2026By: /s/ Elizabeth A. Patrick Elizabeth A. Patrick Director Date: August 14, 2026By:/s/ Shaker Sadasivam Shaker Sadasivam Director Date: August 14, 2026By:/s/ Stephen A. Skaggs Stephen A. Skaggs Director Date: August 14, 2026By:/s/ Michelle Sterling Michelle Sterling Director Date: August 14, 2026By:/s/ Sandeep S. Vij Sandeep S. Vij Director Date: August 14, 2026By:/s/ Howard H. Xia Howard H. Xia Director 99