Helios Technologies (NYSE: HLIO) posts strong Q1 2026 sales and profit jump
Helios Technologies delivered a strong first quarter of 2026, with higher sales and sharply improved profitability. Net sales rose to $228.4M, up 16.8% from a year earlier, driven by stronger demand in recreational, mobile, agriculture, health and wellness, and industrial markets. Excluding a prior-year divestiture, APAC sales also grew.
Gross profit increased to $74.9M, up 25.0%, and gross margin improved to 32.8% from 30.6%, helped by better fixed-cost leverage, favorable segment mix, and lower direct labor as a percentage of sales, partly offset by higher energy, maintenance, and tariff impacts. Operating income rose to $29.9M, or 13.1% of sales, compared with 8.7% a year ago.
Net income more than doubled to $19.7M, with diluted earnings per share increasing to $0.59 from $0.22, supported by margin expansion and lower interest expense as average net debt declined. Cash from operating activities improved to $23.9M, while the company ended the quarter with $64.2M in cash and $395.4M of available revolver capacity.
Positive
- Strong revenue and earnings growth: Q1 2026 net sales rose 16.8% to $228.4M, while net income increased 169.9% to $19.7M and diluted EPS rose to $0.59 from $0.22, driven by higher volume, better mix, and lower interest expense.
Negative
- None.
Insights
Q1 2026 shows broad-based growth, margin expansion, and deleveraging.
Helios Technologies posted net sales of $228.4M, up 16.8% year over year, with both Hydraulics and Electronics contributing. Hydraulics grew 10.1% to $139.2M, while Electronics jumped 29.1% to $89.2M, reflecting stronger demand across multiple end markets.
Profitability improved meaningfully. Gross margin expanded from 30.6% to 32.8%, and operating margin rose from 8.7% to 13.1%. Segment operating income increased to $23.4M for Hydraulics and $14.2M for Electronics, despite higher wages, benefits, and R&D spending.
Balance sheet metrics also strengthened. Net interest expense fell to $5.1M as average net debt dropped to $289.2M. Operating cash flow improved to $23.9M despite working-capital investments, and the company retained ample liquidity with $64.2M in cash and $395.4M of revolver availability. Future performance will still depend on macro conditions, tariffs, and execution of restructuring and footprint optimization through 2026.
Key Figures
Key Terms
net investment hedge financial
Third Amended and Restated Credit Agreement financial
Share Repurchase Program financial
segment reporting financial
Term SOFR financial
One Big Beautiful Bill Act financial
Earnings Snapshot
credg
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
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For the quarterly period ended
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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).
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.
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
The registrant had
Helios Technologies, Inc.
INDEX
For the quarter ended
April 4, 2026
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PART I. FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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Consolidated Balance Sheets as of April 4, 2026 (unaudited) and January 3, 2026 |
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Consolidated Statements of Operations (unaudited) for the Three Months Ended April 4, 2026 and March 29, 2025 |
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Consolidated Statements of Comprehensive Income (unaudited) for the Three Months Ended April 4, 2026 and March 29, 2025 |
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Consolidated Statements of Shareholders’ Equity (unaudited) for the Three Months Ended April 4, 2026 and March 29, 2025 |
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Consolidated Statements of Cash Flows (unaudited) for the Three Months Ended April 4, 2026 and March 29, 2025 |
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Condensed Notes to the Consolidated, Unaudited Financial Statements |
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Controls and Procedures |
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PART II. OTHER INFORMATION |
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Item 1. |
Legal Proceedings |
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Item 1A. |
Risk Factors |
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Unregistered Sales of Equity Securities and Use of Proceeds |
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Mine Safety Disclosures |
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Item 6. |
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PART I: FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS.
Helios Technologies, Inc.
Consolidated Balance Sheets
(in millions, except per share data)
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April 4, |
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January 3, |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, net of allowance for credit losses of $ |
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Inventories, net |
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Income taxes receivable |
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Other current assets |
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Total current assets |
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Property, plant and equipment, net |
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Deferred income taxes |
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Goodwill |
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Other intangible assets, net |
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Other assets |
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Total assets |
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$ |
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$ |
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Liabilities and shareholders' equity |
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Current liabilities: |
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Accounts payable |
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$ |
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Accrued compensation and benefits |
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Other accrued expenses and current liabilities |
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Current portion of long-term non-revolving debt, net |
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Dividends payable |
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Income taxes payable |
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Total current liabilities |
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Revolving lines of credit |
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Long-term non-revolving debt, net |
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Deferred income taxes |
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Other noncurrent liabilities |
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Total liabilities |
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Commitments and contingencies |
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Shareholders' equity: |
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Preferred stock, par value $ |
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Common stock, par value $ |
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Capital in excess of par value |
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Retained Earnings |
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Accumulated other comprehensive loss |
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Treasury stock, at cost, |
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Total shareholders' equity |
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Total liabilities and shareholders' equity |
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$ |
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$ |
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The accompanying Condensed Notes to the Consolidated, Unaudited Financial Statements are an integral part of these financial statements.
3
Helios Technologies, Inc.
Consolidated Statements of Operations (unaudited)
(in millions, except per share data)
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Three Months Ended |
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April 4, 2026 |
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March 29, 2025 |
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Net sales |
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$ |
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$ |
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Cost of sales |
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Gross profit |
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Selling, engineering and administrative expenses |
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Amortization of intangible assets |
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Operating income |
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Interest expense, net |
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Foreign currency transaction (gain) loss, net |
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Other non-operating income, net |
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Income before income taxes |
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Income tax provision |
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Net income |
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$ |
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$ |
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Net income per share: |
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Basic |
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$ |
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$ |
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Diluted |
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$ |
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$ |
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Weighted average shares outstanding: |
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Basic |
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Diluted |
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Dividends declared per share |
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$ |
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$ |
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The accompanying Condensed Notes to the Consolidated, Unaudited Financial Statements are an integral part of these financial statements.
4
Helios Technologies, Inc.
Consolidated Statements of Comprehensive Income (unaudited)
(in millions)
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Three Months Ended |
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April 4, 2026 |
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March 29, 2025 |
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Net income |
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$ |
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$ |
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Other comprehensive income |
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Foreign currency translation adjustments, net of tax |
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Total other comprehensive income |
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Comprehensive income |
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$ |
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$ |
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The accompanying Condensed Notes to the Consolidated, Unaudited Financial Statements are an integral part of these financial statements.
5
Helios Technologies, Inc.
Consolidated Statements of Shareholders’ Equity (unaudited)
Three Months Ended
(in millions)
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Accumulated |
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Capital in |
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other |
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Preferred |
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Preferred |
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Common |
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Common |
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excess of |
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Retained |
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comprehensive |
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Treasury |
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Treasury |
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shares |
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stock |
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shares |
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stock |
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par value |
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earnings |
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loss |
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Shares |
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Stocks |
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Total |
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Balance at January 3, 2026 |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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Shares issued, restricted stock |
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— |
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— |
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$ |
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Shares issued, ESPP |
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$ |
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Stock-based compensation |
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$ |
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Cancellation of shares for payment of |
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$ |
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Shares repurchased |
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$ |
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Dividends declared |
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$ |
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Net income |
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$ |
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Other comprehensive loss |
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$ |
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Balance at April 4, 2026 |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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Balance at December 28, 2024 |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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Shares issued, restricted stock |
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$ |
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Shares issued, ESPP |
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$ |
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Stock-based compensation |
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Cancellation of shares for payment of |
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$ |
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Shares repurchased |
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$ |
— |
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Dividends declared |
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$ |
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Net income |
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$ |
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Other comprehensive income |
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$ |
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Balance at March 29, 2025 |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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The accompanying Condensed Notes to the Consolidated, Unaudited Financial Statements are an integral part of these financial statements.
6
Helios Technologies, Inc.
