Item 2.02. Results of Operations and Financial Condition. On May 28, 2026, Photronics, Inc. (the “Company”) issued a press release reporting second quarter fiscal 2026 financial results. On May 28, 2026, the Company will conduct a conference call with respect to its financial results and other matters during which it will also disclose a slide presentation. A copy of the press release reporting the second quarter fiscal 2026 earnings is furnished as Exhibit 99.1 to this report and a copy of the slide presentation is furnished as Exhibit 99.2 to this report. The information contained in this Item 2.02 and the attached Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be incorporated by reference in any filing under the Securities Act of 1933 except as shall be expressly set forth by specific reference in such filing.
PLAB Photronics Inc - 8-K
Accession
0001140361-26-0230572.029.01
Item 2.02 - Results of Operations and Financial Condition
Earnings press release attached as Exhibit 99.1, 99.2.
Exhibit 99.1 - press release (1,681 words)
EX-99.1 2 ef20074970_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Photronics Reports Second Quarter 2026 Results BROOKFIELD, Conn. May 28, 2026 (GLOBE NEWSWIRE) — Photronics, Inc. (NASDAQ:PLAB), a worldwide leader in photomask technologies and solutions, today reported financial results for its second quarter of fiscal year 2026 ended May 3, 2026. Commenting on the second quarter performance, Chairman and CEO George Macricostas said, “Photomask market dynamics reflect a mix of supportive long-term drivers and several temporary headwinds. In the near term, certain design releases have been delayed due to elevated fab utilization rates, which are extending new product launch timelines, memory supply constraints and related cost pressures for OEMs, and geopolitical uncertainty. The underlying long-term demand environment remains strong as we advance our investments in the U.S. and Korea to strengthen our position at the high end of the market over the coming years.” Second Quarter Fiscal 2026 Results • Revenue was $209.9 million, down 0.5% year-over-year and down 6.7% sequentially. • GAAP Net income attributable to Photronics, Inc. shareholders was $31.4 million, or $0.54 per diluted share, compared with $8.9 million, or $0.15 per diluted share, in the second quarter of 2025 and $42.9 million, or $0.74 per diluted share, in the first quarter of 2026. • Non-GAAP Net income attributable to Photronics, Inc. shareholders was $24.9 million, or $0.42 per diluted share, compared with $24.3 million, or $0.40 per diluted share in the second quarter of 2025 and $35.7 million, or $0.61 per diluted share, in the first quarter of 2026. • IC revenue was $147.5 million, a decrease of 5% year-over-year and a decrease of 11% sequentially. • FPD revenue was $62.4 million, an increase of 13% year-over-year and an increase of 4% sequentially. • Cash, cash equivalents and short-term investments at the end of the quarter were $637.7 million, of which $477.3 million was associated with our Joint Ventures, of which we own 50.01%. • Cash generated from operating activities was $47.0 million, and cash invested in organic growth through capital expenditures was $45.8 million. Third Quarter Fiscal 2026 Guidance For the third quarter of fiscal 2026, Photronics expects: • Revenue to be between $207 million and $215 million, • Operating margin to be between 18% and 20%, and • Non-GAAP diluted EPS attributable to Photronics, Inc. shareholders to be between $0.39 and $0.45 per share. Earnings Conference Call and Webcast An earnings conference call and webcast to discuss these results is scheduled for 8:30 a.m. Eastern time on May 28, 2026. The call will be broadcast live and on-demand on the Events and Presentations link on the Photronics website. Analysts and investors who wish to participate in the Q&A portion of the call should click Conference Registration . It is suggested that participants register fifteen minutes prior to the call's scheduled start time. About Photronics Photronics is a leading worldwide manufacturer of integrated circuit (IC) and flat panel display (FPD) photomasks , which are high precision photographic quartz or glass plates that contain microscopic images of electronic circuits. Photomasks are a key element in the manufacture of ICs and FPDs and are used as masters to transfer circuit patterns onto semiconductor wafers and FPD substrates. Founded in 1969, Photronics has been a trusted photomask supplier for over 56 years. The company operates 11 strategically located manufacturing facilities in Asia, Europe, and North America. Additional information on the company can be accessed at www.photronics.com . Forward-Looking Statements Certain statements in this press release constitute “forward-looking statements” regarding our industry, our strategic position, and our financial and operating results. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results, performance or achievements to differ materially. Please refer to Item 1A “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended October 31, 2025 and other subsequent filings with the Securities and Exchange Commission. These documents contain and identify important factors that could cause our actual results to differ materially from those contained in these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We are under no duty to update any of the forward-looking statements after the date of this release to conform these statements to actual results. Non-GAAP Financial Measures Non-GAAP Net Income attributable to Photronics, Inc. shareholders and non-GAAP diluted earnings per share attributable to Photronics, Inc. shareholders are "non-GAAP financial measures" as such term is defined by Regulation G of the Securities and Exchange Commission, and may differ from similarly named non-GAAP financial measures used by other companies. The attached financial supplement reconciles Photronics, Inc. financial results under GAAP to non-GAAP financial information. We believe these non-GAAP financial measures that exclude certain items are useful for analysts and investors to evaluate our on-going performance because they enable a more meaningful comparison of our projected performance with our historical results. These non-GAAP metrics are not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income (loss), Net income (loss) per share, or any other measure of consolidated results under U.S. GAAP. The items excluded from these non-GAAP metrics, but included in the calculation of their closest GAAP equivalent, are significant components of the condensed consolidated statements of income and must be considered in performing a comprehensive assessment of overall financial performance. Please refer to the non-GAAP reconciliations below. Totals presented may not sum due to rounding. For Further Information: Ted Moreau VP, Investor Relations [email protected] PHOTRONICS, INC. Condensed Consolidated Statements of Income (in thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended May 3, February 1, May 4, May 3, May 4, 2026 2026 2025 2026 2025 Revenue $ 209,940 $ 225,066 $ 210,992 $ 435,006 $ 423,130 Cost of goods sold 144,183 146,364 133,086 290,547 269,689 Gross Profit 65,757 78,702 77,906 144,459 153,441 Gross margin % 31.3 % 35.0 % 36.9 % 33.2 % 36.3 % Operating Expenses: Selling, general and administrative 20,756 21,311 18,099 42,067 37,201 Research and development 2,822 2,588 4,090 5,410 8,346 Total Operating Expenses 23,578 23,899 22,189 47,477 45,547 Other operating Income - 56 - 56 - Operating Income 42,179 54,859 55,717 97,038 107,894 Operating Margin % 20.1 % 24.4 % 26.4 % 22.3 % 25.5 % Other income (expense), net 11,677 19,673 (25,786 ) 31,350 (805 ) Income Before Income Tax Provision 53,856 74,532 29,931 128,388 107,089 Income tax provision 10,606 14,355 5,714 24,961 24,615 Net Income 43,250 60,177 24,217 103,427 82,474 Net income attributable to noncontrolling interests 11,821 17,238 15,356 29,059 30,762 Net income attributable to Photronics, Inc. shareholders $ 31,429 $ 42,939 $ 8,861 $ 74,368 $ 51,712 Earnings per share attributed to Photronics, Inc. shareholders: Basic $ 0.54 $ 0.74 $ 0.15 $ 1.28 $ 0.84 Diluted $ 0.54 $ 0.74 $ 0.15 $ 1.27 $ 0.84 Weighted-average number of common shares outstanding: Basic 58,123 57,794 60,793 57,959 61,443 Diluted 58,745 58,390 60,974 58,568 61,817 PHOTRONICS, INC. Condensed Consolidated Balance Sheets (in thousands) (Unaudited) May 3, 2026 October 31, 2025 Assets Current assets: Cash and cash equivalents $ 511,490 $ 492,256 Short-term investments 126,177 95,909 Accounts receivable 188,951 195,921 Inventories 67,826 61,767 Other current assets 49,482 44,199 Total current assets 943,926 890,052 Property, plant and equipment, net 927,936 854,436 Other assets 58,964 