Netlist posts $85.4M Q3 profit as sales rise 149%
Quarter-end cash, cash equivalents and restricted cash were $327.685 million; nine-month operating cash flow was $244.991 million.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Netlist, Inc. reported third-quarter net sales of $105.1 million, up 149% year over year. Sales included $60.194 million in net product sales and $44.910 million in license fees recognized under the Samsung agreement. Gross profit was $68.857 million, compared with $1.838 million a year earlier, and operating income was $40.571 million versus an operating loss of $7.150 million. Net income was $85.448 million, compared with a $7.010 million net loss; the quarter included a $43.982 million income tax benefit.
At September 26, 2026, cash, cash equivalents and restricted cash totaled $327.685 million; the company said initial proceeds from the Samsung agreement contributed to strengthening its balance sheet. For the nine months ended September 26, 2026, operating cash flow was $244.991 million, compared with $27.995 million used in operating activities in the prior-year period. Netlist attributed product revenue growth to demand from customers in AI and data center applications.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter net sales rose 149% year over year to $105.1 million.
- Moderate pointOperating income was $40.571 million, versus a $7.150 million operating loss.
Negative
- None.
Filing Explained
For the nine months ended
8-K Event Classification
Key Figures
Key Terms
Deferred revenue financial
Restricted cash financial
Stock-based compensation financial
Earnings Snapshot
FAQ
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported):
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(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) |
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| None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02. Results of Operations and Financial Condition.
On November 10, 2026, Netlist, Inc. issued a press release announcing its financial results for the third quarter ended September 26, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | ||
| Number | Description | |
| 99.1 | Press Release of Netlist, Inc., dated November 10, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
SIGNATURE
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 hereunto duly authorized.
| NETLIST, INC. | ||
| Date: November 10, 2026 | By: | /s/ Gail M. Sasaki |
| Gail M. Sasaki | ||
| Executive Vice President and Chief Financial Officer | ||
3
Exhibit 99.1
Netlist Reports Third Quarter 2026 Results
Net sales rose 149% year over year to $105.1 million and included initial license fees from Samsung
Strengthened balance sheet with cash, cash equivalents and restricted cash rising to $327.7 million at quarter-end
IRVINE, CALIFORNIA, November 10, 2026 - Netlist, Inc. (OTCQB: NLST), a leading innovator in advanced memory and storage solutions, today reported financial results for the third quarter ended September 26, 2026.
Third Quarter 2026 Highlights:
| · | Net sales for the third quarter of 2026 were $105.1 million, an increase of 149% compared to the third quarter of 2025 |
| · | License fee revenue of $44.9 million was recognized in the third quarter of 2026 pursuant to the Samsung License Agreement, consisting of amortization of the upfront license fee and the first quarterly license fee. |
| · | Net product sales for the third quarter of 2026 were $60.2 million, an increase of 43% compared to the third quarter of 2025. |
| · | Gross margin for the third quarter of 2026 was 65.5%, an increase of over 61 percentage points compared to 4.4% in the third quarter of 2025, primarily reflecting license fee revenue, which has no associated cost of sales, and higher product gross margin. |
| · | Operating income in the third quarter of 2026 was $40.6 million, which improved from an operating loss of $7.2 million in the third quarter of 2025. |
| · | Net income for the third quarter of 2026 was of $85.4 million, or $0.22 per diluted share, compared to a net loss of $7.0 million, or $(0.02) per share, in the third quarter of 2025. |
| · | Cash, cash equivalents and restricted cash rose to $327.7 million at September 26, 2026 from $40.7 million at June 27, 2026, primarily due to the initial cash payment of $200 million and first quarterly payment of $27.5 million by Samsung. |
“We are pleased to report our third consecutive quarter of significant year-over-year revenue growth and improved profitability led by both product sales and the recognition of license revenue under our Samsung agreement,” said Chief Executive Officer, C.K. Hong. “Year-over-year product revenue growth was driven by strong demand from customers in AI and data center applications.”
“Gross margins improved and was driven by our focus on higher margin opportunities,” said Gail Sasaki, Chief Financial Officer. “During the quarter, we substantially strengthened our balance sheet with the initial proceeds from our Samsung agreement and generated operating cash flow of $245 million.”
Conference Call Information
C.K. Hong, Chief Executive Officer, and Gail Sasaki, Chief Financial Officer, will host an investor conference call today, November 10, 2026 at 5:00 p.m. Eastern Time to review Netlist’s results for the third quarter ended September 26, 2026. The live webcast and archived replay of the call can be accessed for 90 days in the Investors section of Netlist’s website at www.netlist.com.
About Netlist
Netlist is a leading innovator in advanced memory and storage solutions. With a rich portfolio of patented technologies, Netlist's inventions are foundational to the advancement of AI computing. To learn more about Netlist, please visit www.netlist.com.
