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Hayward Holdings (NYSE: HAYW) lifts Q2 sales 6% and reaffirms 2026 outlook

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8-K

Rhea-AI Filing Summary

Hayward Holdings reported second-quarter fiscal 2026 net sales of $318.4 million, up 6% year-over-year, with gross profit of $155.1 million, up 5% and a gross margin of 48.7%, down 50 basis points. Net income was $45.6 million, up 2% with a 14.3% margin, while adjusted net income rose 11% to $57.8 million. Adjusted EBITDA increased 5% to $92.7 million with a 29.1% margin, and diluted EPS was $0.21; adjusted diluted EPS grew 8% to $0.26.

North America net sales increased 9% to $277.7 million, and adjusted segment income grew 9% to $97.1 million. Europe & Rest of World net sales fell 8% to $40.7 million, primarily from lower volume driven by geopolitical conflicts in the Middle East, with adjusted segment income down 8% to $7.4 million.

As of June 27, 2026, Hayward held $304.1 million of cash and $179.3 million of short-term investments, plus $425.6 million of revolver availability. Net leverage improved to 1.5x from 1.9x after a debt refinancing. Operating cash flow for the first half was $171.6 million, down $16.8 million mainly due to higher payments for rebates and incentive plans. The company reaffirmed full-year 2026 guidance for net sales to grow about 5% and adjusted diluted EPS of $0.84–$0.87, implying roughly 9%–13% growth over 2025.

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Filing Explained

June 27 balances show fewer outstanding shares after repurchases, while the refinanced term facility is due June 23, 2033.

As of June 27, 2026, Hayward reported 247,388,625 shares issued and 214,050,440 outstanding, versus 246,272,783 issued and 217,356,414 outstanding at December 31, 2025.

These are period-end balances and completed financing activity through June 27, 2026, not forward share-issuance or repurchase commitments created by this 8-K.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net Sales Q2 2026 $318.4 million Three months ended June 27, 2026, up 6% year-over-year
Net Income Q2 2026 $45.6 million Three months ended June 27, 2026, up 2% year-over-year
Adjusted EBITDA Q2 2026 $92.7 million Three months ended June 27, 2026, up 5% year-over-year; 29.1% margin
Adjusted Diluted EPS Q2 2026 $0.26 Three months ended June 27, 2026, increased 8% year-over-year
Cash and Short-Term Investments $483.4 million Cash of $304.1 million and short-term investments of $179.3 million as of June 27, 2026
Net Leverage 1.5x Net debt of $481.8 million divided by last-twelve-month adjusted EBITDA as of June 27, 2026
Operating Cash Flow H1 2026 $171.6 million Net cash provided by operating activities for six months ended June 27, 2026; down $16.8 million vs prior year
FY 2026 Adjusted Diluted EPS Guidance $0.84–$0.87 Company outlook for full year 2026, approximately 9%–13% above fiscal 2025
Adjusted EBITDA financial
"Adjusted EBITDA* increased by 5% to $92.7 million for the second quarter"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Net leverage financial
"Solid cash flow generation enabled us to reduce net leverage to 1.5x"
Net leverage measures how many years it would take for a company to pay off its outstanding debt using its annual operating cash flow, after subtracting cash on hand from total debt. Think of it like a household’s mortgage balance minus savings divided by yearly income; a lower number means the company is in a safer position to handle debt, while a higher number signals greater financial risk and potential pressure on profits or growth.
Amended and Restated First Lien Credit Agreement financial
"from the entry into the Amended and Restated First Lien Credit Agreement on June 23, 2026"
Non-GAAP financial measures financial
"This earnings release includes certain financial measures not presented in accordance with GAAP"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
securities class action litigation regulatory
"driven by $4.3 million for the settlement of the securities class action litigation"
A securities class action is a group lawsuit brought by investors who claim they were harmed by false statements, misleading disclosures, or other misconduct related to a company’s securities. Think of it like a neighborhood suing a contractor together: it pools many individual complaints into one case, and the outcome can mean large legal costs, settlements, changes in management or disclosures, and sharp moves in a company’s stock price — all of which directly affect investors’ returns and risks.
Net sales $318.4 million up 6% year-over-year in Q2 2026
Net income $45.6 million up 2% year-over-year in Q2 2026
Adjusted EBITDA $92.7 million up 5% year-over-year in Q2 2026
Adjusted diluted EPS $0.26 up 8% year-over-year in Q2 2026
Guidance

For fiscal 2026, Hayward expects net sales to increase approximately 5% from 2025 and adjusted diluted EPS of $0.84–$0.87, an increase of approximately 9% to 13% from fiscal 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Hayward Holdings (HAYW) perform in Q2 fiscal 2026?