Consolidated Statements of Cash Flows (unaudited)
Three Months Ended
(in millions)
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Three Months Ended |
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April 4, 2026 |
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March 29, 2025 |
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Cash flows from operating activities: |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
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(Gain) on sale of business, net of CTA Loss |
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Stock-based compensation expense |
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Amortization of debt issuance costs |
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Benefit for deferred income taxes |
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Other, net |
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(Increase) decrease in: |
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Accounts receivable |
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Inventories |
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Income taxes receivable |
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Other current assets |
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Other assets |
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Increase (decrease) in: |
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Accounts payable |
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Accrued expenses and other liabilities |
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) |
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|
( |
) |
Income taxes payable |
|
|
( |
) |
|
|
|
|
Other noncurrent liabilities |
|
|
|
|
|
( |
) |
|
Net cash provided by operating activities |
|
|
|
|
|
|
||
Cash flows from investing activities: |
|
|
|
|
|
|
||
Divestiture of Business, net of cash used |
|
|
|
|
|
|
||
Capital expenditures |
|
|
( |
) |
|
|
( |
) |
Software development costs |
|
|
( |
) |
|
|
( |
) |
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
||
Borrowings on revolving credit facilities |
|
|
|
|
|
|
||
Repayment of borrowings on revolving credit facilities |
|
|
( |
) |
|
|
( |
) |
Repayment of borrowings on long-term non-revolving debt |
|
|
( |
) |
|
|
( |
) |
Proceeds from stock issued |
|
|
|
|
|
|
||
Purchase of Treasury stock |
|
|
( |
) |
|
|
|
|
Dividends to shareholders |
|
|
( |
) |
|
|
( |
) |
Payment of employee tax withholding on equity award vestings |
|
|
( |
) |
|
|
( |
) |
Other financing activities |
|
|
( |
) |
|
|
( |
) |
Net cash used in financing activities |
|
|
( |
) |
|
|
( |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
( |
) |
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
|
|
( |
) |
|
|
|
|
Cash and cash equivalents, beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents, end of period |
|
$ |
|
|
$ |
|
||
The accompanying Condensed Notes to the Consolidated, Unaudited Financial Statements are an integral part of these financial statements.
7
HELIOS TECHNOLOGIES, INC.
CONDENSED NOTES TO THE CONSOLIDATED, UNAUDITED FINANCIAL STATEMENTS
(Currencies in millions, except per share data)
1. COMPANY BACKGROUND
Helios Technologies, Inc. together with its wholly-owned subsidiaries, is a global leader in highly engineered motion control and electronic controls technology, providing premium products that ensure safety, reliability, and seamless connectivity to diverse end markets including agriculture, construction, data centers, energy, health and wellness, industrial, marine, material handling, and recreational vehicles. Helios sells its products to customers in over
The Company operates under
manufactures customized electronic controls systems, displays, wire harnesses, and software solutions . The broad range of products can be aggregated to provide complete, fully-tailored display and control solutions for engines, engine-driven equipment, specialty vehicles, therapy baths and traditional and swim spas.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Our summary of significant accounting policies is included in Note 2 of our Annual Report on Form 10-K for the fiscal year ended January 3, 2026 (“Form 10-K”), filed by Helios with the Securities and Exchange Commission on March 3, 2026. There have been no significant changes to our significant accounting policies since January 3, 2026.
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for reporting on Form 10-Q. Accordingly, certain information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements are not included herein. The financial statements are prepared on a consistent basis, including normal recurring adjustments, and should be read in conjunction with the consolidated financial statements and related notes contained in the Form 10-K. In management’s opinion, all adjustments necessary for a fair statement of the Company’s financial position are reflected in the interim periods presented. Operating results for the three months ended April 4, 2026, are not necessarily indicative of the results that may be expected for the fiscal year ended January 2, 2027.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
8
Certain conditions may result in a loss, which will only be resolved by future events. We, along with our legal counsel, evaluate such contingent liabilities, which inherently involves judgment. If it is probable that a loss has been incurred and can be reasonably estimated, we accrue for such contingent losses. If a potentially material loss contingency is not probable but reasonably possible, or is probable but cannot be estimated, we disclose the nature of the contingent liability and an estimate of the range of possible loss if determinable and material.
The Company records a contingent gain when the following conditions are met: (a) the amount to be received is known, (b) there is no potential for appeal or reversal, and (c) collectability is reasonably assured.
Capitalized Software Development Costs
The Company sells certain products that contain embedded software that is integral to the functionality of the products. Internal and external costs incurred for developing this software are charged to expense until technological feasibility has been established, at which point the development costs are capitalized. Capitalized software development costs primarily include payroll, benefits and other headcount related expenses. Once the products are available for general release to customers, no additional costs are capitalized. Capitalized software development costs, net of accumulated amortization, were $
Earnings Per Share
The following table presents the computation of basic and diluted earnings per common share (in millions, except per share data):
|
|
Three Months Ended |
|
|||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
||
Net income |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Weighted average shares outstanding - Basic |
|
|
|
|
|
|
||
Net effect of dilutive securities - Stock based compensation |
|
|
|
|
|
|
||
Weighted average shares outstanding - Diluted |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Net income per share: |
|
|
|
|
|
|
||
Basic |
|
$ |
|
|
$ |
|
||
Diluted |
|
$ |
|
|
$ |
|
||
Basic and diluted earnings per share is calculated by dividing net earnings by the coinciding weighted average number of shares outstanding. Our calculation of diluted earnings per share includes the impact of the assumed vesting of outstanding restricted stock units and dilutive stock options, based on the treasury stock method. At April 4, 2026 there were
9
Recently Adopted Accounting Standard
Beginning in 2024 annual reporting, we adopted Accounting Standards Update ("ASU") No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07) that was issued by the Financial Accounting Standards Board ("FASB"). This new standard requires an enhanced disclosure of significant segment expenses on an annual and interim basis. Upon adoption, the guidance was applied retrospectively to all prior periods presented in the financial statements, which resulted in the disclosure of selling, engineering and administrative expenses, research and development costs, indirect expenses, and amortization of intangible assets for each reportable segment. For additional information, see Note 13 — Segment Reporting.
Beginning in 2025 annual reporting, we adopted Accounting Standards Update 2023-09 Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. The amendments in this update focus on improving the transparency, effectiveness and comparability of income tax disclosures primarily related to the pretax income (or loss), income tax expense (or benefit), rate reconciliation and income taxes paid for public business entities. The amendments in this update are effective for annual periods beginning after December 15, 2024.
Recently Issued Accounting Standards
In November 2024, the FASB issued Accounting Standard Update (ASU) No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). This ASU requires enhanced disclosures about types of expenses, including purchases of inventory, employee compensation, depreciation, and amortization, in commonly presented expense captions. The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. Entities may apply the amendments prospectively or retrospectively to any or all prior periods presented in the financial statements. The Company does not expect a material impact on the Consolidated Financial Statements but will require additional disclosures. The Company does not plan to early adopt the standard.
In July 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-05 Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses for Accounts Receivable and Contract Assets. The amendments in this update provide entities with a practical expedient to assume that conditions as of the balance sheet date do not change for the remaining life of accounts receivable and contract assets accounted for under Topic 606 when developing forecasts as part of estimating expected credit losses. They also provide entities choosing to elect the practical expedient with an option to make an accounting policy election to consider collection activity after the balance sheet date when estimated expected credit losses. The amendments are effective for fiscal years beginning after December 15, 2025, and interim periods within those annual reporting periods, with early adoption permitted. Entities should apply the amendments prospectively. The adoption of this standard did not have a material impact on our accounting policies or Consolidated Financial Statements.
In September 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-06 Intangibles - Goodwill and Other - Internal User Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this update remove references to project stages when determining if development costs should be capitalized in order to better align the accounting with how software is developed. The amendments are effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. Entities may apply the amendments prospectively, retrospectively to any or all prior periods presented in the financial statements, or using a modified approach based on the status of the software development project and whether software costs were capitalized before the date of adoption. The Company does not expect the changes to have a material impact on the Consolidated Financial Statements and are assessing when to adopt the standard.
10
In November 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-09 - Derivative and Hedging (Topic 815) to clarify and improve hedge accounting guidance. The update is intended to better align hedge accounting with entities’ risk management activities, reduce complexity, and enable more economic hedging strategies to qualify for hedge accounting. The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. Entities may apply the amendments prospectively, retrospectively to any or all prior periods presented in the financial statements. The Company does not expect the changes to have a material impact on the consolidated financial statements and does not plan to early adopt the standard.
In December 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-11 - Interim Reporting (Topic 270) with the goal of clarifying and reorganizing existing interim reporting guidance so it is easier for preparers to apply and understand. The update does not change the fundamental nature of interim reporting under U.S. GAAP or expand or reduce current interim disclosure requirements. The amendments are effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. Entities may apply the amendments prospectively, retrospectively to any or all prior periods presented in the financial statements. The Company does not expect the changes to have a material impact on the consolidated financial statements and does not plan to early adopt the standard.
In December 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-12 - Codification Improvements designed to clarify, correct and improve U.S. GAAP guidance on a variety of topics. It is part of FASB's ongoing Codification improvements project, which addresses technical corrections, resolves unintended application issues, and enhances usability of the Codification without making major changes to fundamental accounting principles. The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within those annual reporting periods, with early adoption permitted on an issue-by-issue basis, provided the financial statements for the period have not yet been issued.
3. CFP Divestiture
On September 27, 2025 the Company completed the sale of the outstanding equity interest in Guwing Holdings Pty. Ltd. ("Guwing"), and Guwing's
The preliminary sales price for the divestiture was $
The Company recorded a receivable of $
The subsidiary was included in continuing operations for the three months ended March 29, 2025, because the sale did not meet the criteria to be reported as discontinued operations under ASC 205-20. The net income of the disposal group
11
through the completion date was included in the Company's Consolidated Statements of Operations. For the three months ended March 29, 2025, pre-tax profit of the disposal group was $
Certain disclosures have not been presented as the effect of the acquisition and divestiture were not material to the Company's financial results.
