3D Systems Q3 2026 net loss widens to $33.5M
Stronger quarterly revenue and gross profit accompanied a larger net loss and a $12.5 million accrued liability.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
10-Q
Rhea-AI Filing Summary
3D Systems Corporation (DDD) reported third-quarter 2026 revenue of $99.3 million, up 8.8% from a year earlier, and gross profit of $34.8 million, up 18.2%. Net loss attributable to the company widened to $33.5 million from $18.1 million; the quarter also included $2.9 million of impairment charges for Industrial Solutions intangible assets.
For the nine months ended September 30, 2026, operating cash use was $17.5 million, compared with $73.1 million a year earlier. At September 30, cash and cash equivalents were $91.3 million. During the three months ended June 30, 2026, the company issued 18.9 million shares for $53.2 million net of offering costs. A jury returned a verdict finding subsidiary 3D Systems, Inc. liable on Intrepid Automation's counterclaims, awarding approximately $5.7 million in compensatory damages and $6.0 million in exemplary damages, plus prejudgment interest on certain damages. The Court has not entered judgment and directed post-trial briefing; 3D Systems recorded a $12.5 million accrual for the matter.
2 points · 0 major0 major · 2 points
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter revenue rose 8.8% to $99.3 million year over year.
- Moderate pointThird-quarter gross profit increased 18.2% to $34.8 million year over year.
Negative
- Moderate pointThird-quarter net loss widened to $33.5 million from $18.1 million.
- Moderate pointIntrepid damages: approximately $5.7 million compensatory, $6.0 million exemplary; judgment pending.
Filing Explained
The $3,944 thousand of principal on the 2026 notes is scheduled to mature November 15, 2026, unless earlier redeemed, repurchased, or converted.
3D Systems entered into a separation agreement with its CEO on
At
In February 2026, NAMI issued shares to another investor, reducing 3D Systems' ownership of the joint venture from
Key Figures
Revenue: $99.3 million
Gross profit: $34.8 million
Net loss attributable to 3D Systems: ($33.5 million)
+4 more
7 metrics
Revenue
$99.3 million
Three months ended September 30, 2026; up 8.8% year over year
Gross profit
$34.8 million
Three months ended September 30, 2026; up 18.2% year over year
Net loss attributable to 3D Systems
($33.5 million)
Three months ended September 30, 2026; compared with ($18.1 million) in 2025
Net cash used in operating activities
($17.5 million)
Nine months ended September 30, 2026; compared with ($73.1 million) in 2025
Cash and cash equivalents
$91.3 million
As of September 30, 2026
Equity offering issuance and net cash
18.9 million shares; $53.2 million net cash
Three months ended June 30, 2026; net of offering costs
Accrued liability for Intrepid matter
$12.5 million
As of September 30, 2026
Key Terms
gross profit margin, remaining performance obligations, contract liabilities, qualified cash, +1 more
5 terms
gross profit margin financial
"gross profit margin increased to 35.0% compared to 32.3%"
Gross profit margin shows how much money a company keeps from sales after paying for the goods or services it sold. It’s like checking how much profit is left over from each dollar earned before covering other costs. A higher margin indicates the company makes more money from its sales, which helps assess its profitability and efficiency.
remaining performance obligations financial
"had $6.4 million of remaining performance obligations"
Remaining performance obligations are the work a company still needs to complete for its customers, like finishing a service or delivering a product. It’s important because it shows how much future income the company has coming in from current agreements, giving a clearer picture of its ongoing business.
contract liabilities financial
"Our contract liabilities consisted of the following"
Contract liabilities are amounts a company has been paid in advance for goods or services it still owes to customers — think of them like gift cards or prepaid subscriptions the company must fulfill later. For investors, they show promised future work or deliveries that will turn into revenue over time, reveal cash already collected, and help assess whether a firm has a backlog of obligations that could affect future earnings and cash flow.
qualified cash financial
"requiring us to maintain at least $20.0 million in qualified cash"
anti-dilutive financial
"because their effect was considered anti-dilutive"
A claim, security feature, or action described as anti-dilutive prevents or does not cause a reduction in existing shareholders’ per-share values when additional shares could be issued. For example, certain convertible securities or corporate actions are treated as anti-dilutive for earnings-per-share calculations if including them would raise EPS rather than lower it; investors watch this because it affects reported per-share metrics, ownership percentages, and valuation comparisons, like keeping pie slices the same size instead of making them smaller.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How did DDD's Healthcare and Industrial Solutions segments perform in Q3 2026?
Healthcare Solutions revenue was $49.0 million, up 14.4% year over year, while Industrial Solutions revenue was $50.3 million, up 3.9%. Their gross profit was $19.2 million and $15.6 million, respectively.
How much cash and short-term investments did DDD have?
At September 30, 2026, 3D Systems held $91.3 million in cash and cash equivalents and $27.1 million in short-term investments. The company said it invested a portion of its excess cash in short-term investments during the quarter.
What drove DDD's higher quarterly SG&A?
Selling, general and administrative expenses were $46.4 million, up $11.6 million year over year. The company attributed the increase primarily to $12.5 million in litigation expense and recorded $1.8 million of CEO severance expense during the quarter.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________
FORM 10-Q
For the quarterly period ended September 30, 2026
OR
For the transition period from ____________to____________
Commission File No. 001-34220
__________________________
(Exact name of Registrant as Specified in its Charter)
__________________________
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) | ||||
(Address of Principal Executive Offices and Zip Code)
(Registrant’s Telephone Number, Including Area Code): (803 ) 326-3900
_________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | ☒ | ||||||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | ||||||||||||
| Emerging growth company | ||||||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Shares of Common Stock, par value $0.001 per share, outstanding as of October 28, 2026: 166,351,517 .
1
3D SYSTEMS CORPORATION
Table of Contents
| PAGE NUMBER | |||||
Part I - Financial Information | 3 | ||||
Item 1. Financial Statements (Unaudited) | 3 | ||||
Condensed Consolidated Balance Sheets | 3 | ||||
Condensed Consolidated Statements of Operations | 4 | ||||
Condensed Consolidated Statements of Comprehensive (Loss) Income | 5 | ||||
Condensed Consolidated Statements of Cash Flows | 6 | ||||
Condensed Consolidated Statements of Stockholders' Equity | 8 | ||||
Notes to the Condensed Consolidated Financial Statements | 10 | ||||
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 22 | ||||
Item 3. Quantitative and Qualitative Disclosures About Market Risk | 30 | ||||
Item 4. Controls and Procedures | 30 | ||||
Part II - Other Information | 32 | ||||
Item 1. Legal Proceedings | 32 | ||||
Item 1A. Risk Factors | 32 | ||||
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 32 | ||||
Item 3. Defaults Upon Senior Securities | 32 | ||||
Item 4. Mine Safety Disclosures | 32 | ||||
Item 5. Other Information | 32 | ||||
Item 6. Exhibits | 32 | ||||
Signatures | 34 | ||||
2
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements.
3D SYSTEMS CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
| (in thousands, except par value) | September 30, 2026 | December 31, 2025 | |||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Short-term investments | |||||||||||
Accounts receivable, net of reserves — $ | |||||||||||
| Inventories, net | |||||||||||
| Prepaid expenses and other current assets | |||||||||||
| Total current assets | |||||||||||
Property and equipment, net | |||||||||||
| Intangible assets, net | |||||||||||
| Goodwill | |||||||||||
| Operating lease right-of-use assets | |||||||||||
| Finance lease right-of-use assets | |||||||||||
| Long-term deferred income tax assets | |||||||||||
| Other assets | |||||||||||
| Total assets | $ | $ | |||||||||
| LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST AND EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt, net of deferred financing costs | $ | $ | |||||||||
| Current operating lease liabilities | |||||||||||
| Accounts payable | |||||||||||
| Accrued and other liabilities | |||||||||||
| Customer deposits and deferred revenue | |||||||||||
| Total current liabilities | |||||||||||
| Long-term debt, net of deferred financing costs | |||||||||||
| Long-term operating lease liabilities | |||||||||||
| Long-term deferred income tax liabilities | |||||||||||
| Other liabilities | |||||||||||
| Total liabilities | |||||||||||
Commitments and contingencies (Note 12) | |||||||||||
| Redeemable non-controlling interest | |||||||||||
| Stockholders’ equity: | |||||||||||
Preferred stock, $ | |||||||||||
Common stock, $ | |||||||||||
| Additional paid-in capital | |||||||||||
| Accumulated deficit | ( | ( | |||||||||
| Accumulated other comprehensive loss | ( | ( | |||||||||
| Total stockholders’ equity | |||||||||||
| Total liabilities, redeemable non-controlling interest and stockholders’ equity | $ | $ | |||||||||
3
See accompanying notes to condensed consolidated financial statements.
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands, except per share amounts) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Products | $ | $ | $ | $ | |||||||||||||||||||
| Services | |||||||||||||||||||||||
| Total revenue | |||||||||||||||||||||||
| Cost of sales: | |||||||||||||||||||||||
| Products | |||||||||||||||||||||||
| Services | |||||||||||||||||||||||
| Total cost of sales | |||||||||||||||||||||||
| Gross profit | |||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Selling, general and administrative | |||||||||||||||||||||||
| Research and development | |||||||||||||||||||||||
Asset impairment charges | |||||||||||||||||||||||
| Total operating expenses | |||||||||||||||||||||||
| Loss from operations | ( | ( | ( | ( | |||||||||||||||||||
| Non-operating (loss) income: | |||||||||||||||||||||||
| Foreign exchange (loss) gain, net | ( | ( | |||||||||||||||||||||
| Interest income | |||||||||||||||||||||||
| Interest expense | ( | ( | ( | ( | |||||||||||||||||||
| Gain on disposition | |||||||||||||||||||||||
| Other income, net | |||||||||||||||||||||||
| Total non-operating (loss) income | ( | ( | |||||||||||||||||||||
| Net (loss) income before income taxes | ( | ( | ( | ||||||||||||||||||||
| (Provision) benefit for income taxes | ( | ( | ( | ||||||||||||||||||||
| Loss on equity method investments, net of income taxes | ( | ( | ( | ( | |||||||||||||||||||
| Net (loss) income before redeemable non-controlling interest | ( | ( | ( | ||||||||||||||||||||
| Less: net loss attributable to redeemable non-controlling interest | ( | ||||||||||||||||||||||
| Net (loss) income attributable to 3D Systems Corporation | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Net (loss) income per common share: | |||||||||||||||||||||||
| Basic | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Diluted | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Weighted average shares outstanding: | |||||||||||||||||||||||
| Basic | |||||||||||||||||||||||
| Diluted | |||||||||||||||||||||||
See accompanying notes to condensed consolidated financial statements.
4
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Comprehensive (Loss) Income
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Net (loss) income before redeemable non-controlling interest | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Other comprehensive income (loss), net of taxes: | |||||||||||||||||||||||
| Pension plan adjustments | ( | ||||||||||||||||||||||
| Foreign currency translation | ( | ( | |||||||||||||||||||||
| Unrealized gain on short-term investments | |||||||||||||||||||||||
| Total other comprehensive income (loss), net of taxes: | ( | ( | |||||||||||||||||||||
| Comprehensive (loss) income attributable to 3D Systems Corporation | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
See accompanying notes to condensed consolidated financial statements.