Hayward reported Q2 2026 net sales of $318.4 million, up 6% year-over-year, and net income of $45.6 million, up 2%. Adjusted EBITDA rose 5% to $92.7 million, and adjusted diluted EPS increased 8% to $0.26.

What were Hayward Holdings (HAYW) segment results for North America and E&RW in Q2 2026?

In Q2 2026, North America net sales rose 9% to $277.7 million, with adjusted segment income up 9% to $97.1 million. Europe & Rest of World net sales declined 8% to $40.7 million, and adjusted segment income fell 8% to $7.4 million.

What is Hayward Holdings’ (HAYW) cash and debt position as of June 27, 2026?

As of June 27, 2026, Hayward held $304.1 million in cash and $179.3 million in short-term investments, with $425.6 million available under revolving credit facilities. Net leverage improved to 1.5x, based on net debt of $481.8 million and last-twelve-month adjusted EBITDA.

What full-year 2026 guidance did Hayward Holdings (HAYW) reaffirm?

For fiscal 2026, Hayward continues to expect net sales growth of about 5% versus 2025 and adjusted diluted EPS of $0.84–$0.87, which the company states represents approximately 9%–13% growth over fiscal 2025.

How did Hayward Holdings’ (HAYW) profitability and margins trend in Q2 2026?

Q2 2026 net income increased 2% to $45.6 million, with net income margin at 14.3%, down 70 basis points. Adjusted net income rose 11% to $57.8 million, and adjusted net income margin improved 70 basis points to 18.1%.

What affected Hayward Holdings’ (HAYW) operating cash flow in the first half of 2026?

Net cash from operating activities for the first half of 2026 was $171.6 million, down $16.8 million from the prior-year period. The decrease was mainly due to higher payments for accrued expenses, primarily customer rebates and incentive plans, partly offset by higher net income.
FALSE000183462200018346222026-07-292026-07-29


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2026
Brand_Lockup_Solid_BLK (002).jpg
Hayward Holdings, Inc.
(Exact name of registrant as specified in its charter)


Delaware001-4020882-2060643
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
1415 Vantage Park Drive
Suite 400 Charlotte, NC 28203
(Address of principal executive offices, including zip code)

(704) 837-8002
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.001 per shareHAYWNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.                                 





Item 2.02Results of Operations and Financial Condition.

On July 29, 2026, Hayward Holdings, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the three months ended June 27, 2026.

A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information in this Item 2.02 (including Exhibit 99.1 attached hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01Financial Statements and Exhibits

(d) Exhibits.
Exhibit No.Description
99.1
Press Release dated July 29, 2026, announcing the Company’s financial results for the three months ended June 27, 2026.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

































SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HAYWARD HOLDINGS, INC.
Date: July 29, 2026
By:/s/ Eifion Jones
Eifion Jones
Senior Vice President and Chief Financial Officer










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July 29, 2026

Hayward Holdings Reports Second Quarter Fiscal Year 2026 Financial Results and Confirms 2026 Guidance

SECOND QUARTER FISCAL 2026 SUMMARY
Net Sales increased 6% year-over-year to $318.4 million
Net Income increased 2% year-over-year to $45.6 million
Adjusted EBITDA* increased 5% year-over-year to $92.7 million
Diluted earnings per share (EPS) increased 5% year-over-year to $0.21
Adjusted diluted EPS* increased 8% year-over-year to $0.26