4. FAIR VALUE OF FINANCIAL INSTRUMENTS
The following tables provide information regarding the Company’s assets and liabilities measured at fair value on a recurring basis at April 4, 2026, and January 3, 2026. See Note 8 of the Condensed Notes to the Consolidated, Unaudited Financial Statements included in this Quarterly Report on Form 10-Q for additional information.
|
|
April 4, 2026 |
|
|||||||||||||
|
|
|
|
|
Quoted Market |
|
|
Significant Other |
|
|
Significant |
|
||||
|
|
Total |
|
|
Prices (Level 1) |
|
|
Inputs (Level 2) |
|
|
Inputs (Level 3) |
|
||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contingent consideration |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
January 3, 2026 |
|
|||||||||||||
|
|
|
|
|
Quoted Market |
|
|
Significant Other |
|
|
Significant |
|
||||
|
|
Total |
|
|
Prices (Level 1) |
|
|
Inputs (Level 2) |
|
|
Inputs (Level 3) |
|
||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contingent consideration |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The table below summarizes the changes in the estimated fair value of the contingent consideration liability related to the Company's acquisition of Balboa Water Group as of April 4, 2026. The contractual contingent payment is payable in fiscal 2026.
Balance at January 3, 2026 |
|
$ |
|
|
Change in estimated fair value |
|
|
|
|
Payment on liability |
|
|
|
|
Accretion in value |
|
|
|
|
Balance at April 4, 2026 |
|
$ |
|
5. INVENTORIES, NET
At April 4, 2026, and January 3, 2026, inventory consisted of the following:
|
|
April 4, 2026 |
|
|
January 3, 2026 |
|
||
Raw materials |
|
$ |
|
|
$ |
|
||
Work in process |
|
|
|
|
|
|
||
Finished goods |
|
|
|
|
|
|
||
Provision for obsolete and slow-moving inventory |
|
|
( |
) |
|
|
( |
) |
Total |
|
$ |
|
|
$ |
|
||
12
6. OPERATING LEASES
The Company leases machinery, equipment, vehicles, buildings and office space, throughout its locations, which are classified as operating leases. Remaining terms on these leases range from less than
Supplemental balance sheet information related to operating leases is as follows:
|
|
April 4, 2026 |
|
|
January 3, 2026 |
|
||
Right-of-use assets |
|
$ |
|
|
$ |
|
||
Lease liabilities: |
|
|
|
|
|
|
||
Current lease liabilities |
|
$ |
|
|
$ |
|
||
Non-current lease liabilities |
|
|
|
|
|
|
||
Total lease liabilities |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Weighted average remaining lease term (in years): |
|
|
|
|
|
|
||
Weighted average discount rate: |
|
|
% |
|
|
|
||
Supplemental cash flow information related to leases is as follows:
|
|
Three Months Ended |
|
|||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
||
Cash paid for amounts included in the measurement of lease liabilities: |
|
|
|
|
|
|
||
Operating cash flows from operating leases |
|
$ |
|
|
$ |
|
||
Non-cash impact of new leases and lease modifications |
|
$ |
|
|
$ |
|
||
Maturities of lease liabilities are as follows:
2026 Remaining |
|
|
|
$ |
|
|
2027 |
|
|
|
|
|
|
2028 |
|
|
|
|
|
|
2029 |
|
|
|
|
|
|
2030 |
|
|
|
|
|
|
2031 |
|
|
|
|
|
|
Thereafter |
|
|
|
|
|
|
Total lease payments |
|
|
|
|
|
|
Less: Imputed interest |
|
|
|
|
( |
) |
Total lease obligations |
|
|
|
|
|
|
Less: Current lease liabilities |
|
|
|
|
( |
) |
Non-current lease liabilities |
|
|
|
$ |
|
7. GOODWILL AND INTANGIBLE ASSETS
Goodwill
A summary of changes in goodwill by segment for the three months ended April 4, 2026, is as follows:
|
|
Hydraulics |
|
|
Electronics |
|
|
Total |
|
|||
Balance at January 3, 2026 |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Currency translation |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
Balance at April 4, 2026 |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Accumulated Impairments |
|
|
|
|
|
|
|
|
|
|||
13
The Company tests goodwill for impairment at the reporting unit level, (i) as of the third quarter period end date, and (ii) between annual tests whenever events or circumstances indicate the carrying value of a reporting unit may exceed its fair value.
Acquired Intangible Assets
At April 4, 2026, and January 3, 2026, acquired intangible assets consisted of the following:
|
|
April 4, 2026 |
|
|
January 3, 2026 |
|
||||||||||||||||||
|
|
Gross Carrying |
|
|
Accumulated |
|
|
Net Carrying |
|
|
Gross Carrying |
|
|
Accumulated |
|
|
Net Carrying |
|
||||||
Definite-lived intangibles: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Trade names and brands |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Non-compete agreements |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Technology |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Supply agreement |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Customer relationships |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Workforce |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|||
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Amortization expense on acquired intangible assets for the three months ended April 4, 2026, and March 29, 2025, was $
Year: |
|
|
|
|
2026 Remaining |
|
$ |
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
2030 |
|
|
|
|
2031 |
|
|
|
|
Thereafter |
|
|
|
|
Total |
|
$ |
|
|
In January 2025, the Company began restructuring the Helios Center of Engineering Excellence (“HCEE”). Consistent with the Company's previously announced restructuring plan, during the end of the second quarter 2025, management ceased operations at the San Antonio office and reassigned resources to the operations at our other major facilities across the business, and eliminated certain positions. As a result of this change in the HCEE business operations, the workforce intangible asset associated with the HCEE restructuring was reviewed by management and it was determined that the remaining net book value of the asset should be amortized over a useful life ending in June 2025. This resulted in an increased $
14
8. DERIVATIVE INSTRUMENTS & HEDGING ACTIVITIES
The Company addresses certain financial exposures through a controlled program of risk management that includes the use of derivative financial instruments and hedging activities. The Company had previously entered into foreign currency forward contracts to reduce the effects of fluctuating foreign currency exchange rates. In addition, the Company had previously entered into interest rate derivatives to manage the effects of interest rate movements on the Company’s credit facilities. As of April 4, 2026 and March 25, 2025, the Company had no active foreign currency forward contracts. As of April 4, 2026 and January 3, 2026, the Company had no active interest rate swap agreements.
Interest expense presented in the Consolidated Statements of Operations, in which the effects of cash flow hedges are recorded, totaled $
Interest Rate Swap Contracts
The Company primarily utilizes variable-rate debt, which exposes the Company to variability in interest payments. The Company enters into various types of derivative instruments to manage fluctuations in cash flows resulting from interest rate risk attributable to changes in the benchmark interest rates.
The Company assesses interest rate cash flow risk by continually identifying and monitoring changes in interest rate exposures that may adversely impact expected future cash flows and by evaluating hedging opportunities.
The Company maintains risk management control systems to monitor interest rate cash flow risk attributable to both the Company’s outstanding and forecasted debt obligations as well as the Company’s offsetting hedge positions. The risk management control systems involve the use of analytical techniques to estimate the expected impact of changes in interest rates on the Company’s future cash flows.
At April 4, 2026 and March 29, 2025, the Company had
Foreign Currency Forward Contracts
The Company from time to time has entered into forward contracts to economically hedge translational and transactional exposure associated with various business units whose local currency differs from the Company’s reporting currency. The Company’s forward contracts are not designated as hedging instruments for accounting purposes.
At April 4, 2026, the Company had
Net Investment Hedge
The Company utilizes foreign currency denominated debt to hedge currency exposure in foreign operations. The Company has designated €
15
9. CREDIT FACILITIES
Total non-revolving debt consists of the following:
|
|
Maturity Date |
|
April 4, 2026 |
|
|
January 3, 2026 |
|
||
Long-term non-revolving debt: |
|
|
|
|
|
|
|
|
||
Term loans with PNC Bank |
|
|
$ |
|
|
$ |
|
|||
Total long-term non-revolving debt |
|
|
|
|
|
|
|
|
||
Less: current portion of long-term non-revolving debt |
|
|
|
|
|
|
|
|
||
Less: unamortized debt issuance costs |
|
|
|
|
|
|
|
|
||
Total long-term non-revolving debt, net |
|
|
|
$ |
|
|
$ |
|
||
Information on the Company’s revolving credit facilities is as follows:
|
|
|
|
Balance |
|
|
Available Credit |
|
||||||||||
|
|
Maturity Date |
|
April 4, 2026 |
|
|
January 3, 2026 |
|
|
April 4, 2026 |
|
|
January 3, 2026 |
|
||||
Revolving line of credit with PNC Bank |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Future maturities of total debt are as follows:
Year: |
|
|
|
|
2026 Remaining |
|
$ |
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
Total |
|
$ |
|
|
Term Loans and Line of Credit with PNC Bank
On June 25, 2024, the Company amended and restated its credit agreement (the “Third Amended and Restated Credit Agreement”) with PNC Bank, National Association, as administrative agent, and the lenders party thereto. The amendment extended the debt maturity for
The Third Amended and Restated Credit Agreement states that borrowings under the Revolving Credit Facility that are U.S. dollar denominated and the Term Loan Facility can accrue interest at a variable rate equal to (i) the term secured overnight financing rate (“Term SOFR”) or (ii) the greater of (a) the overnight bank funding rate, plus
The obligations under the Third Amended and Restated Credit Agreement are guaranteed by each of the Company’s domestic subsidiaries. The obligations under the Third Amended and Restated Credit Agreement are secured by substantially all of the assets of the Company and the guarantors.