5
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Nine Months Ended | |||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | |||||||||
| OPERATING ACTIVITIES | |||||||||||
| Net (loss) income before redeemable non-controlling interest | $ | ( | $ | ||||||||
| Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||||||||||
| Depreciation and amortization | |||||||||||
| Amortization of debt issuance costs | |||||||||||
| Stock-based compensation | |||||||||||
| Non-cash operating lease expense | |||||||||||
| Provision for inventory obsolescence | |||||||||||
| Provision for bad debts | |||||||||||
| Gain on the disposition of businesses, property, equipment and other assets | ( | ( | |||||||||
| Gain on debt extinguishment | ( | ||||||||||
| Provision (benefit) for deferred income taxes and reserve adjustments | ( | ||||||||||
| Gain on disposal of investment | ( | ||||||||||
| Loss on equity method investment, net of taxes | |||||||||||
| Asset impairment charges | |||||||||||
| Changes in operating accounts: | |||||||||||
| Accounts receivable | ( | ||||||||||
| Inventories | ( | ( | |||||||||
| Prepaid expenses and other current assets | ( | ||||||||||
| Accounts payable | ( | ( | |||||||||
| Deferred revenue and customer deposits | ( | ||||||||||
| Accrued and other liabilities | ( | ||||||||||
| All other operating activities | ( | ( | |||||||||
| Net cash used in operating activities | ( | ( | |||||||||
| INVESTING ACTIVITIES | |||||||||||
| Purchases of property and equipment | ( | ( | |||||||||
| Purchases of short-term and long-term investments | ( | ||||||||||
| Purchase of patents | ( | ||||||||||
| Proceeds from sale of assets and businesses, net of cash sold | |||||||||||
| Acquisitions and other investments, net of cash acquired | ( | ||||||||||
| Other investing activities | ( | ||||||||||
| Net cash (used in) provided by investing activities | ( | ||||||||||
| FINANCING ACTIVITIES | |||||||||||
| Proceeds from equity offering | |||||||||||
| Equity issuance costs | ( | ||||||||||
| Proceeds from borrowings and long-term debt | |||||||||||
| Debt issuance costs | ( | ||||||||||
| Repayment of borrowings and long-term debt | ( | ||||||||||
| Stock repurchases | ( | ||||||||||
Purchase of non-controlling interest | ( | ||||||||||
| Taxes paid related to net-share settlement of equity awards | ( | ( | |||||||||
| Other financing activities | ( | ( | |||||||||
| Net cash provided by (used in) financing activities | ( | ||||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | ( | ||||||||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | ( | ( | |||||||||
Cash, cash equivalents and restricted cash at the beginning of the year | |||||||||||
Cash, cash equivalents and restricted cash at the end of the period | $ | $ | |||||||||
Continued on next page
See accompanying notes to condensed consolidated financial statements.
6
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| (in thousands) | |||||||||||
Balances per Condensed Consolidated Balance Sheets: | September 30, 2026 | September 30, 2025 | |||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Restricted cash included in prepaid expenses and other current assets | |||||||||||
Restricted cash included in other assets (a) | |||||||||||
Total cash, cash equivalents and restricted cash | $ | $ | |||||||||
| (in thousands) | Nine Months Ended | ||||||||||
| Supplemental cash flow information | September 30, 2026 | September 30, 2025 | |||||||||
| Lease assets obtained in exchange for new lease liabilities | $ | $ | |||||||||
| Cash interest payments | |||||||||||
| Cash income tax payments, net | |||||||||||
Transfer of equipment from inventory to property and equipment, net (b) | |||||||||||
| Exchange of assets for investment | |||||||||||
| Patents acquired with deferred payment | |||||||||||
(a)The balance in restricted cash as of September 30, 2026 primarily relates to minimum balance guarantees required by certain bank accounts that the Company holds. The balance in restricted cash as of September 30, 2025 includes (1) $16.8 million of restricted cash that was required at the time under the indenture for the convertible senior secured notes due 2030 and (2) guarantees in the form of a standby letter of credit as security for a long-term real estate lease. Refer to Note 12 for further information.
(b) Inventory is transferred to property and equipment at cost when we require additional machines for training or demonstration or for placement into on demand manufacturing services locations.
See accompanying notes to condensed consolidated financial statements.
7
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Stockholders' Equity
(Unaudited)
| Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total Stockholders' Equity | |||||||||||||||||||||||||||||||
| (in thousands) | Shares | Amount | |||||||||||||||||||||||||||||||||
| Balance, December 31, 2025 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | — | — | |||||||||||||||||||||||||||||||
| Net loss attributable to 3D Systems Corp. | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
| Pension plan adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | — | ( | ( | ||||||||||||||||||||||||||||||
| Balance, March 31, 2026 | ( | ( | |||||||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | ( | — | — | ||||||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Proceeds from equity offering, net of equity issuance costs | — | — | |||||||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | — | — | |||||||||||||||||||||||||||||||
| Net loss attributable to 3D Systems Corp. | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
| Pension plan adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
| Balance, June 30, 2026 | ( | ( | |||||||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Proceeds from equity offering, net of equity issuance costs | — | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | — | — | |||||||||||||||||||||||||||||||
| Net loss attributable to 3D Systems Corp. | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
| Pension plan adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
| Unrealized gain on short-term investments | — | — | — | — | |||||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
| Balance, September 30, 2026 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
See accompanying notes to condensed consolidated financial statements.
3D SYSTEMS CORPORATION
Condensed Consolidated Statements of Stockholders' Equity
(Unaudited)
| Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total Stockholders' Equity | |||||||||||||||||||||||||||||||
| (in thousands) | Shares | Amount | |||||||||||||||||||||||||||||||||
| Balance, December 31, 2024 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | ( | ( | — | — | — | ( | |||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | — | — | |||||||||||||||||||||||||||||||
| Net loss attributable to 3D Systems Corp. | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
| Pension plan adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
| Balance, March 31, 2025 | ( | ( | |||||||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | — | — | — | ||||||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Net income attributable to 3D Systems Corp. | — | — | — | — | |||||||||||||||||||||||||||||||
| Pension plan adjustment | — | — | — | — | |||||||||||||||||||||||||||||||
| Repurchase and retirements of common stock | ( | ( | ( | — | — | ( | |||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | ( | — | |||||||||||||||||||||||||||||||
| Balance, June 30, 2025 | ( | ( | |||||||||||||||||||||||||||||||||
| Shares issued, vested and expired under compensation plan | — | — | — | — | |||||||||||||||||||||||||||||||
| Shares withheld related to net-share settlement of equity awards | ( | — | ( | — | — | ( | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | — | — | — | |||||||||||||||||||||||||||||||
| Net income attributable to 3D Systems Corp. | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||
| Foreign currency translation adjustment | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||
| Balance, September 30, 2025 | $ | $ | $ | ( | $ | ( | $ | ||||||||||||||||||||||||||||
See accompanying notes to condensed consolidated financial statements.
8
NOTE 1- BASIS OF PRESENTATION
3D Systems Corporation (“3D Systems” or the “Company” or “we,” “our” or “us”) markets our products and services through subsidiaries in North America and South America (“Americas”), Europe and the Middle East (“EMEA”) and Asia Pacific and Oceania (“APAC”). We provide comprehensive 3D printing and digital manufacturing solutions, including 3D printers for plastics and metals, materials, software, and services, including maintenance, advanced manufacturing and applications engineering. Our solutions support advanced applications in two key industry verticals: Healthcare Solutions (which includes dental, medical devices, personalized health services and regenerative medicine) and Industrial Solutions (which includes aerospace, defense, transportation and general manufacturing). We have over 35 years of experience and expertise, which have proven vital to our development of an ecosystem and end-to-end digital workflow solutions that enable customers to optimize product designs, transform workflows, bring innovative products to market and drive new business models.
Consolidated Entities
Summary of Significant Accounting Policies
There have been no significant changes to our accounting policies since those disclosed in the Company's 2025 Annual Report on Form 10-K, except as listed below.
Acquired Patents
During the three months ended September 30, 2026, the Company purchased certain patents, patent applications and related rights for a total of $2.3 million. These are recorded within Intangible assets, net on the Condensed Consolidated Balance Sheets. The weighted average amortization period of these acquired patents is 13.6 years.
Asset Impairment Charges
During the three months ended September 30, 2026, the Company determined that certain intangible assets associated with a certain product line within our Industrial Solutions segment were fully impaired. The impairment was triggered by the closure of a certain facility and a reduction in expected future cash flows associated with products produced at the facility. The Company recorded impairment expense of $2.9 million during the quarter; of the total impairment expense, $2.2 million related to acquired technology and $0.7 million related to trade names. The impairment expense is recorded within Asset impairment charges on the Condensed Consolidated Statements of Operations.
CEO Severance
On August 4, 2026, the Company entered into a separation agreement with its President and Chief Executive Officer ("CEO") (the "Agreement"). The CEO will remain in this role until a successor is appointed. Upon termination of employment, the CEO will be entitled to certain severance and other benefits pursuant to the Agreement. In addition, certain equity awards remain eligible to vest following termination, subject to the CEO's continued service as a consultant through the applicable vesting dates. During the three months ended September 30, 2026, the Company recorded $1.8 million of severance expense relating to the Agreement within Selling, general and administrative expense on the Condensed Consolidated Statements of Operations. As of September 30, 2026, the Company recorded an accrued liability of $1.2 million and $0.6 million within Accrued and other liabilities and Other liabilities, respectively, related to the Agreement on the Condensed Consolidated Balance Sheets.
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Short-Term Investments
During the three months ended September 30, 2026, the Company invested a portion of its excess cash in short-term investments.
The Company's short-term investment accounting policy is that securities with maturities greater than 90 days at the time of purchase that are available for operations in the next 12 months are classified as short-term investments. The Company’s short-term investments typically have consisted of investment grade bonds, certificates of deposit, commercial paper, and short maturity bond funds, all with a remaining maturity of generally less than twelve months at the date of purchase and classified as available-for-sale. Interest and dividends on these investments are recorded as income when earned.
Equity Offering
During the three months ended June 30, 2026, the Company issued 18.9 million shares of our common stock, par value $0.001 per share, for $53.2 million in cash, net of offering costs.
Finance Leases
As of September 30, 2026 and December 31, 2025, short-term finance lease obligations of $1.8 million and $1.6 million, respectively, are included in Accrued and other liabilities, and long-term finance lease obligations of $8.4 million and $9.5 million, respectively, are included in Other liabilities on our Condensed Consolidated Balance Sheets.
Amortization of Intangible Assets
Amortization expense related to our intangible assets with finite lives was $0.5 million and $1.6 million for the three and nine months ended September 30, 2026, respectively, and $0.5 million and $1.7 million for the three and nine months ended September 30, 2025, respectively.
Redeemable Non-controlling Interest
For the year ended December 31, 2025, the Company held a 93.75 % controlling interest in a consolidated foreign subsidiary that was acquired on April 1, 2022. Under the original agreement, the remaining 6.25 % non-controlling interest in this foreign subsidiary was subject to redemption at a future date upon either (i) the exercise of a put option by the holder of the underlying shares or a call option by the Company, each of which is subject to the subsidiary achieving certain specified conditions, or (ii) the passage of time subsequent to the date on which this subsidiary was acquired.
In December 2025, the agreement was amended to allow for immediate exercise of the put option for $2.0 million, subject to the completion of three milestones, which will be paid in three installments in 2026. Upon completion of the first milestone and initial payment of $0.5 million, which occurred in the first quarter of 2026, the remaining shares were assigned to the Company. This resulted in the removal of the Redeemable non-controlling interest during the quarter ended March 31, 2026. During the three months ended September 30, 2026, the Company paid $0.4 million relating to the second milestone. As of September 30, 2026, we maintained a short-term liability for the remaining amount to be paid related to the third milestone totaling $1.1 million in Accrued and other liabilities.