CHARLOTTE, N.C. -- (BUSINESS WIRE) -- Hayward Holdings, Inc. (NYSE: HAYW) (“Hayward,” the “Company,” “we,” “us,” or “our”), a leading global specialty water management company focused on designing and manufacturing pool and outdoor living technology and industrial flow control products, today announced financial results for the second quarter of fiscal year 2026, ended June 27, 2026. Comparisons are to financial results for the prior-year second fiscal quarter.
CEO COMMENTS
“Hayward delivered a strong second quarter and first half of 2026, reflecting continued disciplined execution and the resilience of our installed base aftermarket business model,” said Kevin Holleran, Hayward’s President and Chief Executive Officer. “Net sales increased 6% year-over-year in the quarter and 9% through the first half, driven by strong price realization and stable volume performance. Solid cash flow generation enabled us to reduce net leverage to 1.5x, the lowest level since the Company’s initial public offering (“IPO”) in 2021, while returning capital to stockholders through share repurchases. During the quarter, we completed a successful debt refinancing to extend maturities, reduce our cost of capital, and further enhance our financial flexibility. With balanced channel inventory levels and increasing traction with our share gain initiatives, we are maintaining our full year guidance. We remain confident in our ability to execute our strategic growth plans, deliver profitable growth, and create long-term stockholder value.”
SECOND QUARTER FISCAL 2026 CONSOLIDATED RESULTS
Net sales increased by 6% to $318.4 million for the second quarter of fiscal 2026. The increase in net sales during the quarter was driven by positive net price to offset inflation and tariffs and the favorable impact from foreign currency translation.
Gross profit increased by 5% to $155.1 million for the second quarter of fiscal 2026. Gross profit margin decreased by 50 basis points to 48.7% primarily due to an increase in cost of sales driven by tariffs and inflation, partially offset by positive net price.
Selling, general, and administrative expense (“SG&A”) increased by 4% to $64.3 million for the second quarter of fiscal 2026. The increase in SG&A was mainly attributable to higher incentive compensation. As a percentage of net sales, SG&A decreased to 20.2% for the second quarter of fiscal 2026 as compared to 20.5% in the prior-year period, a decrease of 30 basis points, as the growth in net sales exceeded the growth in SG&A.
Research, development, and engineering expense (“RD&E”) increased by 25% to $7.7 million for the second quarter of fiscal 2026. RD&E spend continues to be focused on new product development and new product performance improvements. As a percentage of net sales, RD&E increased to 2.4% for the second quarter of fiscal 2026 as compared to 2.0% in the prior-year period, an increase of 40 basis points.
Operating income increased by 6% to $76.0 million for the second quarter of fiscal 2026, due to the aggregated effects of the items described above. Operating income as a percentage of net sales was 23.9% for the second quarter of fiscal 2026, a 10 basis point increase compared to 23.8% in the prior-year period.
Interest expense, net, increased by 24% to $17.0 million for the second quarter of fiscal 2026, primarily due to $5.2 million of debt financing costs from the entry into the Amended and Restated First Lien Credit Agreement on June 23, 2026, partially offset by higher interest income on cash deposits and lower net interest expense on bank debt.



Net income increased by 2% to $45.6 million for the second quarter of fiscal 2026. Net income margin decreased by 70 basis points to 14.3%. Adjusted net income* increased by 11% to $57.8 million for the second quarter of fiscal 2026. Adjusted net income margin* increased by 70 basis points to 18.1%.
Adjusted EBITDA* increased by 5% to $92.7 million for the second quarter of fiscal 2026 compared to $88.2 million in the prior-year period. Adjusted EBITDA margin* decreased by 40 basis points to 29.1%.
Diluted EPS increased by 5% to $0.21 for the second quarter of fiscal 2026. Adjusted diluted EPS* increased by 8% to $0.26 for the second quarter of fiscal 2026.
SECOND QUARTER FISCAL 2026 SEGMENT RESULTS
North America (NAM)
Net sales increased by 9% to $277.7 million for the second quarter of fiscal 2026. The increase was driven by positive net price to offset inflation and tariffs and an increase in volume.
Segment income increased by 8% to $90.2 million for the second quarter of fiscal 2026. Adjusted segment income* increased by 9% to $97.1 million.
Europe & Rest of World (E&RW)
Net sales decreased by 8% to $40.7 million for the second quarter of fiscal 2026. The decrease was primarily due to a decline in volume, partially offset by the favorable impact of foreign currency translation and positive net price. The decrease in volume was driven by the impact of geopolitical conflicts in the Middle East.
Segment income decreased by 13% to $6.6 million for the second quarter of fiscal 2026. Adjusted segment income* decreased by 8% to $7.4 million.
BALANCE SHEET AND CASH FLOW
As of June 27, 2026, Hayward had cash and cash equivalents of $304.1 million, short-term investments of $179.3 million and $425.6 million available for future borrowings under its revolving credit facilities. Net cash provided by operating activities for the six months ended June 27, 2026 decreased by $16.8 million from the six months ended June 28, 2025. The decrease in net cash provided by operating activities was primarily driven by higher incremental payments for accrued expenses, mainly customer rebates and incentive plans, partially offset by an increase in net income.
OUTLOOK    
Hayward is reaffirming its full year 2026 guidance reflecting continued sales and earnings growth driven by solid execution across the organization, positive price realization and continued technology adoption. For Fiscal Year 2026, Hayward continues to expect net sales to increase approximately 5% from Fiscal Year 2025 and adjusted diluted earnings per share* of $0.84 to $0.87, an increase of approximately 9% to 13% from Fiscal Year 2025.
Hayward is excited about the long-term dynamics of the pool industry. The installed base of pools increases every year, providing continued growth opportunities, and the Company benefits from favorable secular demand trends in outdoor living, sunbelt migration, and technology adoption. Hayward continues to leverage its competitive advantages and drive increasing adoption of its leading SmartPad™ pool equipment products both in new construction and the aftermarket, which represents approximately 85% of North America residential pool net sales. Hayward is confident in its long-term outlook for profitable growth and robust cash flow generation, driven by its technology leadership, operational excellence, strong brand and installed base, and multi-channel capabilities.
Please see the Forward-Looking Statements section of this release for a discussion of certain risks relevant to Hayward’s outlook.
CONFERENCE CALL INFORMATION
Hayward will hold a conference call to discuss the results today, July 29, 2026 at 9:00 a.m. (ET).
Interested investors and other parties can listen to a webcast of the live conference call by logging on to the Investor Relations section of the Company’s website at https://investor.hayward.com/events-and-presentations/default.aspx. An earnings presentation will be posted to the Investor Relations section of the Company’s website prior to the conference call.
The conference call can also be accessed by dialing (877) 423-9813 or (201) 689-8573.
For those unable to listen to the live conference call, a replay will be available approximately three hours after the call through the archived webcast on the Hayward website or by dialing (844) 512-2921 or (412) 317-6671. The access code for the replay is 13761599. The replay will be available until 11:59 p.m. Eastern Time on August 12, 2026.