16
Scheduled principal payments under the Term Loan Facility are payable in quarterly installments beginning on September 28, 2024 and continuing on the last day of each following fiscal quarter, beginning at $
The revolving line of credit allows for borrowings up to an aggregate maximum principal amount of $
The Third Amended and Restated Credit Agreement requires the Company to comply with a number of restrictive covenants, including but not limited to limitations on the Company’s ability to incur indebtedness; create or maintain liens on its property or assets; make investments, loans and advances; repurchase shares of its common stock; engage in acquisitions, mergers, joint ventures, consolidation and asset sales; and pay dividends and distributions. The Third Amended and Restated Credit Agreement requires the Company to maintain a consolidated total net leverage ratio not to exceed
As of April 4, 2026, the Company was in compliance with all debt covenants related to the Third Amended and Restated Credit Agreement.
Term Loans and Line of Credit with Citibank
The Company had a term loan facility agreement (the “Sydney Branch Term Loan Facility”) with Citibank, N.A., Sydney Branch, as lender. Under the Sydney Branch Term Loan Facility, the Company borrowed on a secured basis AUD
In June 2023, the Sydney Branch Term Loan Facility was amended. The Company borrowed on a secured basis AUD
Concurrent with the amendment to the Sydney Branch Term Loan Facility, the Company entered into a revolving line of credit agreement with Citibank, N.A., Sydney Branch, as lender (the “Sydney Branch RC Facility”). The Sydney Branch RC Facility allowed for borrowings up to an aggregate maximum principal amount of AUD
Both the Sydney Branch Term Loan Facility and Sydney Branch RC Facility were held by CFP, which was divested on September 27, 2025. On October 1, 2025, the Sydney Branch Term Loan Facility and Sydney Branch RC Facility were paid in full.
Through the Divestiture on September 27, 2025, the Company was in compliance with all debt covenants related to the Sydney Branch Term Loan Facility and Sydney Branch RC Facility.
The consolidated effective interest rate on the Company's credit agreements at April 4, 2026, was
17
10. INCOME TAXES
The provision for income taxes for the three months ended April 4, 2026 and March 29, 2025, was
At April 4, 2026, the Company had unrecognized tax benefits of $
The Company is subject to taxation in the United States and various state and foreign jurisdictions and is currently under examination for various tax years. Management believes adequate reserves have been recorded for potential adjustments arising from these examinations, and the resolution of these matters is not expected to materially affect the Company’s consolidated financial statements.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions becoming effective in 2025 and others scheduled to be implemented through 2027. While we expect certain provisions of the OBBBA to change the timing of cash payments in the current fiscal year and future periods, we do not expect the legislation to have a material impact on our Consolidated Financial Statements.
11. STOCK-BASED COMPENSATION AND EQUITY
Equity Incentive Plan
The Company’s 2023 Equity Incentive Plan (“2023 Plan”) provides for the grant of up to an aggregate of
Restricted Stock Units
The Company grants restricted stock units (“RSUs”) to employees in connection with a long-term incentive plan and from time to time for special recognition. Awards with time-based vesting requirements primarily vest ratably over a
The Helios Technologies, Inc. Non-Employee Director Compensation Policy compensates Non-Employee Directors for their board service with cash awards and equity-based compensation through grants of RSUs, issued pursuant to the 2023 Plan, which vest over a one-year period. Directors were granted
18
The following table summarizes RSU activity for the three months ended April 4, 2026:
|
|
|
|
|
Weighted |
|
||
|
|
Number |
|
|
Grant-Date |
|
||
|
|
(in thousands) |
|
|
per Share |
|
||
Nonvested balance at January 3, 2026 |
|
|
|
|
$ |
|
||
Granted |
|
|
|
|
|
|
||
Vested |
|
|
( |
) |
|
|
|
|
Nonvested balance at April 4, 2026 |
|
|
|
|
$ |
|
||
Included in the nonvested balance at April 4, 2026, are
The Company had $
Stock Options
In 2022, the Company granted stock options with market-based vesting conditions to its officers. As of April 4, 2026, there were
The Company has also granted stock options with only time-based vesting conditions to its officers. As of April 4, 2026, there were
In February 2025, the Company granted stock options with performance vesting conditions to its officers and employees. Performance-based vesting requirements cliff vest after a
In March 2026, the Company granted stock options with performance-based vesting conditions to its officers and employees. Option awards with performance-based vesting requirements cliff vest after a
At April 4, 2026, the Company had $
19
|
|
Number of |
|
|
Weighted |
|
||
Outstanding at January 3, 2026 |
|
|
|
|
$ |
|
||
Granted |
|
|
|
|
|
|
||
Outstanding at April 4, 2026 |
|
|
|
|
|
|
||
Exercisable at April 4, 2026 (A) |
|
|
|
|
|
|
||
(A)
Share Repurchase Plan
On February 20, 2025, the Board approved a multi-year share repurchase program (the "Share Repurchase Program"), authorizing the Company to repurchase up to $
Employee Stock Purchase Plans
The Company maintains an Employee Stock Purchase Plan (“ESPP”) in which U.S. employees are eligible to participate. Employees who choose to participate are granted an opportunity to purchase common stock at
Employees purchased
20
12. ACCUMULATED OTHER COMPREHENSIVE LOSS
The following tables present changes in accumulated other comprehensive loss by component:
|
|
Unrealized |
|
|
Foreign |
|
|
Total |
|
|||
Balance at January 3, 2026 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive loss before reclassifications |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Tax effect |
|
|
|
|
|
|
|
|
|
|||
Net current period other comprehensive loss |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Balance at April 4, 2026 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
Unrealized |
|
|
Foreign |
|
|
Total |
|
|||
Balance at December 28, 2024 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive loss before reclassifications |
|
|
|
|
|
|
|
|
|
|||
Tax effect |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Net current period other comprehensive loss |
|
|
|
|
|
|
|
|
|
|||
Balance at March 29, 2025 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
13. SEGMENT REPORTING
The Company has
The Hydraulics segment designs and manufactures hydraulic components and systems used to transmit power and control force, speed and motion. There are two categories based on Hydraulic system architecture: MCT and FCT. MCT includes components used to control the flow and pressure of fluids in a system including valves, pumps, actuators, sensors, and filters. FCT includes components used to convey fluids and fluid power through a system and are designed to grant maximum flexibility of design and reliability. MCT includes manifold and cartridge valve technology and FCT includes quick release coupling solutions. MCT products provide functions important to a hydraulic system: to control rates and direction of fluid flow and to regulate and control pressures. FCT products allow users to connect and disconnect quickly from any hydraulic circuit without leakage and ensures high-performance under high temperature and pressure using one or multiple couplers. Engineered solutions that incorporate MCT and FCT technologies are also provided to machine users, manufacturers or designers to fulfill complete system design requirements including electro-hydraulic, remote control, electronic control and programmable logic controller systems.
21
The Electronics segment provides complete, fully-tailored display and control solutions for engines, engine-driven equipment, specialty vehicles, therapy baths and traditional and swim spas. This broad range of products is complemented by extensive application expertise and unparalleled depth of software, embedded programming, hardware and sustaining engineering teams. Product categories include traditional mechanical and electronic gauge instrumentation, plug and go CAN-based instruments, robust environmentally sealed controllers, pumps and jets, hydraulic controllers, engineered panels, process monitoring instrumentation, proprietary hardware and software, printed circuit board assemblies and wiring harnesses. Support services include design and manufacturing and after-market support through global distribution.
The Company evaluates performance and allocates resources based primarily on segment operating income. Certain costs were not allocated to the business segments as they are not used in evaluating the results of, or in allocating resources to the Company’s segments. These costs are presented in the Corporate and other line item. For the three months ended April 4, 2026, the unallocated costs totaled $
Net sales and operating profit of our business segments exclude intersegment sales and the related cost of sales and profit as these activities are eliminated in consolidation and thus are not included in management’s evaluation of performance of each segment.