Recently Issued Accounting Standards Not Yet Adopted
In September 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software." The ASU revises the accounting and disclosure requirements for internally developed software, including moving website development guidance from Accounting Standards Codification ("ASC") 350-50 to ASC 350-40, eliminating the use of development stages, and introducing new capitalization criteria based on (1) management’s authorization and funding commitment, and (2) the probability of project completion and intended functionality. It also includes guidance for assessing significant development uncertainty. This update is effective for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the effects of this ASU on our consolidated financial statements.
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In November 2024, the FASB issued ASU No. 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." The amendments in this ASU require public entities to provide disaggregated disclosure of expenses included within relevant income statement expense captions, as well as additional disclosures about selling expenses. This update is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the effects of this ASU on our consolidated financial statements.
Recently Adopted Accounting Standards
NOTE 2- REVENUES
Contract Assets
In certain circumstances, contract assets are recorded to include unbilled amounts typically resulting from sales under contracts when revenue recognized exceeds the amount billed to the customers and right to payment is subject to contractual performance obligations rather than subject only to the passage of time. Contract assets were $1.2 million and $1.6 million as of September 30, 2026 and December 31, 2025, respectively, and are included in Prepaid expenses and other current assets on the accompanying Condensed Consolidated Balance Sheets.
Contract Liabilities
Our contract liabilities consist of deferred revenue generally related to maintenance and service contracts, post-sale support and extended warranty sales, where we generally receive up-front payment and recognize revenue over the service or support term. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue. The current portion of deferred revenue is recorded within Customer deposits and deferred revenue on our Condensed Consolidated Balance Sheets. The non-current portion of deferred revenue is recorded within Other liabilities on our Condensed Consolidated Balance Sheets.
Our contract liabilities consisted of the following:
| (in thousands) | September 30, 2026 | December 31, 2025 | |||||||||
| Customer deposits and deferred revenue | $ | $ | |||||||||
| Deferred revenue, noncurrent | |||||||||||
| Total contract liabilities | $ | $ | |||||||||
During the three and nine months ended September 30, 2026, the Company recognized $3.8 million and $15.7 million, respectively, of revenue related to the Company's contract liabilities at December 31, 2025. The change in contract liabilities from December 31, 2025 to September 30, 2026 was primarily due to the timing of cash receipts and sales of extended service contracts.
Collaborative Arrangements
The Company enters into collaborative arrangements with customers that provide for cost reimbursement of certain expenses and potential milestone payments.
The Company recognized $0.9 million and $2.8 million in product revenue and $0.9 million and $3.0 million in product cost of sales related to collaborative arrangements during the three and nine months ended September 30, 2026, respectively.
For the three and nine months ended September 30, 2025, the Company recognized $0.8 million and $7.2 million in product revenue and $2.3 million and $6.1 million in product cost of sales, respectively, related to collaborative arrangements.
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Remaining Performance Obligations
Remaining performance obligations represent the transaction price allocated to performance obligations that are unsatisfied as of the end of the period. As of September 30, 2026, the Company had $6.4 million of remaining performance obligations, primarily related to maintenance and service contracts, post-sale support and extended warranties. We expect approximately 92 % to be recognized as revenue within the next two years , and the remaining thereafter. We have excluded performance obligations with an original expected duration of one year or less.
Revenue Concentration
Revenue, disaggregated by the geographic region in which a sale originated, was as follows:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Americas | $ | $ | $ | $ | |||||||||||||||||||
| EMEA | |||||||||||||||||||||||
| APAC | |||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||
| United States (included within Americas) | $ | $ | $ | $ | |||||||||||||||||||
| Germany (included within EMEA) | $ | $ | $ | $ | |||||||||||||||||||
NOTE 3- INVENTORIES, NET
Components of inventories, net at September 30, 2026 and December 31, 2025 are summarized as follows:
| (in thousands) | September 30, 2026 | December 31, 2025 | |||||||||
| Raw materials | $ | $ | |||||||||
| Work in process | |||||||||||
| Finished goods and parts | |||||||||||
| Total inventories, net | $ | $ | |||||||||
The inventory reserve was $27.6 million and $26.5 million as of September 30, 2026 and December 31, 2025, respectively.
NOTE 4- DIVESTITURES
In September 2025, the Company entered into a definitive agreement for the sale of its 3DXpert and Oqton businesses, which were included in our Industrial Solutions segment, to Hubb Global Holdings, LLC. On October 31, 2025, the Company completed the sale of the 3DXpert and Oqton businesses for $3.3 million in cash, which reflected applicable purchase price adjustments, plus a revenue-based royalty receivable which had a present value of $7.4 million and $7.1 million, respectively, as of September 30, 2026 and December 31, 2025 and is recorded in Other assets on our Condensed Consolidated Balance Sheets.
In December 2024, the Company entered into a definitive agreement with Hexagon AB for the sale of its Geomagic software business ("Geomagic"), which was included in our Industrial Solutions segment. On April 1, 2025, the Company completed the sale of Geomagic and received $119.4 million in cash, which reflected applicable purchase price adjustments under the Asset Purchase Agreement and Business Transfer Agreement. The Company recorded a pre-tax gain of $125.7
No loss was recognized to measure the disposal group at the lower of its carrying value or fair value less costs to sell. The disposal group was not presented as a discontinued operation in the accompanying condensed consolidated financial statements because the sale of 3DXpert, Oqton, and Geomagic did not represent a strategic shift that would have a major effect on the Company’s operations.
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NOTE 5- INVESTMENTS AND NOTE RECEIVABLE
The Company holds various equity investments, which are recorded in Other assets on our Condensed Consolidated Balance Sheets. The following table summarizes our investment balances:
| (in thousands) | September 30, 2026 | December 31, 2025 | |||||||||
| Equity investments under the equity method of accounting | $ | $ | |||||||||
| Equity investments without readily determinable fair values | |||||||||||
| Total equity investments | $ | $ | |||||||||
National Additive Manufacturing Innovation ("NAMI") Joint Venture
As of December 31, 2025, the Company owned 49 % of NAMI’s common stock. In February 2026, the investee issued additional shares to another equity investor, which diluted our ownership share to 34.3 % of the joint venture's common stock. The Company recognized a gain on the investee’s share issuance of $2.6 million, reported in Other income, net for the nine months ended September 30, 2026. The gain related to the difference between our share of the proceeds from the additional investment and the impact of the dilution on the carrying value of our investment.
In December 2024, the Company entered into a short-term, non-interest bearing loan agreement with NAMI whereby NAMI borrowed $2.0 million to finance its working capital and capital expenditures requirements. The loan originally matured on June 30, 2025. During the three months ended September 30, 2025, the parties amended the loan agreement to extend the maturity date to June 30, 2026, and increase the total related party note receivable to $4.4 million. NAMI did not repay the note receivable as of June 30, 2026 and the note was amended to extend the due date to December 31, 2026. The carrying value of the related party note receivable is $4.4 million as of September 30, 2026 and is recorded within Prepaid expenses and other current assets on our Condensed Consolidated Balance Sheets.
Additionally, during the three and nine months ended September 30, 2026 and 2025, the Company entered into related party transactions with NAMI in the ordinary course of business. During the three and nine months ended September 30, 2026, the Company recorded sales to NAMI of $0.1 million and $0.7 million, respectively. As of September 30, 2026, the outstanding related party receivable balances attributable to our sales with NAMI was $0.3 million. Related party transactions with NAMI, including purchases and sales, and related payable or receivable balances were not material during the three and nine months ended September 30, 2025.
Enhatch Inc.
During the three and nine months ended September 30, 2026 and 2025, the Company entered into related party transactions with Enhatch Inc. ("Enhatch") in the ordinary course of business. During the three and nine months ended September 30, 2026, the Company made purchases from Enhatch of $0.3 million and $1.2 million, respectively. As of September 30, 2026, the outstanding related party payable balance attributable to our purchases from Enhatch was not material. Related party transactions with Enhatch, including purchases and sales, and related payable or receivable balances were not material during the three and nine months ended September 30, 2025.
Other Assets
In February 2025, the Company provided financing of $1.0 million to Hull Legacy Media Corporation, a production company co-owned by Charles W. Hull, EVP, Chief Technology Officer for the Company's Regenerative Medicine business and a related party of the Company. The financing is recorded in Other assets on our Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025.
During the three months ended September 30, 2026, the Company invested in certain long-term variable rate corporate bonds maturing in 2028. The carrying value of these investments is $1.6 million as of September 30, 2026. These investments are reported in Other assets on our Condensed Consolidated Balance Sheets as of September 30, 2026.
Variable Interest Entities ("VIEs")
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NOTE 6- BORROWINGS
The Company had the following debt outstanding as of:
| (in thousands) | Outstanding Principal | Unamortized Deferred Issuance Costs | Carrying Value | ||||||||||||||
| September 30, 2026 | |||||||||||||||||
| $ | $ | $ | |||||||||||||||
| ( | |||||||||||||||||
| Outstanding convertible notes | $ | $ | ( | $ | |||||||||||||
| (in thousands) | Outstanding Principal | Unamortized Deferred Issuance Costs | Carrying Value | ||||||||||||||
| December 31, 2025 | |||||||||||||||||
| $ | $ | $ | |||||||||||||||
| ( | |||||||||||||||||
| Outstanding convertible notes | $ | $ | ( | $ | |||||||||||||
The Company's long-term debt requires that the Company maintain certain financial covenants, including minimum qualified cash, accounts receivable and inventory balances, among others, and the Company was in compliance with all covenants as of September 30, 2026.
Convertible Senior Notes
Convertible senior secured notes due 2030 (the "2030 Notes")
The 2030 Notes are senior secured obligations, guaranteed by certain U.S. subsidiaries of the Company, and bear interest semiannually at a rate of 5.875 %, payable on June 15 and December 15 of each year, beginning December 15, 2025. The 2030 Notes have an annual effective interest rate of 8.6 %, reflecting original issue discounts, commissions, and offering expenses.
Convertible senior notes due 2026 (the "2026 Notes")
The 2026 Notes are scheduled to mature on November 15, 2026, unless earlier redeemed, repurchased, or converted in accordance with their terms.
The Company incurred debt issuance cost amortization of $0.6 million and $1.6 million and $0.3 million and $1.0 million for the three and nine months ended September 30, 2026 and 2025, respectively.
NOTE 7- STOCK-BASED COMPENSATION
2015 Incentive Plan
The Company is authorized to grant shares of restricted stock, restricted stock units (“RSUs”), stock appreciation rights, cash incentive awards and options to purchase shares of common stock to employees and non-employee directors pursuant to its 2015 Incentive Plan (the “2015 Plan”). The 2015 Plan also designates measures that may be used for performance awards and market-based awards.
During the nine months ended September 30, 2026 the Company granted 1.1 million performance-based RSUs ("PSUs") to employees with a weighted-average grant date fair value of $0.52 per share. The PSUs are subject to three-year cliff vesting. Vesting is contingent upon continued service and market conditions that are met based on annual stock price growth goals.
During the nine months ended September 30, 2026, the Company granted 2.0 million shares of restricted stock to employees with a weighted-average grant date fair value of $2.62 per share. The restricted stock awards generally vest ratably over 3 years.