ABOUT HAYWARD HOLDINGS, INC.
Hayward Holdings, Inc. (NYSE: HAYW) is a leading global specialty water management company focused on designing and manufacturing pool and outdoor living technology and industrial flow control products. Driven by a mission to transform the experience of water, Hayward offers a comprehensive portfolio of energy‑efficient and sustainable pool equipment—including pumps, heaters, sanitizers, filters, LED lighting, water features, and cleaners—integrated through its intuitive, IoT‑enabled SmartPad™ platform. The Company also provides industrial thermoplastic valves and process control products serving a wide range of applications.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This earnings release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) and rules and regulations of the Securities and Exchange Commission (“SEC”). Forward-looking statements include, without limitation, statements regarding our plans, strategies, objectives, expectations, intentions, outlook, expenditures, guidance, targets, and assumptions, as well as other statements that are not historical facts. Forward-looking statements are based on management’s current beliefs, assumptions, expectations, and information available at the time the statements are made. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. These statements are made in reliance upon the safe harbor provisions of the Act. However, forward-looking statements are subject to risks, uncertainties, and other factors, many of which are beyond our control, that could cause actual results to differ materially from those expressed or implied by such statements. Readers are cautioned not to place undue reliance on forward-looking statements. We undertake no obligation to publicly update, revise, or correct any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable federal securities laws. Forward-looking statements should be read in conjunction with the risk factors and other cautionary statements, including those described under the heading "Risk Factors" in our most recent Annual Report on Form 10-K and other filings with the SEC.
Important factors that could cause actual results to differ materially include, but are not limited to, the following:
our business depends on the performance of distributors, builders, buying groups, retailers and servicers;
the demand for our products may be adversely affected by unfavorable economic and business conditions;
we operate in markets with high levels of competition;
our future success depends on developing, manufacturing and attaining market adoption of new products and maintaining product quality and reliability;
our ability to keep pace with rapidly evolving technological developments and standards, including artificial intelligence, and effectively develop and deploy such technologies;
our results of operations and cash flows may fluctuate from quarter to quarter;
a loss of, or material cancellation, reduction or delay in purchases by one or more of our largest customers;
our exposure to credit risk on our accounts receivable;
risks arising from our international business operations;
past growth may not be indicative of future growth;
our inability to identify, finance and complete suitable acquisitions;
negative impacts of litigation and other claims;
future impairment of our goodwill and intangible assets;
exchange rate fluctuations, cost increases and other inflation, changes in our effective tax rate or exposure to additional income tax liabilities;
our ability to attract, develop and retain highly qualified personnel, including key members of management;
disruptions in the financial markets;
significant disruption or breach of our technology infrastructure or that of our vendors or third parties, or failure to maintain the security of confidential information;
difficulties in operating or implementing the new ERP system or human resources information system;
misuse of our technology-enabled products;
failure to maintain an effective system of internal controls;
dependence on key suppliers, including single-source suppliers and sole-source suppliers;
ability to manage product inventory in an effective and efficient manner;
product manufacturing disruptions, including as a result of catastrophic or other events beyond our control;
tariffs and other trade restrictions and the cost of raw materials;
compliance with, and potential liabilities under, employment, environmental, health, transportation, safety and other governmental laws and regulations;
risks related to our handling of personal information;
our employees, commercial partners and vendors may engage in misconduct or other improper activities;
violations of the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and other anti-corruption laws;
our failure to comply with international trade compliance regulations, and changes in U.S. government sanctions;