Safe Harbor Statement
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contained in this news release include, without limitation, statements about Netlist's positioning to capitalize on next generation memory products, expected license revenue under its agreements with Samsung and Micron, and evaluations, implications of future growth or profitability and judgements regarding Netlist’s products and intellectual property portfolio. Forward-looking statements are statements other than historical facts and often address future events or Netlist's future performance. They reflect management's present expectations regarding future events and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in or implied by any forward-looking statements. These risks, uncertainties and other factors include, among others, risks: Netlist may not be able to collect amounts owed to it pursuant to its agreements with Samsung and Micron and the amount of quarterly license fees payable under the revenue-based formula, which may be subject to adjustment; Netlist may suffer adverse outcomes in its litigation with Google or in its various other active proceedings to defend the validity of its patents; related to Netlist's plans for its intellectual property, including its strategies for monetizing, licensing, expanding, and defending its patent portfolio, which efforts may not be successful; that other patent infringement litigation initiated by Netlist, or by others against Netlist, may not be successful or resolve favorably for Netlist, particularly given the costs and unpredictability of any such litigation; associated with Netlist's product sales, including whether and how long the current market and demand for products sold by Netlist will persist or persist as expected and whether Netlist may successfully develop and launch new products that are attractive to the market; whether Netlist will continue to acquire components or products for resale on favorable terms; associated with the competitive landscape of Netlist's industry, general economic, political and market conditions, factory slowdowns and/or shutdowns, and changes in international trade and tariff policies. All forward-looking statements reflect management's present assumptions, expectations and beliefs regarding future events and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in or implied by any forward-looking statements. These and other risks and uncertainties are described in Netlist's Annual Report on Form 10-K for the fiscal year ended December 27, 2025, filed with the SEC on March 19, 2026, Quarterly Report on Form 10-Q for the quarter ended June 27, 2026, filed with the SEC on August 11, 2026, and the other filings it makes with the U.S. Securities and Exchange Commission from time to time, including any subsequently filed quarterly and current reports. In light of these risks, uncertainties and other factors, these forward-looking statements should not be relied on as predictions of future events. These forward-looking statements represent Netlist's assumptions, expectations and beliefs only as of the date they are made, and except as required by law, Netlist undertakes no obligation to revise or update any forward-looking statements for any reason.
Investor Relations Contacts:
|
Monica Gould The Blueshirt Group monica@blueshirtgroup.com
Mike Smargiassi |
|
| The Plunkett Group | |
| NLST@theplunkettgroup.com | |
| (212) 739-6729 | |
| Gail M. Sasaki | |
| Netlist, Inc., Chief Financial Officer | |
| gsasaki@netlist.com | |
| (949) 435-0025 |
NETLIST, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands) (Unaudited)
| September 26, | December 27, | |||||||
| 2026 | 2025 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 317,685 | $ | 31,782 | ||||
| Restricted cash | 10,000 | 10,300 | ||||||
| Accounts receivable, net | 4,969 | 2,411 | ||||||
| Inventories | 16,778 | 3,383 | ||||||
| Prepaid expenses and other current assets | 11,536 | 332 | ||||||
| Total current assets | 360,968 | 48,208 | ||||||
| Property and equipment, net | 285 | 300 | ||||||
| Operating lease right-of-use assets | 1,154 | 541 | ||||||
| Deferred income taxes | 89,088 | — | ||||||
| Other assets | 38,343 | 428 | ||||||
| Total assets | $ | 489,838 | $ | 49,477 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 71,145 | $ | 20,612 | ||||
| Revolving line of credit | — | 1,788 | ||||||
| Accrued payroll and related liabilities | 1,320 | 852 | ||||||
| Deferred revenue | 78,405 | 30,570 | ||||||
| Other current liabilities | 650 | 818 | ||||||
| Total current liabilities | 151,520 | 54,640 | ||||||
| Deferred revenue, noncurrent | 179,641 | — | ||||||
| Operating lease liabilities | 716 | 23 | ||||||
| Other liabilities | 17 | 17 | ||||||
| Total liabilities | 331,894 | 54,680 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders' equity (deficit): | ||||||||
| Preferred stock | — | — | ||||||