Stock-Based Compensation Activity and Expense
The following table shows the stock-based compensation expense recognized:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Stock-based compensation expense | $ | $ | $ | $ | |||||||||||||||||||
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During the nine months ended September 30, 2025, the Company recognized a reversal of $6.6 million in previously recognized compensation expense, primarily due to the termination of annual incentive compensation.
As of September 30, 2026, there was $8.8 million of unrecognized stock-based compensation expense related to all unvested share-based payment awards that the Company expects to recognize over a weighted-average period of 2 years.
NOTE 8- INCOME TAXES
We maintain the exception under ASC 740-270-30-36(b), “Accounting for Income Taxes,” for jurisdictions that do not have reliable estimates of ordinary income. Accordingly, we have used a year-to-date methodology in determining the effective tax rate for the three and nine months ended September 30, 2026 and 2025.
NOTE 9 - NET (LOSS) INCOME PER SHARE
Basic net (loss) income per common share is calculated by dividing net (loss) income attributable to 3D Systems’ common stock by the weighted average number of shares of common stock outstanding during the applicable period. Diluted net (loss) income per common share incorporates the additional shares issuable upon the assumed exercise of stock options, the vesting of restricted stock and RSUs, and the assumed conversion of debt, except in such case when (1) the inclusion of such shares or potential shares would be anti-dilutive or (2) when the vesting of restricted stock or RSUs is contingent upon one or more performance conditions that have not been met as of the balance sheet date.
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands, except per share amounts) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Numerator (basic): | |||||||||||||||||||||||
| Net (loss) income attributable to 3D Systems' Corporation common stock shareholders | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Numerator (diluted): | |||||||||||||||||||||||
| Net (loss) income attributable to 3D Systems' common stock shareholders | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Add back: Interest on 2030 Notes | |||||||||||||||||||||||
| Net (loss) income attributable to 3D Systems' common stock shareholders plus assumed conversions | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Denominator: | |||||||||||||||||||||||
| Basic weighted average common shares outstanding | |||||||||||||||||||||||
| Effect of Dilutive securities: | |||||||||||||||||||||||
| Restricted stock and RSUs | |||||||||||||||||||||||
| Conversions of 2030 Notes | |||||||||||||||||||||||
| Diluted weighted average common shares outstanding | |||||||||||||||||||||||
| Net (loss) income per common share: | |||||||||||||||||||||||
| Basic | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
| Diluted | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
The following table presents the potentially dilutive shares that were excluded from the computation of diluted net loss per share attributable to common stockholders because their effect was considered anti-dilutive for the three and nine months ended September 30, 2026 and 2025.
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| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
Restricted stock, restricted stock units, and PSUs | |||||||||||||||||||||||
| Stock options | |||||||||||||||||||||||
| Total | |||||||||||||||||||||||
Diluted income per common share was computed using the treasury stock method for restricted shares and RSUs and the if-converted method for convertible debt.
The 2026 and 2030 Notes’ impact to diluted shares is calculated using the if-converted method as prescribed in ASU No. 2020-06. The 2026 and 2030 Notes will increase the diluted share count when the average share price over a quarterly or annual reporting period is greater than $35.92 and $2.24 , respectively, per share, the conversion price of the 2026 and 2030 Notes. For the three and nine months ending September 30, 2026, the 2026 Notes were anti-dilutive on a stand-alone basis because the average share price during this period did not exceed the conversion price. For the three and nine months ending September 30, 2026, the 2026 and 2030 Notes were anti-dilutive because we reported a net loss for each of the respective periods.
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NOTE 10- ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
The changes in the balances of accumulated other comprehensive (loss) income, net of tax, by component are as follows:
| Three Months Ended September 30, 2026 | |||||||||||||||||||||||
| (in thousands) | Foreign currency translation adjustment | Defined benefit pension plan | Unrealized gain on short-term investments | Total | |||||||||||||||||||
| Balance, June 30, 2026 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Other comprehensive income (loss) | ( | ||||||||||||||||||||||
| Balance, September 30, 2026 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Three Months Ended September 30, 2025 | |||||||||||||||||||||||
| (in thousands) | Foreign currency translation adjustment | Defined benefit pension plan | Unrealized gain on short-term investments | Total | |||||||||||||||||||
| Balance, June 30, 2025 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Other comprehensive loss | ( | ( | |||||||||||||||||||||
| Balance, September 30, 2025 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Nine Months Ended September 30, 2026 | |||||||||||||||||||||||
| (in thousands) | Foreign currency translation adjustment | Defined benefit pension plan | Unrealized gain on short-term investments | Total | |||||||||||||||||||
| Balance, December 31, 2025 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Other comprehensive (loss) income | ( | ( | |||||||||||||||||||||
| Balance, September 30, 2026 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Nine Months Ended September 30, 2025 | |||||||||||||||||||||||
| (in thousands) | Foreign currency translation adjustment | Defined benefit pension plan | Unrealized gain on short-term investments | Total | |||||||||||||||||||
| Balance, December 31, 2024 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
| Other comprehensive income | |||||||||||||||||||||||
| Balance, September 30, 2025 | $ | ( | $ | $ | $ | ( | |||||||||||||||||
NOTE 11- SEGMENT INFORMATION
Our chief operating decision maker ("CODM"), who is our President and Chief Executive Officer, is responsible for reviewing segment performance and making decisions regarding resource allocation. Our CODM regularly reviews the results of our business through two reportable segments: Healthcare Solutions and Industrial Solutions, which are based on the industry verticals they serve. For Healthcare Solutions, those industry verticals include dental, medical devices, personalized health services and regenerative medicine. For Industrial Solutions, those industry verticals include aerospace, defense, transportation and general manufacturing.
The CODM evaluates each segment’s performance based on gross profit, which is also utilized in the annual budgeting and forecasting processes, as well as in quarterly reviews of budget-to-actual results and period-over-period variances. Internal segment reporting and discussions of results with our CODM are based on segment gross profit.
The CODM does not review disaggregated asset information on the basis of the Company's segments; therefore, such information is not presented.
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Revenue, cost of sales and gross profit for each of our reportable segments were as follows:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Healthcare Solutions | $ | $ | $ | $ | |||||||||||||||||||
| Industrial Solutions | |||||||||||||||||||||||
| Total revenue | |||||||||||||||||||||||
| Cost of sales: | |||||||||||||||||||||||
| Healthcare Solutions | |||||||||||||||||||||||
| Industrial Solutions | |||||||||||||||||||||||
| Total cost of sales | |||||||||||||||||||||||
| Gross profit: | |||||||||||||||||||||||
| Healthcare Solutions | |||||||||||||||||||||||
| Industrial Solutions | |||||||||||||||||||||||
| Total gross profit | |||||||||||||||||||||||
| Selling, general and administrative | ( | ( | ( | ( | |||||||||||||||||||
| Research and development | ( | ( | ( | ( | |||||||||||||||||||
| Asset impairment charges | ( | ( | |||||||||||||||||||||
| Foreign exchange gain (loss), net | ( | ( | |||||||||||||||||||||
| Interest income | |||||||||||||||||||||||
| Interest expense | ( | ( | ( | ( | |||||||||||||||||||
| Gain on disposition | |||||||||||||||||||||||
| Other income, net | |||||||||||||||||||||||
| Net (loss) income before income taxes | $ | ( | $ | ( | $ | ( | $ | ||||||||||||||||
Depreciation and amortization included in the measurement of gross profit by segment were as follows:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Depreciation and amortization: | |||||||||||||||||||||||
| Healthcare Solutions | $ | $ | $ | $ | |||||||||||||||||||
| Industrial Solutions | $ | $ | $ | $ | |||||||||||||||||||
NOTE 12- COMMITMENTS AND CONTINGENCIES
The Company has certain purchase commitments under agreements with remaining terms in excess of one year primarily related to printer assemblies, inventory, capital expenditures, and software licenses. As of September 30, 2026, such purchase commitments totaled $20.1 million, with $9.6 million of the purchase obligations expected to be due within the next twelve months.
Indemnification
In the normal course of business, we periodically enter into agreements to indemnify customers or suppliers against claims of intellectual property infringement made by third parties arising from the use of our products. Historically, costs related to these indemnification provisions have not been significant, and we are unable to estimate the maximum potential impact of these indemnification provisions on our future results of operations.
To the extent permitted under Delaware law, we indemnify our directors and officers for certain events or occurrences while the director or officer is, or was, serving at our request in such capacity, subject to limited exceptions. The maximum potential amount of future payments we could be required to make under these indemnification obligations is unlimited; however, we have directors and officers insurance coverage that may enable us to recover future amounts paid, subject to a deductible and the policy limits. There is no assurance that the policy limits will be sufficient to cover all damages, if any.
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Other Commitments
Letter of Credit
On June 2, 2023, we issued $1.2 million of guarantees in the form of a standby letter of credit as security for a long-term real estate lease. The letter of credit had a maturity date of June 2026 and included automatic one-year extensions, which are not to continue beyond July 1, 2033. As of March 31, 2026, the letter of credit was reduced to $0.4 million. Effective June 11, 2026, the letter of credit was cancelled.
Litigation
For a description of certain lawsuits, claims, and proceedings, refer to Note 20 “Commitments and Contingencies” in our 2025 Annual Report on Form 10-K. During the nine months ended September 30, 2026, there were no material changes or developments to the litigation, claims, and proceedings described within our 2025 Annual Report on Form 10-K, except as listed below.
SEC Investigation
On April 15, 2022, the Company was informed that the SEC was conducting a formal investigation of the Company related to, among other things, allegations brought in a securities class action lawsuit against the Company in 2021 that settled in 2024, and the Company received subpoenas from the SEC for the production of documents and information related to its investigation as a follow on to a previous voluntary request for documents. The Company received its most recent subpoena from the SEC on August 20, 2024. The Company substantially completed its production in response to the subpoena on or about the deadline of October 4, 2024. The SEC took testimony from the Company’s former Chief Accounting Officer in January 2025, and from the Company’s former Chief Financial Officer in late March 2025. The Company intends to continue to cooperate with the SEC.
The Company and the SEC Staff are in ongoing discussions to resolve the investigation. We anticipate any penalty will not be material to the Company, and the Company fully accrued for the anticipated penalty.
Intrepid Automation
On May 19, 2021, 3D Systems, Inc., a subsidiary of the Company, initiated a lawsuit in the Superior Court of the State of California for the County of San Diego against five former employees and Intrepid Automation, Inc. ("Intrepid") (collectively, the "Intrepid Parties") alleging theft of trade secrets, unfair competition, breach of contract, and related claims ("2021 Lawsuit"). In June 2021, this lawsuit was removed to the United States District Court for the Southern District of California. In September 2022, the Intrepid Parties filed counterclaims against 3D Systems, Inc. In September 2022, the Company filed a motion to dismiss these counterclaims; this motion was granted in part in May 2023. The Intrepid Parties filed amended counterclaims in May 2023 alleging theft of trade secrets, fraudulent inducement, breach of contract, unfair competition, and related claims; this amended complaint sought damages in excess of $20 million as well as injunctive relief. These counterclaims were partially dismissed in March 2024 in response to a second motion to dismiss filed by the Company. The parties filed motions for summary judgment in April and May 2024. In March 2025, the Court granted the Intrepid Parties’ motion, dismissing the Company’s claims against the Intrepid Parties, but denied the Company’s motion for summary judgment with respect to the counterclaims brought by the Intrepid Parties in the 2021 Lawsuit. The trial on Intrepid’s counterclaims began on July 27, 2026.