changes in laws, regulations, government policies or regulatory interpretations;
climate change and legal or regulatory responses thereto, and increasing scrutiny from stakeholders on environmental, social and other sustainability matters;
our ability to obtain, maintain and enforce our intellectual property and proprietary rights;
protection of our trademarks or trade names;
our reliance on access to intellectual property owned by third parties;
claims that our employees, consultants or advisors have wrongfully used or disclosed alleged trade secrets or other proprietary information or claims asserting ownership of intellectual property that we regard as our own;
our ability to enforce our intellectual property rights in all jurisdictions;
other risks related to our indebtedness, corporate structure and ownership of our common stock; and
other factors described in the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2025.
Many of these factors are beyond our control. If one or more of these risks or uncertainties materialize, or if the underlying assumptions prove incorrect, actual results, performance, or achievements may differ materially from those expressed or implied by forward-looking statements in this earnings release. The forward-looking statements included in this earnings release speak only as of the date of this release.
*NON-GAAP FINANCIAL MEASURES
This earnings release includes certain financial measures not presented in accordance with the generally accepted accounting principles in the United States (“GAAP”), including adjusted net income, adjusted net income margin, adjusted basic EPS, adjusted diluted EPS, EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted segment income and adjusted segment income margin. These financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Hayward believes these non-GAAP measures provide analysts, investors and other interested parties with additional insight into the underlying trends of its business and assist these parties in analyzing the Company’s performance across reporting periods on a consistent basis by excluding items that it does not believe are indicative of its core operating performance, which allows for a better comparison against historical results and expectations for future performance. Management uses these non-GAAP measures to understand and compare operating results across reporting periods for various purposes including internal budgeting and forecasting, short and long-term operating planning, employee incentive compensation, and debt compliance. These measures should not be considered in isolation or as an alternative to net income, segment income or other measures of profitability, performance or financial condition under GAAP. You should be aware that the Company’s presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of historical non-GAAP measures to the most directly comparable GAAP measures.

Reconciliation of full fiscal year 2026 adjusted diluted earnings per share outlook to diluted earnings per share is not being provided, as Hayward does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. The outlook for adjusted diluted earnings per share for full year 2026 is calculated in a manner consistent with the historical presentation of these measures, as shown in the appendix.
















Hayward Holdings, Inc.
Unaudited Condensed Consolidated Balance Sheets
(Dollars in thousands, except per share data)
June 27, 2026December 31, 2025
Assets
Current assets
Cash and cash equivalents$304,117 $329,648 
Short-term investments179,263 69,462 
Accounts receivable, net of allowances of $1,579 and $1,931, respectively
158,523 280,161 
Inventories, net234,742 210,739 
Prepaid expenses19,462 19,500 
Income tax receivable— 656 
Other current assets36,682 41,080 
Total current assets932,789 951,246 
Property, plant, and equipment, net of accumulated depreciation of $135,034 and $125,807, respectively
170,498 164,560 
Goodwill948,166 951,197 
Trademark736,000 736,000 
Customer relationships, net167,531 178,126 
Other intangibles, net82,884 88,899 
Other non-current assets79,939 80,956 
Total assets$3,117,807 $3,150,984 
Liabilities and Stockholders’ Equity
Current liabilities
Current portion of long-term debt$10,811 $13,261 
Accounts payable92,216 77,007 
Accrued expenses and other liabilities170,727 224,222 
Income taxes payable6,590 8,754 
Total current liabilities280,344 323,244 
Long-term debt, net945,613 943,547 
Deferred tax liabilities, net227,206 227,449 
Other non-current liabilities62,607 63,736 
Total liabilities1,515,770 1,557,976 
Stockholders’ equity
Preferred stock, $0.001 par value, 100,000,000 authorized, no shares issued or outstanding as of June 27, 2026 and December 31, 2025
— — 
Common stock $0.001 par value, 750,000,000 authorized; 247,388,625 issued and 214,050,440 outstanding at June 27, 2026; 246,272,783 issued and 217,356,414 outstanding at December 31, 2025
248 247 
Additional paid-in capital1,118,836 1,109,522 
Common stock in treasury; 33,338,185 and 28,916,369 at June 27, 2026 and December 31, 2025, respectively
(429,218)(363,182)
Retained earnings920,110 851,134 
Accumulated other comprehensive loss
(7,939)(4,713)
Total stockholders’ equity
1,602,037 1,593,008 
Total liabilities and stockholders’ equity
$3,117,807 $3,150,984 