The following tables set forth our segment information of revenue, significant segment expenses, and operating income from operations for the periods ended April 4, 2026 and March 29, 2025:
|
|
Three Months Ended April 4, 2026 |
|
|||||||||||||
|
|
Hydraulics |
|
|
Electronics |
|
|
Unallocated |
|
|
Total |
|
||||
Net sales from external customers |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Reportable segment total cost of sales |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Reportable segment gross profit |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Selling, engineering and administrative expenses (a) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Research and development (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Indirect expenses (c) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of intangible assets (d) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
(a)
(b)
(c)
(d)
|
|
Three Months Ended March 29, 2025 |
|
|||||||||||||
|
|
Hydraulics |
|
|
Electronics |
|
|
Unallocated |
|
|
Total |
|
||||
Net sales from external customers |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Reportable segment total cost of sales |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Reportable segment gross profit |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Selling, engineering and administrative expenses (a) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Research and development (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Indirect expenses (c) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of intangible assets (d) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
22
(a)
(b)
(c)
(d)
|
|
Three Months Ended |
|
|||||
|
|
April 4, |
|
|
March 29, |
|
||
Capital expenditures |
|
|
|
|
|
|
||
Hydraulics |
|
$ |
|
|
$ |
|
||
Electronics |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
Depreciation and amortization |
|
|
|
|
|
|
||
Hydraulics |
|
$ |
|
|
$ |
|
||
Electronics |
|
|
|
|
|
|
||
Corporate and Other |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
|
|
April 4, |
|
|
January 3, |
|
||
Goodwill |
|
|
|
|
|
|
||
Hydraulics |
|
$ |
|
|
$ |
|
||
Electronics |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
Total assets |
|
|
|
|
|
|
||
Hydraulics |
|
$ |
|
|
$ |
|
||
Electronics |
|
|
|
|
|
|
||
Corporate and Other |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
Geographic Region Information
Net sales are measured based on the geographic destination of sales. For the three months ended April 4, 2026, sales to the U.S. represented approximately
|
|
Three Months Ended |
|
|||||
|
|
April 4, |
|
|
March 29, |
|
||
Net sales |
|
|
|
|
|
|
||
Americas |
|
$ |
|
|
$ |
|
||
EMEA |
|
|
|
|
|
|
||
APAC |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
23
|
|
April 4, |
|
|
January 3, |
|
||
Tangible long-lived assets |
|
|
|
|
|
|
||
Americas |
|
$ |
|
|
$ |
|
||
EMEA |
|
|
|
|
|
|
||
APAC |
|
|
|
|
|
|
||
Total |
|
$ |
|
|
$ |
|
||
14. RELATED PARTY TRANSACTIONS
The Company has in the past purchased from, and sold inventory to, entities partially owned or managed by directors of Helios ("related party entities"). There were
15. COMMITMENTS AND CONTINGENCIES
Legal Proceedings
The Company is not a party to any legal proceedings other than routine litigation incidental to its business. In the opinion of management, the amount of ultimate liability with respect to these actions will not materially affect the results of operations, financial position or cash flows of the Company.
16. SUBSEQUENT EVENTS
To be updated no subsequent events in the quarter.
24
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
This report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. The words "expects," "anticipates," "believes," "intends," "plans," "will" and similar expressions identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. We undertake no obligation to publicly disclose any revisions to these forward-looking statements to reflect events or circumstances occurring subsequent to filing this Form 10-Q with the Securities and Exchange Commission. These forward-looking statements are subject to risks and uncertainties, including, without limitation, those discussed in this report and those identified in Part I, Item 1A, "Risk Factors" included in our Form 10-K. In addition, new risks emerge from time to time, and it is not possible for management to predict all such risk factors or to assess the impact of such risk factors on our business. Accordingly, our future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements.
OVERVIEW
We are a global leader in highly engineered motion control and electronic controls technology for diverse end markets, including agriculture, construction, data centers, energy, health and wellness, industrial, marine, material handling, and recreational vehicles.
We operate under two business segments: Hydraulics and Electronics. The Hydraulics segment designs and manufactures hydraulic motion control and fluid conveyance technology products, including cartridge valves, manifolds, and quick release couplings, as well as engineers hydraulic solutions and in some cases complete systems. The Electronics segment designs and manufactures customized electronic controls systems, displays, wire harnesses, and software solutions.
With our global operating network, we have the advantages of leveraging sales, marketing, innovation, customer relationships and operational capabilities across all our businesses. We continue to drive best practices and are committed to leveraging resources to best serve our customers and explore new opportunities.
Restructuring Activities
In January 2025, the Company began restructuring the Helios Center of Engineering Excellence (“HCEE”). Consistent with the Company's previously announced restructuring plan, during the end of the second quarter 2025, management ceased operations at the San Antonio office and reassigned resources to the operations at our other major facilities across the business, and eliminated certain positions. As a result of this planned change in the HCEE business operations, the workforce intangible asset associated with the HCEE acquisition was reviewed by management and it was determined that the remaining net book value of the asset should be accelerated and amortized over a useful life ending June 2025.
We initiated some optimization activities at the beginning of 2026 that will result in the movement of production activities between locations in order to drive operational efficiencies and reduce costs. We are consolidating the North American operations of the Hydraulics Faster entity in Toledo, Ohio, and will subsequently close the Faster operation in Quebec, Canada, that was obtained as part of the acquisition of the assets of Taimi R&D, Inc. in July 2022. The activities began in the first quarter of 2026 and are expected to be completed by the third quarter of 2026. In addition, we are moving additional production activities within our Electronics segment to our low cost manufacturing center of excellence in Tijuana, Mexico. These activities were paused in 2025 as a result of the uncertain and changing tariff landscape and are now being re-initiated. Transition activities will take place throughout 2026.
Restructuring costs totaled $0.6 and $0.3, for the three months ended April 4, 2026 and March 29, 2025.
Global Economic and Geopolitical Conditions
We expect the challenging macroeconomic conditions to continue, characterized by economic uncertainty and market disruption driven by inflationary pressures, political uncertainty, potential changes to current global trade policies and modifications of existing trade agreements, the potential negotiation of new trade agreements and imposition of new
25
(and retaliatory) tariffs, and the ongoing geopolitical conflicts in Ukraine and the Middle East. We are continuously monitoring these economic and geopolitical conditions and remain focused on liquidity management, pricing discipline, cost savings initiatives and production efficiency as ways to mitigate the risks associated with the uncertainty.
Refer to Item 1A "Risk Factors" of our Form 10-K for additional discussion of risks related to global economic conditions.
Tariffs
The global trade environment remains highly dynamic, with significant changes to U.S. tariff policy enacted during 2025 and continuing into 2026. These measures include new tariffs, modifications to existing programs, and ongoing legal and regulatory developments. Such tariffs were implemented under several legal frameworks, including the International Emergency Economic Powers Act ("IEEPA").
In February 2026, the U.S. Supreme Court ruled that certain tariffs imposed under IEEPA were not authorized. The decision ruling did not address the timing or extent of potential refunds of previously paid tariffs under IEEPA, and uncertainty remains regarding the ultimate resolution of these matters. While certain tariffs have been invalidated, others remain in effect. We will pursue refunds for IEEPA tariffs paid but due to uncertainty around actual payout amounts and timing, we have not made any adjustments to the consolidated financial statements for potential refunds as of April 4, 2026.
We export products from our U.S. locations to more than 40 countries. Our total U.S. exports were approximately $45.1 or 19.7% of total sales in the three months ended April 4, 2026.
Due to the fluidity of the tariff environment and potential subsequent changes to effective dates, amounts of announced tariffs, and various exemptions for imports into the U.S. (especially in light of the recent decisions invalidating certain previously announced tariffs), we are unable to fully quantify the impact such tariffs will have on our results of operations when and if enacted. Our expectation, however, is to continue to leverage our regional production capabilities, source components from local suppliers, and take certain pricing actions, which we believe may mitigate the impact of higher tariff costs. We cannot provide any assurances that these or other actions that we take will be able to offset any or all tariff-related costs. Additionally, increased prices could impact demand for our products, including our ability to attract new customers or cause increases in existing customer attrition. If our attempts to mitigate tariff-related costs are not sufficient or executed in a timely manner, our business, results of operations, and our financial and/or operating costs may be adversely affected.
We will continue to monitor developments in trade policy and assess the potential impact on our cost structure, supply chain, and customer demand.
Industry Conditions
The capital goods industries in general, and the Hydraulics and Electronics segments specifically, are subject to economic cycles. We utilize industry trend reports from various sources, as well as feedback from customers and distributors, to evaluate economic trends. We also rely on global government statistics such as Gross Domestic Product and Purchasing Managers Index to understand macroeconomic conditions.