The jury trial on Intrepid's remaining counterclaims concluded on August 6, 2026. The jury returned a verdict finding 3D Systems, Inc. liable for approximately $5.7 million in compensatory damages and $6.0 million in exemplary damages, as well as prejudgment interest on certain damages. The Court has not entered judgment and has directed the parties to submit post-trial briefings regarding damages and other post-trial issues before judgment is entered. The Company intends to seek appropriate post-trial relief and, if necessary, appellate review. The ultimate amount of any judgment remains subject to the Court's resolution of the pending post-trial matters. The Company expects to incur interest of approximately $0.7 million on past lost profits, assuming payment within one year . An accrual of $12.5 million is recorded within Accrued and other liabilities on our Condensed Consolidated Balance Sheets as of September 30, 2026 relating to this matter. The related expense is recorded within Selling, general and administrative expenses on our Condensed Consolidated Statements of Operations.
On December 4, 2024, Intrepid filed a lawsuit in the United States District Court for the Southern District of California against 3D Systems Corporation and 3D Systems, Inc. alleging infringement of U.S. patents 11,014,301 and 11,338,511 ("2024 Lawsuit"); this complaint seeks unspecified damages and injunctive relief. In July 2025, the Company filed inter partes review ("IPR") petitions against the asserted patents, and on December 11, 2025, the U.S. Patent and Trademark Office granted review of the IPR petitions. On December 18, 2025, the Court granted a stay of the 2024 Lawsuit pending a final decision on the IPR petitions. The Company intends to defend itself vigorously against the 2024 Lawsuit.
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Securities Class Action
The Company and certain of its executive officers were named as defendants in a putative securities class action filed on June 13, 2025 in the U.S. District Court for the District of Delaware. The action is styled Marcel F.M. Herbermann v. 3D Systems Corporation, et al., No. 1:25-cv-00734-GBW (D. Del.) (the "Securities Class Action"). The complaint in the Securities Class Action alleges defendants violated the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and SEC Rule 10b-5 promulgated thereunder by making false and misleading statements and omissions, and that the executive officers named as defendants are control persons under Section 20(a) of the Exchange Act. It was filed on behalf of stockholders who purchased the Company’s common stock from August 13, 2024 and May 12, 2025, and seeks monetary damages on behalf of the purported class.
On August 24, 2026, the Court denied a motion for reconsideration of its prior order denying the appointment of a lead plaintiff. Later that day, the plaintiff voluntarily dismissed this litigation.
Contingencies
Warranty
Changes in accrued product warranty liability balance are summarized as follows:
| (in thousands) | September 30, 2026 | September 30, 2025 | |||||||||
| Balance at beginning of period | $ | $ | |||||||||
| Settlements made | ( | ( | |||||||||
| Accruals for warranties issued | |||||||||||
| Balance at the end of period | $ | $ | |||||||||
NOTE 13- FAIR VALUE MEASUREMENTS
Fair value is the exchange price to sell an asset or transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. Fair value measurements use market data or assumptions market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs may be readily observable, corroborated by market data, or generally unobservable. Valuation techniques maximize the use of observable inputs and minimize use of unobservable inputs. The accounting guidance for fair value measurements and disclosures establishes a three-level fair value hierarchy:
•Level 1 - Inputs are based on quoted prices in active markets for identical assets and liabilities.
•Level 2 - Inputs are based on observable inputs other than quoted prices in active markets for identical or similar assets and liabilities.
•Level 3 - One or more inputs are unobservable and significant.
Financial and nonfinancial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
Recurring Fair Value Measurements
The following table summarizes financial assets and financial liabilities that are measured and recorded in the condensed consolidated financial statements at fair value on a recurring basis:
Fair Value Measurement as of September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||
| Fair Value Measurement | Balance Sheet Classification | ||||||||||||||||||||||||||||||||||||||||
| (in thousands) | Fair Value Level | Cost Basis | Unrealized Gains (Losses) | Fair Value | Cash and Cash Equivalents | Short-term Investments | Other Assets | ||||||||||||||||||||||||||||||||||
| Money market funds | Level 1 | $ | $ | — | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||
| Certificates of deposit | Level 2 | ( | |||||||||||||||||||||||||||||||||||||||
| Commercial paper | Level 2 | ||||||||||||||||||||||||||||||||||||||||
| Short-term bond mutual funds | Level 2 | ||||||||||||||||||||||||||||||||||||||||
| Corporate bonds | Level 2 | ( | |||||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||
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| Fair Value Measurement as of December 31, 2025 | |||||||||||||||||||||||||||||||||||
| Fair Value Measurement | Balance Sheet Classification | ||||||||||||||||||||||||||||||||||
| (in thousands) | Fair Value Level | Cost Basis | Unrealized Gains (Losses) | Fair Value | Cash and Cash Equivalents | Short-term Investments | |||||||||||||||||||||||||||||
| Money market funds | Level 1 | $ | $ | — | $ | $ | $ | ||||||||||||||||||||||||||||
There were $28.7
Cash equivalents, including money market funds, are valued utilizing the market approach for measuring the fair value of financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value as of September 30, 2026 and December 31, 2025 because of the relatively short duration of these instruments.
Fair Value of Financial Instruments
The following table summarizes the carrying amount and fair value of our financial instruments:
| September 30, 2026 | December 31, 2025 | ||||||||||||||||||||||
| (in thousands) | Carrying Amount | Fair Value | Carrying Amount | Fair Value | |||||||||||||||||||
| $ | $ | $ | $ | ||||||||||||||||||||
| $ | $ | $ | $ | ||||||||||||||||||||
The estimated fair values of the 2026 Notes and the 2030 Notes were determined using quoted market prices in a market with limited activity and are therefore classified as Level 2 in the fair value hierarchy.
NOTE 14- RESTRUCTURING AND EXIT ACTIVITIES COSTS
The Company incurs restructuring charges in connection with strategic initiatives and cost-reduction efforts aimed at optimizing business operations. A description of significant restructuring plans and other restructuring charges is provided below.
2025 Restructuring Plan
In 2025, in response to continuing macroeconomic challenges impacting the Company’s financial performance, the Company implemented a series of cost savings and restructuring initiatives (the "2025 Restructuring Plan") as part of its ongoing multi-faceted transformation strategy.
Restructuring and other related charges under the 2025 Restructuring Plan were primarily cash charges related to severance, termination and other benefits incurred as a result of headcount reductions, which were generally recognized when probable and estimable consistent with the Company’s past practices or statutory law. The Company does not expect to incur significant additional restructuring charges in 2026 related to the 2025 Restructuring Plan.
These charges are reflected in the following captions in the accompanying Condensed Consolidated Statements of Operations as follows:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||
| Cost of sales | $ | $ | $ | $ | |||||||||||||||||||
| Selling, general, and administrative expenses | |||||||||||||||||||||||
| Research and development | |||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||
Restructuring and other related charges recorded in cost of sales by reportable segment for the three and nine months ended September 30, 2026 and September 30, 2025, respectively, were as follows:
| Three Months Ended | Nine Months Ended | |||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||||||
| Healthcare Solutions | $ | $ | $ | $ | ||||||||||||||||
| Industrial Solutions | ||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||
The activity in the restructuring accrual related to the 2025 Restructuring Plan was as follows:
| Nine Months Ended | ||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | ||||||||||||
Balance at beginning of period | $ | $ | ||||||||||||
Costs incurred and other adjustments to accrued liability during the period | ||||||||||||||
Amounts settled with cash | ( | ( | ||||||||||||
Balance at the end of period | $ | $ | ||||||||||||
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of our financial statements with a narrative from the perspective of management and is intended to help the reader understand the results of operations and financial condition of the Company. Our MD&A should be read in conjunction with our MD&A and Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the "2025 Annual Report on Form 10-K") and our Condensed Consolidated Financial Statements as of and for the three and nine months ended September 30, 2026 included in this Form 10-Q.
Information Relating to Forward-Looking Statements
Certain statements contained in this MD&A may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from historical results or from any future results expressed, or implied by, such forward-looking statements. In many cases, you can identify forward-looking statements by terms such as “believes,” “belief,” “expects,” “may,” “will,” “estimates,” “intends,” “anticipates,” or “plans” or the negative of these terms or other comparable terminology.
Forward-looking statements are based upon management’s beliefs, assumptions and current expectations concerning future events and trends, using information currently available, and are necessarily subject to uncertainties, many of which are outside our control. Although we believe that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements are not, and should not be relied upon as a guarantee of future performance or results, nor will they necessarily prove to be accurate indications of the times at or by which any such performance or results will be achieved. A number of important factors could cause actual results to differ materially from those expressed in, or implied by, the forward-looking statements. These factors include without limitation:
•impact on our business as a result of macroeconomic events and other geopolitical risks, recession, supply chain disruptions, inflation, interest rates and foreign exchange volatility;
•our ability to deliver products that meet changing technology and customer needs;
•our ability to identify strategic acquisitions, to integrate such acquisitions into our business without disruption and to realize the anticipated benefits of such acquisitions;
•our ability to realize anticipated benefits from future dispositions;
•impact of future write-offs or write-downs of goodwill and intangible assets;
•the concentration of revenue and credit risk exposure from our largest customers;
•our ability to acquire and enforce intellectual property rights and defend such rights against third-party claims;
•our ability to protect our intellectual property rights and confidential information, including our digital content, from third-party infringers or unauthorized copying, use or disclosure;
•failure of our information technology infrastructure or inability to protect against cyber-attack;
•our ability to predict quarterly sales and manage product inventory due to uneven sales cycle;
•our ability to generate net cash flow from operations;
•our ability to service our debt and ability to raise funds necessary to settle conversions of the 5.875% convertible senior secured notes due 2030 (the "2030 Notes") and the 0% convertible senior notes due 2026 (the "2026 Notes") (collectively, the "Notes") in cash, repay the Notes at maturity or repurchase the Notes in the case of a fundamental change;
•our ability to comply with the covenants contained in the indenture governing the 2030 Notes (the "2030 Indenture"), the indenture governing the 2026 Notes (the "2026 Indenture") and other current or future debt agreements, including the limitations, restrictions and prohibitions such covenants may impose on the way we conduct our business, including certain financial covenants, prohibitions on incurring additional debt if certain covenants are not met and restrictions on our ability to make certain investments and restricted payments;
•our ability to remediate material weaknesses in our internal controls over financial reporting and maintain effective internal controls;
•fluctuations in our gross profit margins, operating income or loss and/or net income or loss;
•our ability to efficiently conduct business outside the U.S.;
•our dependence on our supply chain for components and sub-assemblies used in our 3D printers and other products and for raw materials used in our print materials;
•our ability to manage the costs and effects of litigation, investigations or similar matters involving us or our subsidiaries;
•product quality problems that result in decreased sales and operating margin, product returns, product liability, warranty or other claims;
22
•our ability to retain our key employees and to attract and retain new qualified employees, while controlling our labor costs;
•our ability to successfully develop and commercialize regenerative medicine products ourselves, or in conjunction with development partners;
•disruption in our management information systems for inventory management, distribution, and other key functions;
•compliance with U.S. and other anti-corruption laws, data privacy laws, trade controls, economic sanctions, and similar laws and regulations;
•our ability to maintain our status as a responsible contractor under federal rules and regulations;
•changes in, or interpretation of, tax rules and regulations;
•the other factors discussed in the reports we file with or furnish to the SEC from time to time, including the risks and important factors set forth in additional detail in Item 1A. “Risk Factors” in the 2025 Annual Report on Form 10-K.
Readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements included herein are made only as of the date of this Form 10-Q and we undertake no obligation to publicly update or revise any forward-looking statement made by us or on our behalf, whether as a result of new information, future developments, subsequent events or circumstances or otherwise, except as required by law. All subsequent written or oral forward-looking statements attributable to us or individuals acting on our behalf are expressly qualified in their entirety by the cautionary statements referenced above.
Business Overview
3D Systems Corporation (“3D Systems” or the “Company” or “we,” "our" or “us”) markets our products and services through subsidiaries in North America and South America (“Americas”), Europe and the Middle East (“EMEA”) and Asia Pacific and Oceania (“APAC”). We provide comprehensive 3D printing and digital manufacturing solutions, including 3D printers for plastics and metals, materials, software, and services, including maintenance, advanced manufacturing and applications engineering.
Our solutions support advanced applications in two key industry verticals: Healthcare Solutions (which includes dental, medical devices, personalized health services and regenerative medicine) and Industrial Solutions (which includes aerospace, defense, transportation and general manufacturing). We have over 35 years of experience and expertise, which have proven vital to our development of an ecosystem and end-to-end digital workflow solutions that enable customers to optimize product designs, transform workflows, bring innovative products to market and drive new business models.
Recent Developments and Updates Regarding Strategic Initiatives
2025 Restructuring Plan
In 2025, in response to continuing macroeconomic challenges impacting the Company’s financial performance, the Company implemented a series of cost savings and restructuring initiatives (the "2025 Restructuring Plan") as part of its ongoing multi-faceted transformation strategy. The Company does not expect to incur significant additional restructuring charges in 2026 related to the 2025 Restructuring Plan.
Divestitures
In December 2024, the Company entered into a definitive agreement with Hexagon AB for the sale of its Geomagic software business ("Geomagic"), which was included in our Industrial Solutions segment. On April 1, 2025, the Company completed the sale of Geomagic and received $119.4 million in cash, which reflected applicable purchase price adjustments under the Asset Purchase Agreement and Business Transfer Agreement. The Company recorded a pre-tax gain of $125.7 million from the sale of Geomagic in the second quarter of 2025.
In September 2025, the Company entered into a definitive agreement with Hubb Global Holdings, LLC for the sale of its 3DXpert and Oqton businesses, which were included in our Industrial Solutions segment. On October 31, 2025, the Company completed the sale of the 3DXpert and Oqton businesses for $3.3 million in cash, which reflected applicable purchase price adjustments, plus a revenue-based royalty receivable which had a present value of $7.4 million and $7.1 million as of September 30, 2026 and December 31, 2025, respectively.
Background
We earn revenue from the sale of products and services through our Healthcare Solutions and Industrial Solutions segments. The product categories include 3D printers and corresponding materials, digitizers, software licenses, 3D scanners and haptic devices. The majority of materials used in our 3D printers are proprietary. The services categories include maintenance contracts and services on 3D printers, software maintenance, software as a service subscriptions and healthcare solutions services.
23
Given the relatively high price of certain 3D printers and a corresponding lengthy selling cycle, as well as relatively low unit volume of the higher-priced printers in any particular period, a shift in the timing and concentration of orders and shipments from one period to another can materially affect reported revenue in any given period.
In addition to changes in sales volumes, there are two other primary drivers of changes in revenue from one period to another: (i) the combined effect of changes in product mix and average selling prices and (ii) the impact of fluctuations in foreign currencies. As used in this MD&A, the price and mix effects relate to changes in revenue that are not able to be specifically attributed to changes in unit volume or changes in foreign exchange rates.
RESULTS OF OPERATIONS
Comparison of Results of Operations
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | Change | September 30, 2026 | September 30, 2025 | Change | |||||||||||||||||||||||||||||
| Revenue | $ | 99,304 | $ | 91,249 | $ | 8,055 | $ | 289,421 | $ | 280,627 | $ | 8,794 | |||||||||||||||||||||||
| Cost of sales | 64,520 | 61,818 | 2,702 | 185,832 | 182,357 | 3,475 | |||||||||||||||||||||||||||||
| Selling, general and administrative expenses | 46,354 | 34,716 | 11,638 | 112,837 | 118,624 | (5,787) | |||||||||||||||||||||||||||||
| Research and development expenses | 10,064 | 16,025 | (5,961) | 29,671 | 53,069 | (23,398) | |||||||||||||||||||||||||||||
| Asset impairment charges | 2,857 | — | 2,857 | 2,857 | — | 2,857 | |||||||||||||||||||||||||||||
| Loss from operations | $ | (24,491) | $ | (21,310) | $ | (3,181) | $ | (41,776) | $ | (73,423) | $ | 31,647 | |||||||||||||||||||||||
Revenue
The following table sets forth changes in our revenue for the three and nine months ended September 30, 2026:
| (Dollars in thousands) | Products | Services | Total | ||||||||||||||||||||||||||||||||
Revenue - three months ended September 30, 2025 | $ | 52,311 | $ | 38,938 | $ | 91,249 | |||||||||||||||||||||||||||||
| Change in revenue: | |||||||||||||||||||||||||||||||||||
| Volume | 7,244 | 13.8 | % | 2,390 | 6.1 | % | 9,634 | 10.6 | % | ||||||||||||||||||||||||||
| Price/mix | (941) | (1.8) | % | — | — | % | (941) | (1.0) | % | ||||||||||||||||||||||||||
| Foreign currency translation | (436) | (0.8) | % | (202) | (0.5) | % | (638) | (0.7) | % | ||||||||||||||||||||||||||
| Net change | 5,867 | 11.2 | % | 2,188 | 5.6 | % | 8,055 | 8.8 | % | ||||||||||||||||||||||||||
Revenue - three months ended September 30, 2026 | $ | 58,178 | $ | 41,126 | $ | 99,304 | |||||||||||||||||||||||||||||
| (Dollars in thousands) | Products | Services | Total | ||||||||||||||||||||||||||||||||
Revenue - nine months ended September 30, 2025 | $ | 160,835 | $ | 119,792 | $ | 280,627 | |||||||||||||||||||||||||||||
| Change in revenue: | |||||||||||||||||||||||||||||||||||
| Volume | 10,941 | 6.8 | % | (2,562) | (2.1) | % | 8,379 | 3.0 | % | ||||||||||||||||||||||||||
| Price/mix | (2,839) | (1.8) | % | — | — | % | (2,839) | (1.0) | % | ||||||||||||||||||||||||||
| Foreign currency translation | 1,851 | 1.2 | % | 1,403 | 1.2 | % | 3,254 | 1.2 | % | ||||||||||||||||||||||||||
| Net change | 9,953 | 6.2 | % | (1,159) | (1.0) | % | 8,794 | 3.1 | % | ||||||||||||||||||||||||||
Revenue - nine months ended September 30, 2026 | $ | 170,788 | $ | 118,633 | $ | 289,421 | |||||||||||||||||||||||||||||
For the three months ended September 30, 2026, revenue increased $8.1 million, or 8.8%, compared to the three months ended September 30, 2025. The increase in revenue was driven by (i) a $5.9 million increase in product revenue primarily due to higher sales volumes of printers and dental materials and (ii) a $2.2 million increase in services revenue primarily due to sales in parts manufacturing.
For the nine months ended September 30, 2026, revenue increased $8.8 million, or 3.1%, compared to the nine months ended September 30, 2025. The increase in revenue was driven by an increase in product revenue of $10.0 million primarily due to higher dental material sales and a favorable foreign currency impact, which was partially offset by unfavorable price/mix and the impact of divestitures. Service revenue decreased $1.2 million due primarily to the impacts of divestitures, partially offset by increases in parts manufacturing and personalized healthcare services and a favorable foreign currency impact.
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Cost of sales and gross profit
For the three months ended September 30, 2026, cost of sales increased to $64.5 million compared to $61.8 million for the three months ended September 30, 2025. For the three months ended September 30, 2026, gross profit increased $5.4 million, or 18.2%, and gross profit margin increased to 35.0% compared to 32.3% in the prior year period. The increase in cost of sales, gross profit and gross profit margin were primarily related to higher sales volume in products and parts manufacturing.
For the nine months ended September 30, 2026, cost of sales increased to $185.8 million compared to $182.4 million for the nine months ended September 30, 2025. For the nine months ended September 30, 2026 gross profit increased $5.3 million, or 5.4%, to $103.6 million and gross profit margin increased to 35.8% compared to 35.0% in the prior year period. The increase in cost of sales was primarily related to increased sales volume, partially offset by the impact of divestitures. Gross profit and gross profit margin increased primarily due to higher sales volume, the benefits of prior cost reduction initiatives, and the recovery of approximately $2.6 million of tariffs during the nine months ended September 30, 2026.
Selling, general and administrative expenses
For the three months ended September 30, 2026, selling, general and administrative expenses ("SG&A") increased $11.6 million, or 33.5%, compared to the three months ended September 30, 2025. The year-over-year increase in SG&A was primarily due to $12.5 million in litigation expense recorded in the current period.
For the nine months ended September 30, 2026, SG&A decreased $5.8 million, or 4.9%, compared to the nine months ended September 30, 2025. The year-over-year change in SG&A was primarily due to the following:
•$9.6 million decrease in compensation and benefits expense primarily related to lower compensation expense due to the impact of our restructuring actions and divestitures;
•$3.9 million decrease in third-party service provider and consulting costs primarily due to lower audit and accounting fees; and
•$4.4 million decrease in other corporate costs primarily related to reductions in facilities, and travel and entertainment costs due to the impact of our cost saving actions; partially offset by
•$12.5 million increase in litigation expense recorded during the current period.
Research and development expenses
For the three months ended September 30, 2026, research and development expenses ("R&D") decreased $6.0 million, or 37.2%, compared to the three months ended September 30, 2025. The year-over-year decline in R&D was primarily due to:
•$4.1 million decrease in compensation and benefits expense primarily due to improved operating efficiency and cost reductions realized from our restructuring activities and divestitures; and
•$2.7 million decrease primarily due to lower operating supplies cost and lower outside services costs due to the impact of our cost saving actions.
For the nine months ended September 30, 2026, R&D decreased $23.4 million, or 44.1%, compared to the nine months ended September 30, 2025. The year-over-year decline in R&D was primarily due to:
•$14.6 million decrease in compensation and benefits expense primarily due to improved operating efficiency and cost reductions realized from our restructuring activities and divestitures; and
•$8.0 million decrease primarily due to lower operating supplies cost and lower outside services costs due to the impact of our cost saving actions.
Asset impairment charges
During the three and nine months ended September 30, 2026, the Company determined that certain intangible assets associated with a certain product line within our Industrial Solutions segment were fully impaired. The impairment was triggered by the closure of a certain facility and a reduction in expected future cash flows associated with products produced at the facility. The Company recorded impairment expense of $2.9 million during the three and nine months ended September 30, 2026; $2.2 million relating to acquired technology and $0.7 million relating to trade names. The impairment expense is recorded within Asset impairment charges on the Condensed Consolidated Statements of Operations. No impairment expense was recognized for the three and nine months ended September 30, 2025.