Hayward Holdings, Inc.
Unaudited Condensed Consolidated Statements of Operations
(Dollars in thousands, except per share data)
Three Months Ended Six Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
Net sales$318,378 $299,603 $573,594 $528,444 
Cost of sales163,327 152,149 299,842 275,737 
Gross profit155,051 147,454 273,752 252,707 
Selling, general and administrative expense64,271 61,508 126,857 118,503 
Research, development and engineering expense7,672 6,128 14,428 12,114 
Acquisition and restructuring related expense748 1,565 1,253 3,491 
Amortization of intangible assets6,361 6,870 12,727 13,705 
Operating income75,999 71,383 118,487 104,894 
Interest expense, net16,981 13,650 28,488 27,301 
Loss on debt extinguishment1,836 — 2,037 — 
Other income, net(2,079)(1,706)(1,413)(527)
Total other expense16,738 11,944 29,112 26,774 
Income from operations before income taxes59,261 59,439 89,375 78,120 
Provision for income taxes13,644 14,640 20,399 18,988 
Net income$45,617 $44,799 $68,976 $59,132 
Earnings per share
Basic$0.21 $0.21 $0.32 $0.27 
Diluted$0.21 $0.20 $0.31 $0.27 
Weighted average common shares outstanding
Basic216,352,470216,382,177 216,844,828 216,175,618 
Diluted220,806,675221,834,188 221,606,626 221,856,056 




Hayward Holdings, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
Six Months Ended
June 27, 2026June 28, 2025
Cash flows from operating activities
Net income$68,976 $59,132 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation11,862 11,517 
Amortization of intangible assets16,428 17,166 
Amortization of deferred debt issuance fees1,714 1,880 
Stock-based compensation7,595 6,317 
Deferred income taxes (benefit)(937)(3,008)
Allowance for credit losses(318)
Loss on debt extinguishment1,836 — 
Loss on sale/disposal of property, plant and equipment972 206 
Other non-cash items(1,092)— 
Changes in operating assets and liabilities
Accounts receivable120,142 114,267 
Inventories(25,232)(6,098)
Other current and non-current assets7,328 6,176 
Accounts payable15,333 (8,321)
Accrued expenses and other liabilities(53,044)(10,874)
Net cash provided by operating activities171,563 188,362 
Cash flows from investing activities
Purchases of property, plant, and equipment(17,438)(12,423)
Software development costs(449)(1,159)
Purchases of short-term investments(188,835)— 
Proceeds from short-term investments80,000 — 
Net cash used in investing activities(126,722)(13,582)
Cash flows from financing activities
Proceeds from issuance of long-term debt354,603 — 
Payments of long-term debt(353,092)(3,831)
Payments of short-term notes payable— (2,169)
Debt issuance costs(5,635)(1,143)
Purchase of common stock(64,316)— 
Proceeds from issuance of common stock1,720 1,100 
Taxes paid for net share settlement of equity awards(1,720)(1,073)
Other, net(1,083)(936)
Net cash used in financing activities(69,523)(8,052)
Effect of exchange rate changes on cash and cash equivalents(849)1,734 
Change in cash and cash equivalents(25,531)168,462 
Cash and cash equivalents, beginning of period329,648 196,589 
Cash and cash equivalents, end of period$304,117 $365,051 
Supplemental disclosures of cash flow information:
Cash paid-interest$32,942 $25,230 
Cash paid-income taxes, net of refunds21,889 9,591 
Non-cash investing and financing activities:
Accrued and unpaid purchases of property, plant, and equipment
$2,194 $927 
Equipment financed under finance leases631 344 
Refinancing of long-term debt605,397 — 




Reconciliations
Consolidated Reconciliations
Net Income and Net Income Margin to Adjusted EBITDA and Adjusted EBITDA Margin Reconciliations (Non-GAAP)
Following is a reconciliation from net income and net income margin to adjusted EBITDA and adjusted EBITDA margin:
(Dollars in thousands)Three Months Ended Six Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
Net income $45,617 $44,799 $68,976 $59,132 
Depreciation5,913 5,254 11,862 11,517 
Amortization8,247 8,631 16,428 17,166 
Interest expense, net16,981 13,650 28,488 27,301 
Income taxes13,644 14,640 20,399 18,988 
Loss on debt extinguishment1,836 — 2,037 — 
EBITDA92,238 86,974 148,190 134,104 
Stock-based compensation (a)
— 11 — 57 
Currency exchange items (b)
(505)778 (581)772 
Acquisition and restructuring related expense, net (c)
748 1,565 1,253 3,491 
Other (d)
234 (1,092)234 (1,086)
Total Adjustments477 1,262 906 3,234 
Adjusted EBITDA$92,715 $88,236 $149,096 $137,338 
Net income margin14.3 %15.0 %12.0 %11.2 %
Adjusted EBITDA margin29.1 %29.5 %26.0 %26.0 %
(a)
Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of Hayward’s IPO.
(b)
Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.
(c)
Adjustments in the three months ended June 27, 2026 were primarily driven by $0.8 million of costs related to a restructuring action in E&RW.

Adjustments in the three months ended June 28, 2025 were primarily driven by $1.5 million of transaction and integration costs associated with the acquisition of ChlorKing and $0.2 million of termination benefits related to a reduction-in-force within E&RW, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, NC from Berkeley Heights, NJ.
Adjustments in the six months ended June 27, 2026 were primarily driven by $0.8 million of costs related to a restructuring action in E&RW and $0.5 million of termination benefits associated with the restructuring of several teams.