60,046 Total assets $ 1,930,826 $ 1,804,534 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 11 $ 11 Accounts payable and accrued liabilities 186,954 165,862 Total current liabilities 186,965 165,873 Long-term debt 3,853 13 Other liabilities 46,547 41,341 Equity: Photronics, Inc. shareholders' equity 1,241,250 1,173,589 Noncontrolling interests 452,211 423,718 Total equity 1,693,461 1,597,307 Total liabilities and equity $ 1,930,826 $ 1,804,534 PHOTRONICS, INC. Condensed Consolidated Statements of Cash Flows (in thousands) (Unaudited) Six Months Ended May 3, 2026 May 4, 2025 Cash flows from operating activities: Net income $ 103,427 $ 82,474 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 39,812 40,386 Share-based compensation 6,576 6,710 Changes in operating assets, liabilities and other (5,531 ) (19,651 ) Net cash provided by operating activities 144,284 109,919 Cash flows from investing activities: Purchases of property, plant and equipment (93,436 ) (95,749 ) Purchases of short-term investments (105,831 ) (27,689 ) Proceeds from maturities of short-term investments 71,789 41,482 Proceeds from sales of short-term investments 7,093 - Government incentives 2,567 1,166 Other (72 ) (57 ) Net cash used in investing activities (117,890 ) (80,847 ) Cash flows from financing activities: Repayments of debt (5 ) (17,966 ) Common stock repurchases - (76,682 ) Proceeds from share-based arrangements 1,216 1,583 Net settlements of restricted stock awards (1,632 ) (2,007 ) Net cash used in financing activities (421 ) (95,072 ) Effects of exchange rate changes on cash, cash equivalents, and restricted cash (6,722 ) (1,697 ) Net increase (decrease) in cash, cash equivalents, and restricted cash 19,251 (67,697 ) Cash, cash equivalents, and restricted cash, beginning of period 495,113 601,243 Cash, cash equivalents, and restricted cash, end of period 514,364 533,546 Less: Ending restricted cash 2,874 2,838 Cash and cash equivalents at end of period $ 511,490 $ 530,708 PHOTRONICS, INC. Reconciliation of U.S. GAAP to non-GAAP: Net income and diluted earnings per share attributable to Photronics, Inc. shareholders (in thousands, except per share amounts) (Unaudited) Three Months ended May 3, 2026 February 1, 2026 May 4, 2025 U.S. GAAP net income attributable to Photronics, Inc. shareholders $ 31,429 $ 42,939 $ 8,861 FX (gain) loss (7,869 ) (12,865 ) 31,111 Estimated tax effects of FX (gain) loss 629 2,553 (8,337 ) Estimated noncontrolling interest effects of above 739 3,032 (7,376 ) Non-GAAP net income attributable to Photronics, Inc. shareholders $ 24,928 $ 35,659 $ 24,259 Weighted-average number of common shares outstanding - Diluted 58,745 58,390 60,974 U.S. GAAP diluted earnings per share attributable to Photronics, Inc. shareholders $ 0.54 $ 0.74 $ 0.15 Effects of non-GAAP adjustments above (0.12 ) (0.13 ) 0.25 Non-GAAP diluted earnings per share attributable to Photronics, Inc. shareholders $ 0.42 $ 0.61 $ 0.40
Exhibit 99.2 - press release (1,447 words)
EX-99.2 3 ef20074970_ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 May 2026 Investor Presentation Safe Harbor Statement This presentation and some of our comments during this presentation may contain projections or other forward-looking statements regarding future events, our future financial performance, and/or the future performance of the industry. These statements are predictions and contain risks and uncertainties. We refer you to the risk factors in our Annual Report on Form 10-K for the fiscal year ended October 31, 2025 and other subsequent filings with the Securities and Exchange Commission. These documents contain and identify important factors that could cause the actual results for the Company to differ materially from those contained in our projections or forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee the accuracy of any forecasts or estimates, and we are not obligated to update any forward-looking statements if our expectations change. 