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Segment Results
Segment Revenue | Segment Gross Profit | ||||||||||||||||||||||||||||||||||
| Three Months Ended | Three Months Ended | ||||||||||||||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | Change | September 30, 2026 | September 30, 2025 | Change | |||||||||||||||||||||||||||||
| Healthcare Solutions | $ | 48,955 | $ | 42,787 | $ | 6,168 | $ | 19,199 | $ | 16,420 | $ | 2,779 | |||||||||||||||||||||||
| Industrial Solutions | 50,349 | 48,462 | 1,887 | 15,585 | 13,011 | 2,574 | |||||||||||||||||||||||||||||
| Total Company | $ | 99,304 | $ | 91,249 | $ | 8,055 | $ | 34,784 | $ | 29,431 | $ | 5,353 | |||||||||||||||||||||||
| Segment Revenue | Segment Gross Profit | ||||||||||||||||||||||||||||||||||
| Nine Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | Change | September 30, 2026 | September 30, 2025 | Change | |||||||||||||||||||||||||||||
| Healthcare Solutions | $ | 147,184 | $ | 129,123 | $ | 18,061 | $ | 60,700 | $ | 52,826 | $ | 7,874 | |||||||||||||||||||||||
| Industrial Solutions | 142,237 | 151,504 | (9,267) | 42,889 | 45,444 | (2,555) | |||||||||||||||||||||||||||||
| Total Company | $ | 289,421 | $ | 280,627 | $ | 8,794 | $ | 103,589 | $ | 98,270 | $ | 5,319 | |||||||||||||||||||||||
Healthcare Solutions
Revenue
For the three months ended September 30, 2026, Healthcare Solutions revenue increased $6.2 million, or 14.4%, compared to the three months ended September 30, 2025. The increase in revenue was primarily due to an increase in materials volume in the dental market, including increased volume with a key customer and an increase in parts manufacturing sales.
For the nine months ended September 30, 2026, Healthcare Solutions revenue increased $18.1 million, or 14.0%, compared to the nine months ended September 30, 2025. The increase in revenue was primarily due to an increase in materials volume in the dental market, including increased volume with a key customer and an increase in parts manufacturing sales, which was partially offset by unfavorable product price/mix.
Gross profit
For the three months ended September 30, 2026, Healthcare Solutions gross profit increased $2.8 million, or 16.9%, compared to the three months ended September 30, 2025. The increase in gross profit was primarily due to increases in sales volume.
For the nine months ended September 30, 2026, Healthcare Solutions gross profit increased $7.9 million, or 14.9%, compared to the nine months ended September 30, 2025. The increase in gross profit was primarily due to increases in sales volume and the impact of the recovery of tariffs.
Industrial Solutions
Revenue
For the three months ended September 30, 2026, Industrial Solutions revenue increased $1.9 million, or 3.9%, compared to the three months ended September 30, 2025. The increase was primarily due to increases in sales volume and a favorable price/mix, partially offset by the impact of divestitures.
For the nine months ended September 30, 2026, Industrial Solutions revenue decreased $9.3 million, or 6.1%, compared to the nine months ended September 30, 2025. The decrease was primarily due to the impact of divestitures, which was partially offset by a favorable impact of price/mix and foreign currency.
Gross profit
For the three months ended September 30, 2026, Industrial Solutions gross profit increased $2.6 million, or 19.8% compared to the prior year period. The increase in gross profit was primarily due to favorable price/mix and increases in sales volume.
For the nine months ended September 30, 2026, Industrial Solutions gross profit decreased $2.6 million, or 5.6% compared to the prior year period. The decrease in gross profit was primarily due to the impact of divestitures, partially offset by the impact of the recovery of tariffs.
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Non-operating (loss) income
The following table sets forth the components of non-operating (loss) income:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | Change | September 30, 2026 | September 30, 2025 | Change | |||||||||||||||||||||||||||||
| Foreign exchange (loss) gain, net | $ | (6,294) | $ | 2,623 | $ | (8,917) | $ | (2,192) | $ | 2,171 | $ | (4,363) | |||||||||||||||||||||||
| Interest income | 709 | 784 | (75) | 1,868 | 3,454 | (1,586) | |||||||||||||||||||||||||||||
| Interest expense | (2,159) | (1,924) | (235) | (6,478) | (3,202) | (3,276) | |||||||||||||||||||||||||||||
| Gain on disposition | — | — | — | — | 125,681 | (125,681) | |||||||||||||||||||||||||||||
| Other income, net | 212 | 475 | (263) | 2,901 | 7,335 | (4,434) | |||||||||||||||||||||||||||||
| Total non-operating (loss) income | $ | (7,532) | $ | 1,958 | $ | (9,490) | $ | (3,901) | $ | 135,439 | $ | (139,340) | |||||||||||||||||||||||
Foreign exchange (loss) gain, net
Foreign exchange gain, net decreased by $8.9 million and $4.4 million to a foreign exchange loss, net for the three and nine months ended September 30, 2026, respectively, compared to the same prior year periods, primarily due to realized and unrealized losses related to our foreign operations.
Interest income
Interest income decreased by $0.1 million and $1.6 million for the three and nine months ended September 30, 2026, respectively, compared to the same prior year periods, due to the Company's lower average cash and cash equivalent balances.
Interest expense
Interest expense increased by $0.2 million for the three months ended September 30, 2026, as compared to the same prior year period, primarily due to higher debt issuance cost amortization related to the 2030 Notes.
Interest expense increased by $3.3 million for the nine months ended September 30, 2026 as compared to the same prior year period, primarily due to interest expense related to the 2030 Notes and higher debt issuance cost amortization related to the 2030 Notes.
Gain on disposition
Gain on disposition decreased $125.7 million for the nine months ended September 30, 2026 as compared to the same prior year period, due to the sale of Geomagic in the prior year period.
Other income, net
The decrease in Other income, net, was not meaningful for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025.
Other income, net, decreased $4.4 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025, primarily due to the gain on repurchase of debt recorded in the nine months ended September 30, 2025, partially offset by a $2.6 million gain on our equity method investment in the National Additive Manufacturing Innovation ("NAMI") joint venture resulting from dilution of our ownership share recorded in the nine months ended September 30, 2026.
Income Taxes
For the three and nine months ended September 30, 2026, the Company’s effective tax rate was (2.9)% and (6.0)%, respectively. For the three and nine months ended September 30, 2025, the Company’s effective tax rate was 13.6% and 14.6%, respectively. The differences between the U.S. statutory tax rate and the effective tax rates for the three and nine months ended September 30, 2026 and 2025 were primarily driven by the recognition of a full deferred tax asset valuation allowance in various jurisdictions in both years.
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Liquidity and Capital Resources
The following table sets forth the Company's operating working capital at September 30, 2026 and December 31, 2025:
| Change | |||||||||||||||||||||||
| (in thousands) | September 30, 2026 | December 31, 2025 | $ | % | |||||||||||||||||||
| Cash and cash equivalents | $ | 91,339 | $ | 95,635 | $ | (4,296) | (4.5) | % | |||||||||||||||
| Short-term investments | 27,065 | — | 27,065 | 100.0 | % | ||||||||||||||||||
| Accounts receivable, net | 86,232 | 83,806 | 2,426 | 2.9 | % | ||||||||||||||||||
| Inventories | 118,482 | 127,496 | (9,014) | (7.1) | % | ||||||||||||||||||
| 323,118 | 306,937 | 16,181 | 5.3 | % | |||||||||||||||||||
| Less: | |||||||||||||||||||||||
| Current operating lease liabilities | 8,004 | 11,583 | (3,579) | (30.9) | % | ||||||||||||||||||
| Accounts payable | 32,776 | 41,017 | (8,241) | (20.1) | % | ||||||||||||||||||
| Accrued and other liabilities | 57,609 | 46,656 | 10,953 | 23.5 | % | ||||||||||||||||||
| 98,389 | 99,256 | (867) | (0.9) | % | |||||||||||||||||||
| Operating working capital | $ | 224,729 | $ | 207,681 | $ | 17,048 | 8.2 | % | |||||||||||||||
We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. In doing so, we review and analyze our current cash on hand, the number of days our sales are outstanding, inventory turns, capital expenditure commitments and accounts payable turns. Our cash requirements primarily consist of funding working capital and capital expenditures. Differences between the amounts of working capital item changes in the cash flow statement and the balance sheet changes for the corresponding items are primarily the result of foreign currency translation adjustments.
At September 30, 2026, cash and cash equivalents totaled $91.3 million and decreased $4.3 million compared to December 31, 2025. This decrease resulted primarily from (i) cash used in operations of $17.5 million (ii) cash invested in short-term and long-term investments of $28.7 million and (iii) capital expenditures of $8.3 million, partially offset by gross proceeds from the equity raise of $53.8 million during the nine months ended September 30, 2026.
Cash held outside the U.S. at September 30, 2026 was $35.8 million, or 39.2% of total cash and cash equivalents, compared to $33.0 million, or 34.5% of total cash and cash equivalents, at December 31, 2025. As our previously unremitted earnings have been subjected to U.S. federal income tax, we expect any repatriation of these earnings to the U.S. would not incur significant federal and state taxes. However, these dividends are subject to foreign withholding taxes that are estimated to result in the Company incurring tax costs in excess of the cost to obtain cash through other means.
Cash equivalents are comprised of funds held in money market and other instruments with original maturities under 90 days and are reported at their current carrying value, which approximates fair value due to the short-term nature of these instruments. We strive to minimize our credit risk by investing primarily in investment grade, liquid instruments and limiting exposure to any one issuer depending upon credit quality. See “Cash Flow” discussion below.
Cash Flow
The Company currently funds its operations, including working capital requirements, capital expenditures and investments by using cash; cash equivalents; cash flow from operations, which can vary widely from quarter to quarter; and investing and financing activities, as necessary. We expect that cash flow from operations, cash and cash equivalents, and other sources of liquidity, such as issuing equity or debt securities, subject to market conditions, will be available and sufficient to meet all our cash requirements over the next twelve months. Cash requirements for periods beyond the next twelve months will depend on, among other things, the Company's profitability and its ability to manage working capital requirements and, if needed, its ability to identify and secure other potential sources to fund future working capital needs and meet capital expenditure requirements. See Item 1A, "Risk Factors” in the 2025 Annual Report on Form 10-K.
We are subject to a financial covenant under the 2030 Indenture requiring us to maintain at least $20.0 million in qualified cash. As of September 30, 2026, we were in compliance with the covenants included in the 2030 Indenture. However, if we are unable to generate sufficient cash flow in the future, we may be non-compliant which could result in an event of default making the 2030 Notes, with an outstanding principal balance of $92.0 million as of September 30, 2026, due immediately. See Item 1A "Risk Factors” in the 2025 Annual Report on Form 10-K.
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The following is a summary of the changes in the Company’s cash flows followed by a brief discussion of these changes:
| Nine Months Ended | |||||||||||||||||
| (in thousands) | September 30, 2026 | September 30, 2025 | Change | ||||||||||||||
| Cash flow used in operating activities | $ | (17,502) | $ | (73,131) | $ | 55,629 | |||||||||||
| Cash flow (used in) provided by investing activities | (37,918) | 108,276 | (146,194) | ||||||||||||||
| Cash flow provided by (used in) financing activities | 50,108 | (98,340) | 148,448 | ||||||||||||||
Operating Activities
Cash flows used in operating activities were $17.5 million during the nine months ended September 30, 2026, a decrease of $55.6 million, as compared to the nine months ended September 30, 2025. The year-over-year change in operating cash flows was primarily attributable to more favorable business performance during the current year due to our 2025 Restructuring Plan and other cost savings initiatives, partially offset by higher cash taxes paid of $7.8 million driven by foreign taxes related to the 2025 divestiture of the Geomagic business and $2.7 million in higher interest paid on the 2030 Notes as interest payments did not start until December 2025.