Adjustments in the six months ended June 28, 2025 were primarily driven by $3.3 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.2 million of separation costs for the consolidation of operations in North America and $0.2 million of termination benefits related to a reduction-in-force within E&RW, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, NC from Berkeley Heights, NJ.
(d)Adjustments in the three and six months ended June 27, 2026 primarily included $0.2 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the three and six months ended June 28, 2025 primarily included $1.1 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.






Following is a reconciliation from net income and net income margin to adjusted EBITDA and adjusted EBITDA margin for the last 12 months:
(Dollars in thousands)
Last Twelve Months(e)
Fiscal Year
June 27, 2026December 31, 2025
Net income $161,414 $151,570 
Depreciation23,180 22,835 
Amortization33,713 34,451 
Interest expense, net51,469 50,282 
Income taxes34,478 33,067 
Loss on debt extinguishment2,037 — 
EBITDA306,291 292,205 
Stock-based compensation (a)
— 57 
Currency exchange items (b)
(1,274)79 
Acquisition and restructuring related expense, net (c)
1,648 3,886 
Other (d)
4,372 3,052 
Total Adjustments4,746 7,074 
Adjusted EBITDA$311,037 $299,279 
Net income margin13.8 %13.5 %
Adjusted EBITDA margin26.6 %26.7 %
(a)
Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of the IPO.
(b)
Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.
(c)
Adjustments in the last 12 months ended June 27, 2026 were primarily driven by $1.1 million of costs related to restructuring actions in E&RW and $0.5 million of termination benefits associated with the restructuring of several teams.

Adjustments in the year ended December 31, 2025 were primarily driven by $3.1 million of compensation expenses for the retention of key employees acquired in the ChlorKing acquisition. Pursuant to the ChlorKing acquisition agreement, the full amount held in escrow was released to the specified key employees if such employees were employed by Hayward on the one-year anniversary of the acquisition. These payments were contingent on continued employment and were not dependent on the achievement of any metric or performance measure. The retention costs were recognized over the 12-month period from the date of acquisition. Other adjustments for the year ended December 31, 2025 included $0.4 million of costs related to restructuring actions in E&RW, $0.3 million of separation costs for the consolidation of operations in North America and $0.2 million of other acquisition and integration costs, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, North Carolina from Berkeley Heights, New Jersey.
(d)
Adjustments in the last 12 months ended June 27, 2026 were primarily driven by $4.3 million for the settlement of the securities class action litigation. Expenses beyond the $4.3 million related to this case are subject to insurance recoveries pursuant to the Company’s retention amount with its insurance carriers. Other adjustments included $0.2 million of non-recurring transition costs related to the restructuring in E&RW, offset by $0.2 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

Adjustments in the year ended December 31, 2025 were primarily driven by $4.3 million for the settlement of the securities class action litigation as discussed above, partially offset by $1.3 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.
(e)
Items for the last 12 months ended June 27, 2026 were calculated by adding the items for the six months ended June 27, 2026 plus fiscal year ended December 31, 2025 and subtracting the items for the six months ended June 28, 2025.



Net Income, Net Income Margin and Diluted EPS to Adjusted Net Income, Adjusted Net Income Margin and Adjusted EPS Reconciliations (Non-GAAP)
Following is a reconciliation of net income and net income margin to adjusted net income and adjusted net income margin, and a reconciliation of earnings per share to adjusted earnings per share:
(Dollars in thousands, except per share data)Three Months Ended Six Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
Net income$45,617 $44,799 $68,976 $59,132 
Tax adjustments (a)
18 (9)(258)(192)
Other adjustments and amortization:
Stock-based compensation (b)
— 11 — 57 
Currency exchange items (c)
(505)778 (581)772 
Acquisition and restructuring related expense, net (d)
748 1,565 1,253 3,491 
Other (e)
234 (1,092)234 (1,086)
Total other adjustments477 1,262 906 3,234 
Loss on debt extinguishment1,836 — 2,037 — 
Amortization8,247 8,631 16,428 17,166 
Debt refinancing fees (f)
5,186 — 5,186 — 
Tax effect (g)
(3,621)(2,438)(5,676)(5,008)
Adjusted net income$57,760 $52,245 $87,599 $74,332 
Net income margin14.3 %15.0 %12.0 %11.2 %
Adjusted net income margin18.1 %17.4 %15.3 %14.1 %
Weighted average number of common shares outstanding, basic216,352,470 216,382,177 216,844,828 216,175,618 
Weighted average number of common shares outstanding, diluted220,806,675 221,834,188 221,606,626 221,856,056 
Basic EPS$0.21 $0.21 $0.32 $0.27 
Diluted EPS$0.21 $0.20 $0.31 $0.27 
Adjusted basic EPS$0.27 $0.24 $0.40 $0.34 
Adjusted diluted EPS$0.26 $0.24 $0.40 $0.34 
(a)Tax adjustments for the three and six months ended June 27, 2026 reflected a normalized tax rate of 23.0% and 23.1%, respectively, compared to the Company’s effective tax rate of 23.0% and 22.8%, respectively. The Company’s effective tax rate for the three and six months ended June 27, 2026 approximated the normalized tax rate as the net impact of discrete tax items was not significant. Tax adjustments for the three and six months ended June 28, 2025 reflect a normalized tax rate of 24.6% and 24.6% compared to the Company's effective tax rate of 24.6% and 24.3%, respectively. The Company’s effective tax rate for the three and six months ended June 28, 2025 primarily included the tax benefits resulting from stock-based compensation.
(b)
Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of the IPO.
(c)
Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.
(d)Adjustments in the three months ended June 27, 2026 were primarily driven by $0.8 million of costs related to a restructuring action in E&RW.