Hydraulics
According to the National Fluid Power Association (the fluid power industry’s trade association in the U.S.), the U.S. index of shipments of hydraulic products increased 2% during the first three months of 2026 compared to the first three months of the prior year while the U.S. index of orders of hydraulic products increased 22% during the same period. In Europe, the CEMA (European Agricultural Machinery Association) Business Barometer reported in March 2026 that the general business climate index for the European agricultural machinery industry has dropped back into negative territory for the first time since its upturn a year ago. The decline in the overall index is a downward adjustment in expectations for the coming six months, since the upturn has not materialized in many segments, particularly in harvesting and arable equipment. The report indicated the outlook appears to be slightly positive and the participants expect their company's
26
turnover to increase in the single-digit range. Western and Northern Europe, as well as Oceania are continued to be viewed with confidence while North America is ranking at the bottom of the confidence index.
Electronics
The Federal Reserve’s Industrial Production Index, which measures the real output of all relevant establishments located in the U.S., reports first quarter 2026 output of semiconductors and other electronics components decreased from the prior quarter. The Institute of Printed Circuits Association (“IPC”) reported that total North American printed circuit board (“PCB”) shipments were up 17.6% in February after being up 9.1% in January compared with the same months last year. PCB bookings in 2026 were down 4.3% in February compared to the prior year and decreased 10.8% for the same period last year. The book to bill ratio, calculated as the value of orders booked over the past three months divided by the value of sales in the same period, was above 1.1 for each month, indicating a stronger demand environment to start the year. The IPC also reported that North American electronics manufacturing services (“EMS”) shipments increased 7.6% in February compared to the prior year while being flat year over year in January. EMS bookings increased 1.7% in February year over year after decreasing 3.3% in January, highlighting the sector's choppiness in the quarter. On April 8, 2026, the Global Electronics Association released the "Annual Survey of the European EMA Industry 2026." The survey highlights that industrial electronics market shows early recovery signals while profitability stabilized or improved for many companies despite lower revenues. The sentiment for 2026 points to modest improvement, not a strong rebound.
Executive Officer and Board Transitions
On January 6, 2025, the Company announced that the Board of Directors of the Company promoted Sean Bagan to President and Chief Executive Officer of the Company, effective January 6, 2025. In connection with Mr. Bagan’s appointment, Chairman Philippe Lemaitre, serving as Executive Chairman, resumed his role as Non-Executive Chairman. The Board subsequently nominated Mr. Bagan for election to the Board at the 2025 Annual Meeting of Shareholders. Mr. Bagan also continued to serve as Chief Financial Officer while the Company conducted a search process to identify a permanent Chief Financial Officer to backfill his previous role.
On March 13, 2025, Mr. Lemaitre notified the Company of his decision to retire and not seek re-nomination at the 2025 Annual Meeting of Shareholders. He had served on Helios’ Board since 2007 and as Chair since 2013. On March 13, 2025, the Board elected Laura Dempsey Brown to serve as the new Non-Executive Chair of the Board, effective March 13, 2025.
On March 31, 2025, Lee Wichlacz, the President of Electronics, was separated from the Company, and Billy Aldridge was named as Senior Vice President, Managing Director, Electronics Segment. Mr. Aldridge had served as the Senior Vice President, Managing Director of Enovation Controls since May 3, 2021.
On June 5, 2025, the Board appointed Ian Walsh to serve as a member of the Board effective June 5, 2025. Mr. Walsh was also appointed to serve on the Board's Audit Committee and Governance Committee. He serves as a member of the class of directors whose term will expire at the 2026 Annual Meeting of Shareholders.
On August 28, 2025, the Board, announced that Michael Connaway had been appointed to the corporate officer position of Executive Vice President, Chief Financial Officer, effective as of October 13, 2025. In connection with Mr. Connaway's appointment, Sean Bagan, President, Chief Executive Officer, and Chief Financial Officer, no longer held the corporate officer position of Chief Financial Officer as of October 13, 2025.
On August 28, 2025, the Board also announced that Jeremy Evans had been appointed to the corporate officer position of Senior Vice President, Chief Accounting Officer and Corporate Controller, effective September 1, 2025.
On November 17, 2025, the Board, announced that Jeremy Evans had been named the Company’s Executive Vice President and Chief Financial Officer effective immediately. Mr. Evans succeeded Michael Connaway who was separated
27
from the Company, previously joining Helios on October 13, 2025. Mr. Connaway’s departure was not related to any disagreement with the Company on any matter relating to its accounting practices, financial statements, internal controls or operations.
On December 8, 2025, the Board, announced that Billy Aldridge had been appointed to the corporate officer position of President of Helios’ Electronics Segment effective January 4, 2026. Mr. Aldridge had been serving as the Senior Vice President, Managing Director, Electronics Segment since March 31, 2025.
2026 First Quarter Results and Comparison of the Three Months Ended April 4, 2026, and March 29, 2025
(In millions, except per share data)
The following is a discussion of our first quarter of 2026 results of operations and liquidity and capital resources. Comparisons are with the corresponding reporting period of 2025, unless otherwise noted.
The following table presents our consolidated results of operations:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Net sales |
|
$ |
228.4 |
|
|
$ |
195.5 |
|
|
$ |
32.9 |
|
|
|
16.8 |
% |
Gross profit |
|
$ |
74.9 |
|
|
$ |
59.9 |
|
|
$ |
15.0 |
|
|
|
25.0 |
% |
Gross profit % |
|
|
32.8 |
% |
|
|
30.6 |
% |
|
|
|
|
|
|
||
Operating income |
|
$ |
29.9 |
|
|
$ |
17.0 |
|
|
$ |
12.9 |
|
|
|
75.9 |
% |
Operating income % |
|
|
13.1 |
% |
|
|
8.7 |
% |
|
|
|
|
|
|
||
Net income |
|
$ |
19.7 |
|
|
$ |
7.3 |
|
|
$ |
12.4 |
|
|
|
169.9 |
% |
Diluted net income per share |
|
$ |
0.59 |
|
|
$ |
0.22 |
|
|
$ |
0.37 |
|
|
|
168.0 |
% |
First quarter consolidated net sales increased $32.9, 16.8%, above the prior-year first quarter. Changes in foreign currency exchange rates had a favorable impact to our first quarter sales of $5.6, 2.5%.
First quarter sales were positively impacted by increased demand across several of our end markets, including recreational, mobile, agriculture, health and wellness, and industrial end markets. Sales focused on the marine category within recreational have remained depressed. Sales in the EMEA and Americas regions were up while sales in the APAC region were down during the first quarter compared to the prior year. The year over year decline in sales in the APAC region is due to the Divestiture. Excluding the Divestiture related sales of $14.2 in the first quarter of 2025, sales in the APAC region increased compared to the prior year.
First quarter gross profit increased $15.0, 25.0%, above the prior year first quarter primarily from the impact of higher volume and lower direct labor costs as a percentage of sales partially offset by higher overhead costs and net tariff impacts. The increase in overhead costs was driven by higher energy and equipment maintenance costs. Gross margin increased by 220 basis points as the impact of higher fixed costs leverage on higher volume, favorable segment mix, and lower direct labor costs more than offset the impact of higher overhead and net tariffs.
First quarter operating income as a percentage of sales increased 440 basis points to 13.1% compared with the prior year period. The increase is due to the gross margin level improvement and fixed cost leverage as a result of higher volume. Operating expenses were $2.1 higher than the year ago period mainly due to higher wages and benefit costs, research and development costs, as well as higher marketing and travel related costs.
Net interest expense decreased by $2.3 to $5.1 in the first quarter of 2026 primarily due to lower debt outstanding compared to the prior year period and a lower spread on our credit facility borrowings, because of reduced leverage. Average net debt decreased to $289.2 during the first quarter of 2026 compared with $402.6 during the first quarter of 2025. The reduction in average net debt is due to the paying down of debt incurred from prior year acquisitions.
28
The provision for income taxes for the first quarter of 2026 was 23.1% of pretax income compared to 23.5% for the prior-year first quarter. These effective rates fluctuate relative to the levels of income and different tax rates in effect among the countries in which we sell our products.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. While we expect certain provisions of the OBBBA to change the timing of cash payments in the current fiscal year and future periods, we do not expect the legislation to have a material impact on our Consolidated Financial Statements.