Investing Activities
Net cash used in investing activities was $37.9 million during the nine months ended September 30, 2026, compared to net cash provided by investing activities of $108.3 million during the nine months ended September 30, 2025. The change was driven primarily by proceeds from the sale of the Geomagic business during the nine months ended September 30, 2025 and our investment of excess cash in investments during the nine months ended September 30, 2026.
Financing Activities
Net cash provided by financing activities was $50.1 million during the nine months ended September 30, 2026, compared to net cash used in financing activities of $98.3 million during the nine months ended September 30, 2025. The change was driven primarily by the proceeds of $53.8 million from the equity raise during the nine months ended September 30, 2026 and the net repayments of long term debt of $81.4 million and stock repurchases of $15.0 million during the nine months ended September 30, 2025.
Material Cash Requirements
The Company's material cash requirements consist of the following contractual and other obligations:
Intrepid
During the three months ended September 30, 2026, the Company received an unfavorable jury verdict in its litigation involving Intrepid Automation, Inc. as described in more detail in Note 12, Commitments and Contingencies, in our Condensed Consolidated Financial Statements as of and for the three and nine months ended September 30, 2026 included in this Form 10-Q. As a result, an accrual of $12.5 million is recorded within Accrued and other liabilities on our Condensed Consolidated Balance Sheets as of September 30, 2026 relating to this matter. The related expense is recorded within Selling, general and administrative on our Condensed Consolidated Statements of Operations. The Company may be required to restrict certain cash balances in a future period to serve as collateral for a bond related to this matter. See Note 12 to our Condensed Consolidated Financial Statements as of and for the three and nine months ended September 30, 2026 included in this Form 10-Q for more information.
Indebtedness
The 2030 Notes are senior secured obligations, guaranteed by certain U.S. subsidiaries of the Company and bear interest semiannually at a rate of 5.875%, payable on June 15 and December 15 of each year, beginning December 15, 2025. The 2030 Notes have an annual effective interest rate of 8.6%, reflecting original issue discounts, commissions, and offering expenses, and are scheduled to mature on June 15, 2030 unless earlier redeemed, repurchased, or converted in accordance with their terms. The outstanding principal balance of the 2030 Notes is $92.0 million.
The 2026 Notes are scheduled to mature on November 15, 2026, unless earlier redeemed, repurchased, or converted in accordance with their terms. The outstanding principal balance of the 2026 Notes is $3.9 million.
See the full description of the terms of the Notes in our 2025 Annual Report on Form 10-K. Management may consider pursuing additional long-term financing if it is appropriate in light of cash requirements for operations or strategic opportunities, which could result in higher financing costs.
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Purchase Commitments
We have purchase commitments under legally enforceable agreements for goods and services with defined terms as to quantity, price and timing of delivery. The Company has certain purchase commitments under agreements with remaining terms in excess of a year, which primarily relate to software licenses, printer assemblies, inventory and capital expenditures. As of September 30, 2026, such purchase commitments totaled $20.1 million, with approximately $9.6 million, expected to be due within the next twelve months.
Leases
The Company had operating and financing lease obligations (inclusive of interest) of $90.7 million at September 30, 2026, primarily related to real estate and equipment leases, of which, approximately $14.7 million in payments are expected over the next twelve months.
Sources of Funding to Satisfy Material Cash Requirements
The Company believes that it has the financial resources needed to meet its anticipated cash requirements during the next twelve months. Cash requirements for periods beyond the next twelve months will depend on, among other things, the Company’s profitability and its ability to manage working capital requirements and if needed, its ability to identify and secure other potential sources to fund future working capital needs and meet capital expenditure requirements.
Other Contractual Commitments
Indemnification
In the normal course of business we periodically enter into agreements to indemnify customers or suppliers against claims of intellectual property infringement made by third parties arising from the use of our products. Historically, costs related to these indemnification provisions have not been significant. We are unable to estimate the maximum potential impact of these indemnification provisions on our future results of operations.
To the extent permitted under Delaware law, we indemnify our directors and officers for certain events or occurrences, when the director or officer is, or was, serving at our request in such capacity, subject to limited exceptions. The maximum potential amount of future payments we could be required to make under these indemnification obligations is unlimited; however, we have directors’ and officers’ insurance coverage that may enable us to recover future amounts paid, subject to a deductible and to the policy limits. There is no assurance that the policy limits will be sufficient to cover all damages, if any.
Critical Accounting Estimates
Our condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires us to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. On an ongoing basis, we evaluate our estimates and assumptions. Our actual results may differ from these estimates under different assumptions or conditions.
For a discussion of critical accounting estimates at December 31, 2025, refer to Item 7 “Critical Accounting Estimates” in our 2025 Annual Report on Form 10-K. During the nine months ended September 30, 2026, there have been no material changes to our critical accounting estimates described in our 2025 Annual Report on Form 10-K.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
For a discussion of market risks at December 31, 2025, refer to Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” in our 2025 Annual Report on Form 10-K. During the nine months ended September 30, 2026, there were no material changes or developments that would materially alter the market risk assessment performed as of December 31, 2025.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As of September 30, 2026, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) pursuant to Rules 13a-15 and 15d-15 under the Exchange Act. Based on this evaluation, management has concluded that our disclosure controls and procedures were not effective as of September 30, 2026 due to the material weaknesses discussed in our 2025 Annual Report on Form 10-K.
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Changes in Internal Control Over Financial Reporting
We are in the process of implementing certain changes to our internal controls to remediate the material weaknesses described in our 2025 Annual Report on Form 10-K. Management has developed and is implementing a remediation plan designed to address the control deficiencies underlying the material weaknesses. This plan includes, but is not limited to, increased training, enhanced documentation associated with accounting treatment for non-routine items, and automation efforts designed to specifically address the identified material weaknesses. Aside from these activities, the results of which continue to be evaluated, there were no changes in the Company’s internal control over financial reporting during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II — OTHER INFORMATION
Item 1. Legal Proceedings
The information relating to legal proceedings set forth under the header “Other Commitments - Government Settlement” and "Litigation" in Note 20 to the consolidated financial statements included in our 2025 Annual Report on Form 10-K and under the header "Litigation" in Note 12 to the condensed consolidated financial statements as of and for the three and nine months ended September 30, 2026 included in this Form 10-Q is incorporated herein by reference.
Item 1A. Risk Factors
Information regarding risk factors appears in "Management's Discussion and Analysis of Financial Condition and Results of Operations - Information Relating to Forward Looking Statements," in Part I - Item 2 of this Form 10-Q and in "Risk Factors" in Part I - Item 1A of our 2025 Annual Report on Form 10-K. There have been no material changes to the risk factors previously reported in our 2025 Annual Report on Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuance of Unregistered Securities and Issuer Purchases of Equity Securities
Issuances of Unregistered Securities
None.
Issuer Purchases of Equity Securities
The following table sets forth information with respect to purchases of the Company’s common stock on a trade date basis made during the three months ended September 30, 2026:
Total number of shares (or units) purchased (a) | Average price paid per share (or unit) (b) | ||||||||||
| July 1, 2026 - July 31, 2026 | — | $ | — | ||||||||
| August 1, 2026 - August 31, 2026 | 2,613 | 3.64 | |||||||||
| September 1, 2026 - September 30, 2026 | 128,945 | 3.38 | |||||||||
| Total | 131,558 | $ | 3.38 | ||||||||
a.Represents shares of common stock surrendered to us for payment of tax withholding obligations in connection with the vesting of restricted stock awards and units.
b.The average price paid reflects the average market value of shares withheld for tax purposes.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Director and Officer Trading Arrangements
During the fiscal quarter ended September 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted terminated
Item 6. Exhibits
(a) | Exhibits | ||||
| 3.1 | Certificate of Incorporation of Registrant. (Incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-B filed on August 16, 1993, and the amendment thereto, filed on Form 8-B/A on February 4, 1994.) | ||||
| 3.2 | Amendment to Certificate of Incorporation filed on May 23, 1995. (Incorporated by reference to Exhibit 3.2 of the Registrant’s Registration Statement on Form S-2/A, filed on May 25, 1995.) | ||||
| 3.3 | Certificate of Amendment of Certificate of Incorporation filed with Secretary of State of Delaware on May 19, 2004. (Incorporated by reference to Exhibit 3.1 of the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2004, filed on August 5, 2004.) | ||||
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| 3.4 | Certificate of Amendment of Certificate of Incorporation filed with Secretary of State of Delaware on May 17, 2005. (Incorporated by reference to Exhibit 3.1 of the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2005, filed on August 1, 2005.) | ||||
| 3.5 | Certificate of Amendment of Certificate of Incorporation filed with the Secretary of State of Delaware on October 7, 2011. (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K, filed on October 7, 2011.) | ||||
| 3.6 | Certificate of Amendment of Certificate of Incorporation filed with the Secretary of State of Delaware on May 21, 2013. (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K, filed on May 22, 2013.) | ||||
| 3.7 | Certificate of Amendment of Certificate of Incorporation filed with the Secretary of State of Delaware on May 14, 2026 (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed on May 15, 2026.) | ||||
| 3.8 | Amended and Restated By-Laws, effective April 28, 2026 (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K, filed on April 30, 2026.) | ||||
| 4.1 | Specimen Common Stock Certificate. (Incorporated by reference to Exhibit 4.1 of the Registrant’s Registration Statement on Form S-3 (Registration No. 333-182065), filed on June 12, 2012.) | ||||
| 4.2 | Indenture, dated as of November 16, 2021, between 3D Systems Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee. (Incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on November 17, 2021.) | ||||
| 4.3 | Form of 0% Convertible Notes due 2026 (included in Exhibit 4.2). (Incorporated by reference to Exhibit 4.2 of the Registrant’s Current Report on Form 8-K filed on November 17, 2021.) | ||||
| 4.4 | Indenture, dated June 23, 2025, among 3D Systems Corporation, the guarantors party thereto and Wilmington Savings Fund Society, FSB, as trustee and collateral agent. (Incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on June 24, 2025.) | ||||
| 4.5 | First Supplemental Indenture, dated as of October 1, 2025, between 3D Systems Corporation and Wilmington Savings Fund Society, FSB, as trustee and collateral agent. (Incorporated by reference to Exhibit 4.6 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2025, filed on March 9, 2026.) | ||||
| 4.6 | Second Supplemental Indenture, dated as of December 22, 2025, between 3D Systems Corporation and Wilmington Savings Fund Society, FSB, as trustee and collateral agent. (Incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on December 22, 2025.) | ||||
| 4.7 | Form of 5.875% Convertible Senior Note due 2030 (included in Exhibit 4.4). (Incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on June 24, 2025.) | ||||
| 10.1* | Executive Severance and Release Agreement, dated August 4, 2026, by and between 3D Systems Corporation and Dr. Jeffrey A. Graves. (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on August 4, 2026.) | ||||
| 31.1† | Certification of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 31.2† | Certification of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.1† | Certification of Principal Executive Officer filed pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.2† | Certification of Principal Financial Officer filed pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 101.INS† | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document | ||||
| 101.SCH† | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL† | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF† | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB† | Inline XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE† | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 | Cover Page Interactive Data File - this data file does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document | ||||
* Management contract or compensatory plan or arrangement
† Exhibits filed herein. All exhibits not so designated are incorporated by reference to a prior filing, as indicated.
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SIGNATURES
Pursuant to the requirements 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.
| 3D SYSTEMS CORPORATION: | ||||||||
Date: November 4, 2026 | By | /s/ Phyllis Nordstrom | ||||||
| Phyllis Nordstrom | ||||||||
Chief Financial Officer and Chief Administrative Officer | ||||||||
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