Adjustments in the three months ended June 28, 2025 were primarily driven by $1.5 million of transaction and integration costs associated with the acquisition of ChlorKing and $0.2 million of termination benefits related to a reduction-in-force within E&RW, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, NC from Berkeley Heights, NJ.
Adjustments in the six months ended June 27, 2026 were primarily driven by $0.8 million of costs related to a restructuring action in E&RW and $0.5 million of termination benefits associated with the restructuring of several teams.

Adjustments in the six months ended June 28, 2025 were primarily driven by $3.3 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.2 million of separation costs for the consolidation of operations in North America and $0.2 million of termination benefits related to a reduction-in-force within E&RW, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, NC from Berkeley Heights, NJ.
(e)Adjustments in the three and six months ended June 27, 2026 primarily included $0.2 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the three and six months ended June 28, 2025 primarily included $1.1 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.
(f)Represents non-recurring professional fees expensed as part of our credit facility refinance for the portion of debt that was accounted for as a modification.
(g)
The tax effect represented the immediately preceding adjustments at the normalized tax rates as discussed in footnote (a) above.





Reconciliation of Net Debt to Net Leverage (Non-GAAP)
Following is a reconciliation of Net Leverage, defined as total debt less cash and cash equivalents and short-term investments divided by the sum of the last twelve months adjusted EBITDA:
(Dollars in thousands)June 27, 2026December 31, 2025
Term Facility, due June 23, 2033$960,000$955,000
Other bank debt1,3174,826
Finance lease obligations3,9043,639
Total Debt$965,221$963,465
Cash and cash equivalents304,117329,648
Short-term investments179,26369,462
Net Debt$481,841$564,355
Adjusted EBITDA311,037299,279
Net Leverage1.51.9








































Segment Reconciliations
Following is a reconciliation from segment income and segment income margin to adjusted segment income and adjusted segment income margin for the NAM and E&RW segments:
(Dollars in thousands)Three Months EndedThree Months Ended
June 27, 2026June 28, 2025
NAME&RWNAME&RW
Segment income$90,214$6,640$83,374$7,589
Depreciation4,9944914,448439
Amortization1,8851,761
Other (a)
234(513)
Total adjustments6,8797255,696439
Adjusted segment income$97,093$7,365$89,070$8,028
Segment income margin32.5 %16.3 %32.7 %17.1 %
Adjusted segment income margin35.0 %18.1 %34.9 %18.1 %
(a)
Adjustments in the three months ended June 27, 2026 for E&RW primarily included $0.2 million for non-recurring transition costs related to the restructuring in E&RW.
Adjustments in the three months ended June 28, 2025 for NAM primarily included $0.5 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

(Dollars in thousands)Six Months EndedSix Months Ended
June 27, 2026June 28, 2025
NAME&RWNAME&RW
Segment income$140,720$14,923$126,828$14,127
Depreciation10,0079999,948853
Amortization3,7013,461
Other (a)
234(510)
Total adjustments13,7081,23312,899853
Adjusted segment income
$154,428$16,156$139,727$14,980
Segment income margin28.9 %17.3 %28.7 %16.4 %
Adjusted segment income margin
31.7 %18.8 %31.6 %17.4 %
(a)
Adjustments in the six months ended June 27, 2026 for E&RW primarily included $0.2 million of non-recurring transition costs related to the restructuring in E&RW.

Adjustments in the six months ended June 28, 2025 for NAM primarily included $0.5 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.



CONTACTS
Investor Relations:
Kevin Maczka
investor.relations@hayward.com
Media Relations:
Misty Zelent
mzelent@hayward.com
Source: Hayward Holdings, Inc.




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