SEGMENT RESULTS
Hydraulics
The following table presents the results of operations for the Hydraulics segment:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Net sales |
|
$ |
139.2 |
|
|
$ |
126.4 |
|
|
$ |
12.8 |
|
|
|
10.1 |
% |
Gross profit |
|
$ |
44.3 |
|
|
$ |
37.4 |
|
|
$ |
6.9 |
|
|
|
18.4 |
% |
Gross profit % |
|
|
31.8 |
% |
|
|
29.6 |
% |
|
|
|
|
|
|
||
Operating income |
|
$ |
23.4 |
|
|
$ |
17.4 |
|
|
$ |
6.0 |
|
|
|
34.5 |
% |
Operating income % |
|
|
16.8 |
% |
|
|
13.8 |
% |
|
|
|
|
|
|
||
First quarter net sales for the Hydraulics segment increased by $12.8, 10.1%, compared with the prior year first quarter. The increase in sales in the first quarter was driven by improved demand in the mobile and agriculture end markets. Prior year sales included $14.2 in sales related to the Divestiture. Changes in foreign currency exchange rates had a favorable impact of $5.3, 3.8%.
The following table presents net sales based on the geographic region of the sale for the Hydraulics segment:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Americas |
|
$ |
56.7 |
|
|
$ |
49.9 |
|
|
$ |
6.8 |
|
|
|
13.6 |
% |
EMEA |
|
|
49.2 |
|
|
|
37.9 |
|
|
|
11.3 |
|
|
|
29.8 |
% |
APAC |
|
|
33.3 |
|
|
|
38.6 |
|
|
|
(5.3 |
) |
|
|
(13.7 |
)% |
Total |
|
$ |
139.2 |
|
|
$ |
126.4 |
|
|
|
|
|
|
|
||
Regional sales performance in the first quarter compared to the prior year quarter was driven by:
Americas - sales increased $6.8, 13.6%, primarily from stronger demand in the mobile end market.
EMEA - excluding favorable changes in foreign currency rates of $4.4, sales increased $6.9, 18.2%, driven by generally stronger demand in the mobile and agriculture end markets.
APAC - excluding favorable changes in foreign currency rates of $0.8, sales decreased $6.2, 16.1%. The primary driver of the year over year decline was the Divestiture.
First quarter gross profit increased $6.9, 18.4% compared to the prior year first quarter primarily due to higher volume. Gross margin improved 220 basis points, primarily due to better fixed cost leverage on higher volume, the Divestiture, and lower material costs partially offset by higher direct labor and variable overhead costs as a percentage of sales.
Operating income as a percentage of sales increased 300 basis points to 16.8% in the first quarter of 2026 due to the gross margin level improvement and fixed cost leverage as a result of higher volume. Operating expenses were $0.9 higher than the year ago period, mainly due to higher wages and benefit costs, as well as higher research and development costs.
29
Electronics
The following table presents the results of operations for the Electronics segment:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Net sales |
|
$ |
89.2 |
|
|
$ |
69.1 |
|
|
$ |
20.1 |
|
|
|
29.1 |
% |
Gross profit |
|
$ |
30.6 |
|
|
$ |
22.5 |
|
|
$ |
8.1 |
|
|
|
36.0 |
% |
Gross profit % |
|
|
34.3 |
% |
|
|
32.6 |
% |
|
|
|
|
|
|
||
Operating income |
|
$ |
14.2 |
|
|
$ |
8.0 |
|
|
$ |
6.2 |
|
|
|
77.5 |
% |
Operating income % |
|
|
15.9 |
% |
|
|
11.6 |
% |
|
|
|
|
|
|
||
First quarter net sales for the Electronics segment increased $20.1, 29.1%, compared with the prior year period. Compared to the prior year period, the first quarter sales increase was driven by the recreational, health and wellness, and mobile end markets. Sales in the industrial end markets increased slightly, while sales to the agriculture end market decreased slightly. Changes in foreign currency exchange rates had minimal impact.
The following table presents net sales based on the geographic region of the sale for the Electronics segment:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Americas |
|
$ |
72.0 |
|
|
$ |
56.7 |
|
|
$ |
15.3 |
|
|
|
27.0 |
% |
EMEA |
|
|
8.6 |
|
|
|
6.2 |
|
|
|
2.4 |
|
|
|
39.0 |
% |
APAC |
|
|
8.6 |
|
|
|
6.2 |
|
|
|
2.4 |
|
|
|
38.7 |
% |
Total |
|
$ |
89.2 |
|
|
$ |
69.1 |
|
|
|
|
|
|
|
||
Sales increased across all regions. The increase in the Americas and EMEA is primarily due to the recreational and market in the first quarter compared to the prior year. The year over year increase in APAC sales is primarily due to demand in the health and wellness end market.
First quarter gross profit increased $8.1, 36.0% compared to the prior year first quarter, primarily due to higher volume. Gross margin improved 170 basis points, primarily due to the impact of higher fixed costs leverage on higher volume and lower direct labor costs as a percentage of sales partially offset by unfavorable customer mix.
Operating income as a percentage of sales increased 430 basis points to 15.9% in the first quarter of 2026 compared to the prior year period due to the higher gross margin and fixed cost leverage as a result of higher volume. Operating expenses were $2.0 higher than the year ago period mainly due to higher wages and benefit costs, as well as higher research and development costs.
Corporate and Other
Certain costs are excluded from business segment results as they are not used in evaluating the results of, or in allocating resources to, our operating segments. For the first quarter of 2026, these costs totaled $7.7 for amortization of acquisition-related intangible assets of $7.6 and $0.1 for depreciation. Compared to the first quarter of 2025, these costs decreased by $0.7, primarily due to reduction of amortization related to acquired intangible assets.
30
LIQUIDITY AND CAPITAL RESOURCES
Historically, our primary source of capital has been cash generated from operations. We also use borrowings on our credit facilities to fund acquisitions. During the first three months of 2026, cash provided by operating activities totaled $23.9. At the end of the first quarter, we had $64.2 of available cash and cash equivalents on hand and $395.4 of available credit on our Revolving Credit Facilities. We also have a $400.0 accordion feature available under our Third Amended and Restated Credit Agreement, subject to certain pro forma compliance requirements, that is intended to support potential future acquisitions.
Our principal uses of cash are operating expenses, capital expenditures, servicing debt, acquisition-related payments, dividends to shareholders, and share repurchases.
We believe that cash generated from operations and our borrowing availability under our credit facilities will be sufficient to satisfy our operating expenses for the foreseeable future. In the event that economic conditions were to severely worsen for a protracted period of time, we would have several options available to ensure liquidity in addition to increased borrowings. Capital expenditures could be postponed since they primarily pertain to long-term improvements in operations, operating expense reductions could be made, acquisition activity could be delayed and finally, the dividend to shareholders as well as share repurchases could be reduced or suspended.
Cash Flows
The following table summarizes our cash flows for the periods:
|
|
Three Months Ended |
|
|
|
|
||||||
|
|
April 4, 2026 |
|
|
March 29, 2025 |
|
|
$ Change |
|
|||
Net cash provided by operating activities |
|
$ |
23.9 |
|
|
$ |
19.0 |
|
|
$ |
4.9 |
|
Net cash used in investing activities |
|
|
(7.2 |
) |
|
|
(6.8 |
) |
|
|
(0.4 |
) |
Net cash used in financing activities |
|
|
(24.8 |
) |
|
|
(11.3 |
) |
|
|
(13.5 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
(0.7 |
) |
|
|
0.9 |
|
|
|
(1.6 |
) |
Net (decrease) increase in cash and cash equivalents |
|
$ |
(8.8 |
) |
|
$ |
1.8 |
|
|
$ |
(10.7 |
) |
Cash on hand decreased $8.8 in the first quarter of 2026 to $64.2 as of April 4, 2026. Changes in exchange rates during the three months ended April 4, 2026, negatively impacted cash and cash equivalents $0.7. Cash balances on hand are a result of our cash management strategy, which focuses on maintaining sufficient cash to fund operations while reinvesting cash in the Company and paying down borrowings on our credit facilities.
31
Operating activities
Year-to-date cash from operations increased by $4.9 to $23.9. Cash earnings (calculated as net income plus adjustments to reconcile net income to net cash provided by operating activities, excluding changes in net operating assets and liabilities) increased by $11.3 in the first quarter of 2026 compared to the prior period. Changes in net operating assets and liabilities negatively impacted cash flow by $6.4 in the first quarter, compared to the prior year period, primarily due to an increase in other current assets, along with increases in inventory and accounts receivable, partially offset by a decrease in accounts payable. Changes in inventory decreased cash by $3.7 in comparison to an increase of cash by $1.1 in the first quarter of 2026 and 2025, respectively. Days of inventory on hand decreased to 112 days as of April 4, 2026, compared with 126 days as of March 29, 2025. Changes in accounts receivable reduced cash by $22.4 and $15.3 in the first quarter of 2026 and 2025, respectively. Days sales outstanding decreased slightly to 55 days as of April 4, 2026, compared with 56 days as of March 29, 2025. Changes in accounts payable increased cash by $11.8 in comparison to an increase of cash of $4.8 in 2026 and 2025, respectively. Days payables outstanding for the 2026 year increased to 53 days from 41 days during 2025.
Investing activities
Cash used in investing activities totaled $7.2 in the first quarter of 2026, compared to $6.8 in the first quarter of the prior year.