2 Corporate Overview Europe 4% Taiwan 32% South Korea 19% US 18% Photronics Overview (Nasdaq: PLAB) $861M Revenue $197M Operating Income $283M Operating Cash Flow $3.04B Market Cap 5/12/2026 ~1,900 Employees ~675 Customers 1969 Founded A Global Merchant Market Leader of Photomasks used in Lithographic Imaging for Semiconductor and Flat Panel Display production Revenue By Geographic Origin Revenue By Technology All data reflects Trailing Twelve Month figures as of 5/3/26 unless otherwise noted Totals may differ due to rounding 4 Mainstream 48% High-End 52% Revenue By Product Line Flat Panel Display 28% Integrated Circuits 72% China IC 15% China FPD 12% Photomasks: Critical Enabler for IC and FPD Manufacturing Integrated Circuit (IC) photomasks are used to transfer circuit patterns onto semiconductor wafers during the fabrication of integrated circuits. Photomasks are glass substrates used in lithographic systems to transfer the pattern of semiconductor and flat panel display designs Light Source Photomask Reduction Lens Wafer Stage 5 Flat Panel Display (FPD) photomasksare used in the fabrication of flat screen televisions, PC monitors, tablets, mobile devices and other flat panel displays. Exposure Process used to Create a TFT Circuit Pattern TFT Substrate – Thin-Film Transistor substrate IC: New Chip Designs Drive Photomask Demand Photomasks are the foundation of wafer manufacturing and critical to the semiconductor manufacturing process A global merchant leader in mask production Advances in semiconductor chip designs drive Photronics revenue 6 Source: Semi’s 2024 Photomask Characterization Study, August 2025 Source: TechInsights “McClean Report February 2026” February 23, 2026 Global Footprint Aligns with Regionalization Trends IC: Integrated Circuit | FPD: Flat Panel Display 7 Allen, Texas Boise, Idaho Brookfield, Connecticut HQ Bridgend, Wales Cheonan, South Korea Hsinchu, Taiwan Xiamen, China Dresden, Germany Hefei, China Taichung, Taiwan Largest commercial mask maker in Taiwan. Only high-end capable commercial mask maker in US. IC FPD IC & FPD U.S. and Asia investments align with industry regionalization trends, and diversify geographic footprint U.S. capacity and capability extension for mid-range IC nodes Asia capacity and capability extension to 8nm Node Migration Drives Mask Set Value Nodes Indicative Mask Value 8 Mask pattern complexity / Mask count per IC Design / Impact of Mask performance on IC yield Drives higher individual mask ASP, more layers per mask set, and higher barriers of entry for competitors Currently participating Planning to participate FPD: Advanced Displays are Driving Innovation Photronics leverages expertise gained from IC mask production into FPD mask production Consumer electronics with larger, high-performance displays increase the complexity of mask production Panel makers are developing AMOLED production processes to increase substrate size to G8.6, requiring larger, high-quality advanced masks Customers rely on Photronics for its market leading AMOLED technology 9 Competitive Advantages Global Footprint Customer relationships Aligned with end markets Flexible supply chain Technology Leader Process expertise Advanced Process-of-Record High barriers to entry Commercial Excellence Customer first Trusted partner Wafer yield enhancement Technology roadmap enabler Operational Excellence Responsive delivery High yields Cost control Supply chain optimization Teamwork and execution 10 Capital Expenditures * 2026E Capex is represented in US$. The bar reflecting 2026 capex is not comparable to Capital Intensity Ratios for prior periods. The Capital Intensity Ratio is defined as Capex divided by Revenue 11 2026 Capex Includes: Allen, TX facility to begin delivering qualification masks in FQ3 Korea orders and clean room preparation for the capability extension to 8nm and beyond End-of-Life tool upgrades expected to peak in fiscal 2026 Compelling Investment Thesis A global leader in the merchant photomasks industry critical for semiconductor manufacturing Favorable Industry Trends 12 Regionalization/ reshoring of the semiconductor industry Captives increasing outsourcing to merchant suppliers Node migration drives ASP expansion and revenue growth Foldable displays and higher value masks drive FPD opportunity Premier operational execution enables preferred supplier status Consistent delivery of cash flow for strategic flexibility Operational Excellence Fiscal Q2 2026 Financial Results FQ2 2026 Summary Revenue Gross Margin Operating Margin Diluted EPS Non-GAAP Diluted EPS1 FQ2 2026 $209.9M 31.3% 20.1% $0.54 $0.42 FQ1 2026 $225.1M 35.0% 24.4% $0.74 $0.61 FQ2 2025 $211.0M 36.9% 26.4% $0.15 $0.40 1See reconciliation included in this presentation Totals may differ due to rounding 14 Revenue reflects temporary delays of semiconductor design releases due