| Common stock | 379 | 308 | ||||||
| Additional paid-in capital | 424,581 | 357,001 | ||||||
| Accumulated deficit | (267,016 | ) | (362,512 | ) | ||||
| Total stockholders' equity (deficit) | 157,944 | (5,203 | ) | |||||
| Total liabilities and stockholders' equity | $ | 489,838 | $ | 49,477 | ||||
NETLIST, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts) (Unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||||||
| September 26, | September 27, | September 26, | September 27, | |||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net product sales | $ | 60,194 | $ | 42,234 | $ | 274,931 | $ | 112,915 | ||||||||
| License fee | 44,910 | — | 44,910 | — | ||||||||||||
| Net sales | 105,104 | 42,234 | 319,841 | 112,915 | ||||||||||||
| Cost of sales(1) | 36,247 | 40,396 | 205,712 | 108,385 | ||||||||||||
| Gross profit | 68,857 | 1,838 | 114,129 | 4,530 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development(1) | 1,054 | 822 | 3,205 | 2,548 | ||||||||||||
| Intellectual property legal fees | 16,211 | 5,035 | 41,938 | 15,542 | ||||||||||||
| Selling, general and administrative(1) | 11,021 | 3,131 | 18,511 | 9,604 | ||||||||||||
| Total operating expenses | 28,286 | 8,988 | 63,654 | 27,694 | ||||||||||||
| Operating income (loss) | 40,571 | (7,150 | ) | 50,475 | (23,164 | ) | ||||||||||
| Other income, net: | ||||||||||||||||
| Interest income, net | 864 | 106 | 945 | 459 | ||||||||||||
| Other income, net | 31 | 34 | 94 | 130 | ||||||||||||
| Total other income, net | 895 | 140 | 1,039 | 589 | ||||||||||||
| Income (loss) before income tax benefit | 41,466 | (7,010 | ) | 51,514 | (22,575 | ) | ||||||||||
| Income tax benefit | (43,982 | ) | — | (43,982 | ) | — | ||||||||||
| Net income (loss) | $ | 85,448 | $ | (7,010 | ) | $ | 95,496 | $ | (22,575 | ) | ||||||
| Loss per common share: | ||||||||||||||||
| Basic | $ | 0.24 | $ | (0.02 | ) | $ | 0.29 | $ | (0.08 | ) | ||||||
| Diluted | $ | 0.22 | $ | (0.02 | ) | $ | 0.26 | $ | (0.08 | ) | ||||||
| Weighted-average common shares outstanding: | ||||||||||||||||
| Basic | 356,097 | 292,557 | 331,046 | 280,229 | ||||||||||||
| Diluted | 393,420 | 292,557 | 368,377 | 280,229 | ||||||||||||
| (1) Amounts include stock-based compensation expense as follows: | ||||||||||||||||
| Cost of sales | $ | 2 | $ | 12 | $ | 49 | $ | 62 | ||||||||
| Research and development | 97 | 93 | 378 | 438 | ||||||||||||
| Selling, general and administrative | 6,774 | 655 | 8,211 | 2,244 | ||||||||||||
| Total stock-based compensation | $ | 6,873 | $ | 760 | $ | 8,638 | $ | 2,744 | ||||||||
NETLIST, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, except per share amounts) (Unaudited)
| Nine Months Ended | ||||||||
| September 26, | September 27, | |||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income (loss) | $ | 95,496 | $ | (22,575 | ) | |||
| Adjustments to reconcile net income (loss) to net cash provied by (used in) operating activities: | ||||||||
| Depreciation and amortization | 216 | 212 | ||||||
| Non-cash lease expense | 386 | 418 | ||||||
| Gain on forgiveness of payables | (94 | ) | (630 | ) | ||||
| Stock-based compensation | 8,638 | 2,744 | ||||||
| Deferred income taxes | (89,088 | ) | — | |||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (2,558 | ) | (2,483 | ) | ||||
| Inventories | (13,395 | ) | (14,821 | ) | ||||
| Prepaid expenses and other assets | 154 | (11,031 | ) | |||||
| Accounts payable | 17,672 | (5,024 | ) | |||||
| Accrued payroll and related liabilities | 468 | 57 | ||||||
| Deferred revenue | 227,476 | 26,934 | ||||||
| Other liabilities | (380 | ) | (1,796 | ) | ||||
| Net cash provided by (used in) operating activities | 244,991 | (27,995 | ) | |||||
| Cash flows from investing activities: | ||||||||
| Acquisition of property and equipment | (185 | ) | (25 | ) | ||||
| Net cash used in investing activities | (185 | ) | (25 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Net borrowings (repayments) under line of credit | (1,788 | ) | 2,207 | |||||
| Payments on notes payable | (438 | ) | (537 | ) | ||||
| Proceeds from issuance of common stock, net | 1,000 | 12,571 | ||||||
| Proceeds from exercise of stock options and warrants | 42,023 | 75 | ||||||
| Payments for taxes related to net share settlement of equity awards | — | (59 | ) | |||||
| Net cash provided by financing activities | 40,797 | 14,257 | ||||||
| Net change in cash, cash equivalents and restricted cash | 285,603 | (13,763 | ) | |||||
| Cash, cash equivalents and restricted cash at beginning of period | 42,082 | 34,607 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 327,685 | $ | 20,844 | ||||
| Reconciliation of cash, cash equivalents and restricted cash at end of period: | ||||||||
| Cash and cash equivalents | $ | 317,685 | $ | 10,544 | ||||
| Restricted cash | 10,000 | 10,300 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 327,685 | $ | 20,844 | ||||