Capital expenditures totaled $6.7, 2.9%, of sales for the first quarter of 2026, an increase of $0.6 over the prior year comparable period. Capital expenditures for 2026 are forecasted to be approximately 3.8% to 4.8% of sales, for investments in machinery and equipment, improvements to manufacturing technology and maintaining or replacing existing machine capabilities.
Financing activities
Net cash used in financing activities totaled $24.8 during the first quarter of 2026, compared to $11.3 in the same period of the prior year. In the first quarter of 2026, repayments, net of borrowings, totaled $16.9 compared to $7.8 in the first quarter of 2025.
Borrowings on our term loans and revolving credit facilities as of April 4, 2026, totaled $245.6 and $103.7, respectively. See Note 9 of the Condensed Notes to the Consolidated, Unaudited Financial Statements included in this Quarterly Report for additional information regarding our credit facilities.
Scheduled principal payments under the Term Loan Facility are payable in quarterly installments beginning on September 28, 2024 and continuing on the last day of each following fiscal quarter, beginning at $3.75 before increasing to $5.6 in June 2026 and $7.5 in June 2028. All remaining principal and unpaid accrued interest are due on the Term Loan Facility maturity date, which is June 25, 2029.
During the first quarter of 2026, we declared a quarterly cash dividend of $0.12 per share payable on April 27, 2026, to shareholders of record as of April 13, 2026. The declaration and payment of future dividends is subject to the sole discretion of the Board of Directors of the Company (the "Board"), and any determination as to the payment of future dividends will depend upon our profitability, financial condition, capital needs, future prospects and other factors deemed pertinent by the Board.
Share Repurchase Program
On February 20, 2025, the Board approved a multi-year share repurchase program (the "Share Repurchase Program"), authorizing the Company to repurchase up to $100.0 of our outstanding common stock. The Company may purchase shares at management’s discretion from time to time in the open market, through privately negotiated transactions, through investment banking institutions or through other means in accordance with applicable federal securities laws, including Rule 10b5-1 trading plans. To the extent that the Company repurchases its shares, the amount and timing of any repurchases are subject to a variety of factors including, but not limited to, general business and market conditions, share price, regulatory and legal requirements and capital availability. The program does not obligate the Company to acquire a
32
minimum number of shares. We expect the Share Repurchase Program to be funded with cash on hand and cash generated from operations. During the three months ended April 04, 2026, the Company repurchased 70,000 shares of its common stock for $4.7, including applicable $0.1 excise tax to be paid in a future period. As of April 4, 2026, the Company has repurchased a total of 400,000 shares of it's common stock for $18.3, including applicable $0.2 excise tax, and has $81.9 million of remaining availability to repurchase outstanding common stock under its Share Repurchase Program.
Off Balance Sheet Arrangements
We do not engage in any off-balance sheet financing arrangements. In particular, we do not have any material interest in variable interest entities, which include special purpose entities and structured finance entities.
Critical Accounting Policies and Estimates
We currently apply judgment and estimates that may have a material effect on the eventual outcome of assets, liabilities, revenues and expenses for impairment of long-lived assets, inventory, goodwill, accruals, income taxes and fair value measurements. Our critical accounting policies and estimates are included in our Form 10-K, and any material changes made during the first three months of 2026, are disclosed in Note 2 of the Condensed Notes to the Consolidated, Unaudited Financial Statements included in this Quarterly Report on Form 10-Q.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Interest Rate Risk
Our exposure to interest rate risk results from variable rate debt outstanding under our term loans and revolving credit facilities. We pay interest on outstanding borrowings at interest rates that fluctuate based upon changes in various base rates. As of April 4, 2026, we had $103.7 in borrowings outstanding under the revolving credit facilities and $245.6 in borrowings outstanding under the term loans. Based on our level of variable rate debt outstanding during the quarter ended April 4, 2026, a one percentage point increase or decrease in the average interest rate would have an impact on our annual financing costs over the next twelve months of approximately $3.8. This analysis excludes any effects from interest rate swap contracts as the Company does not have any active interest rate swap contracts.
See “Item 7A – Quantitative and Qualitative Disclosures about Market Risk” in our Form 10-K. Except as described above, there were no material changes during the three months ended April 4, 2026.
Item 4. CONTROLS AND PROCEDURES.
The Company’s management, with the participation of the President, Chief Executive Officer, and Chief Financial Officer, after evaluating the effectiveness of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report, have concluded that our disclosure controls and procedures are effective and are designed to ensure that the information we are required to disclose is recorded, processed, summarized and reported within the necessary time periods. Our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports that we file or submit pursuant to the Securities Exchange Act of 1934, as amended, is accumulated and communicated to our management, including our President, Chief Executive Officer, and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
There were no changes in our internal control over financial reporting identified in management's evaluation pursuant to Rules 13a-15(d) or 15d-15(d) of the Securities Exchange Act of 1934, as amended, during the period covered by this report that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
33
PART II: OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS.
None.
Item 1A. RISK FACTORS.
In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors that affect our business and financial results that are discussed in Part I, Item 1A, “Risk Factors” of our Form 10-K. These factors could materially adversely affect our business, financial condition, liquidity, results of operations and capital position, and could cause our actual results to differ materially from our historical results or the results contemplated by the forward-looking statements contained in this report. There have been no material changes to such risk factors.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
None.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides details of the Company's share repurchases of its common stock during the first quarter of 2026:
ISSUER PURCHASES OF EQUITY SECURITIES |
|
|||||||||||||||
Period |
|
Total Number |
|
|
Average Price |
|
|
Total Number |
|
|
Approximate |
|
||||
January 4, 2026 - January 31, 2026 |
|
|
— |
|
|
$ |
— |
|
|
|
— |
|
|
$ |
86.5 |
|
February 1, 2026 - February 28, 2026 |
|
|
— |
|
|
$ |
— |
|
|
|
— |
|
|
$ |
86.5 |
|
March 1, 2026 - April 4, 2026 |
|
|
70,000 |
|
|
$ |
65.58 |
|
|
|
70,000 |
|
|
$ |
81.9 |
|
Total |
|
|
70,000 |
|
|
|
|
|
|
70,000 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
(1) 400,000 total shares repurchased as of April 4, 2026. No shares were purchased during the quarter that were not part of a publicly announced program. |
|
|||||||||||||||
(2) Average price paid per share excludes commission fees and a 1% excise tax imposed by the Inflation Reduction Act of 2022. |
|
|||||||||||||||
(3) These shares, once repurchased are held as treasury stock by the Company. |
|
|||||||||||||||
(4) On February 20, 2025, the Board approve a multi-year share repurchase program (the "Share Repurchase Program"), authorizing the Company to repurchase up to $100.0 of our outstanding common stock. |
|
|||||||||||||||
Item 3. DEFAULTS UPON SENIOR SECURITIES.
None.
Item 4. MINE SAFETY DISCLOSURES.
Not applicable.
34
Item 5. OTHER INFORMATION.
Rule 10b5-1 Trading Plans
During the quarter ended April 4, 2026, none of the Company’s directors or executive officers
35
Item 6. EXHIBITS.
Exhibits:
Exhibit Number |
|
Exhibit Description |
|
|
|
10.1+ |
|
Amended and Restated Executive Officer Severance Agreement between Sean P. Bagan and Helios Technologies, Inc., dated as of February 23, 2026 (previously filed as Exhibit 10.4+ to the company's Form 8-K filed on February 26, 2026 and incorporated herein by reference). |
|
|
|
31.1 |
|
CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
31.2 |
|
CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
32.1 |
|
CEO Certification pursuant to 18 U.S.C. § 1350. |
|
|
|
32.2 |
|
CFO Certification pursuant to 18 U.S.C. § 1350. |
|
|
|
101.INS |
|
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 |
|
XBRL Schema Document |
|
|
|
101.CAL |
|
XBRL Calculation Linkbase Document |
|
|
|
101.DEF |
|
XBRL Definition Linkbase Document |
|
|
|
101.LAB |
|
XBRL Label Linkbase Document |
|
|
|
101.PRE |
|
XBRL Presentation Linkbase Document |
|
|
|
104
|
|
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 4, 2026, has been formatted in Inline XBRL. |
|
|
|
+ |
|
Executive management contract or compensatory plan or arrangement. |
36
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.
Date: May 12, 2026 |
HELIOS TECHNOLOGIES, INC. |
||
|
|
|
|
|
By: |
|
/s/ Sean Bagan |
|
|
|
Sean Bagan |
|
|
|
President and Chief Executive Officer (Principal Executive Officer) |
Date: May 12, 2026
|
|
|
|
|
By: |
|
/s/ Jeremy Evans |
|
|
|
Jeremy Evans |
|
|
|
Executive Vice President, Chief Financial Officer (Principal Financial and Accounting Officer) |
37