to high industry fab utilization rates, allocation of memory supply, and macroeconomic concerns. Display grew 13% y/y as customers prepare for upcoming consumer electronics launches Promising long-term demand driven by regionalization & reshoring, node migration, and overall semiconductor / display industry growth Revenue by Geographic Origin: Taiwan (32%), China IC (17%), China FPD (12%), U.S. (16%), South Korea (19%), Europe (4%) Gross margin of 31.3% reflects operational leverage inherent in our financial model, and also product mix Non-GAAP Diluted EPS of $0.42 reflects temporary design release delays Revenue by Product Line $M 2Q26 Q/Q Y/Y High-End* 56.7 (21%) (4%) Mainstream 90.9 (3%) (6%) Total 147.5 (11%) (5%) Temporarily delayed design releases resulting from high industry fab utilization rates, memory tightness, and macro factors Strategic emphasis on High-End to leverage competitive advantage Both High-End and Mainstream expected to continue experiencing node migration to more advanced IC geometries driving ASPs *IC: 28nm and smaller; FPD: G10.5+, AMOLED and LTPS Totals may differ due to rounding High-End accelerated ahead of major consumer electronics releases in the Fall China IT market reverted back to traditional run rate Competitive advantages in larger, more complex panel sizes using AMOLED display technology such as G10.5 and G8.6 $M 2Q26 Q/Q Y/Y High-End* 52.8 13% 21% Mainstream 9.6 (25%) (16%) Total 62.4 4% 13% IC FPD 15 Operating cash flow represented 22% of revenue with contribution from our largest geographic regions FQ2 capex primarily reflects outlays for our Korea node extension down to 8nm, end-of-life tool upgrades, facility optimization and Allen expansion Capital allocation: Organic growth investments: investing in U.S. and South Korea to support customer growth plans and capture more high-end opportunities Business development initiatives: leverage and enhance core competencies Return cash to shareholders: Repurchased $97M throughout Fiscal 2025; $28M currently authorized Balance Sheet and Cash Flow Metrics $M 2Q26 1Q26 2Q25 Cash, cash equivalents and Short-term investments 637.7 636.9 558.4 Debt 3.9 0.02 0.03 Operating Cash Flow 47.0 97.3 31.5 Capital Expenditures 45.8 47.6 60.5 16 FQ3 2026 Guidance Assumptions: Delayed design starts because of tight memory conditions, prolonged profitability maximization of existing designs, and macroeconomic factors Allen, TX facility to begin delivering qualification masks in FQ3 Fiscal 2026 capex reflects latter stages of expansion in U.S., initial expansion in South Korea, and peak end-of-life tool replacement Revenue ($M) 207 – 215 Operating Margin 18% - 20% Diluted non-GAAP EPS $0.39 - $0.45 Diluted Shares (M) ~59 Full-year Capex ($M) ~330 17 Appendix Non-GAAP Financial Measures Non-GAAP Net Income attributable to Photronics, Inc. shareholders and non-GAAP diluted earnings per share attributable to Photronics, Inc. shareholders are non-GAAP financial measures as such term is defined by Regulation G of the Securities and Exchange Commission, and may differ from similarly named non-GAAP financial measures used by other companies. The attached financial supplement reconciles Photronics, Inc. financial results under GAAP to non-GAAP financial information. We believe these non-GAAP financial measures that exclude certain items are useful for analysts and investors to evaluate our on-going performance because they enable a more meaningful comparison of our projected performance with our historical results. These non-GAAP metrics are not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income (loss), Net income (loss) per share, or any other measure of consolidated results under U.S. GAAP. The items excluded from these non-GAAP metrics, but included in the calculation of their closest GAAP equivalent, are significant components of the condensed consolidated statements of income and must be considered in performing a comprehensive assessment of overall financial performance. Please refer to the non-GAAP reconciliations on the following page. 19 Non-GAAP Financial Measures 20
Item 9.01 - Financial Statements and Exhibits
39 words
Item 9.01. Financial Statements and Exhibits. (d) Exhibits 99.1 Press Release dated May 28, 2026. 99.2 Photronics Q2 2026 Financial Results Conference Call May 28, 2026 slides. 104 Cover Page Interactive Data File (embedded within the Inline XBLR document)