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Rogers Corporation (NYSE: ROG) swings to Q2 2026 profit, offers Q3 guidance

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Rogers Corporation reported improved second-quarter 2026 results, achieving GAAP profitability. Net sales were $216.8 million, up 6.9% year over year, with gross margin at 32.5%. Net income was $13.6 million versus a $(73.6) million loss a year earlier, and diluted EPS was $0.76 versus $(4.00). Adjusted EPS rose to $0.92 from $0.34, and adjusted EBITDA increased to $37.6 million, a 17.3% margin.

Operating cash flow was $24.4 million, supporting free cash flow of $18.3 million. Cash and cash equivalents were $181.4 million and short-term investments $30.0 million at quarter end, contributing to shareholders’ equity of $1,204.7 million. Management cited improving customer demand and progress in commercial initiatives despite supply chain challenges.

For the third quarter of 2026, Rogers expects net sales of $233–$243 million, gross margin of 33.2%–34.2%, adjusted EPS of $1.10–$1.30, adjusted EBITDA of $44–$50 million, and full-year 2026 capital expenditures of $30–$35 million.

Positive

  • Returned to GAAP profitability with Q2 2026 net income of $13.6 million versus a $(73.6) million loss in Q2 2025.
  • Non-GAAP performance strengthened, as adjusted EPS rose to $0.92 from $0.34 and adjusted EBITDA increased to $37.6 million with a 17.3% margin.
  • Supportive outlook with Q3 2026 guidance for net sales of $233–$243 million and adjusted EPS of $1.10–$1.30.

Negative

  • None.

Filing Explained

Q2 reporting is complete; 2026 capital-expenditure guidance remains forward-looking, not completed spending.

The July 28, 2026 Form 8-K completes the company’s second-quarter reporting event under Items 2.02 and 7.01; historical results are reported, while the third-quarter outlook and 2026 capital-expenditure outlook remain forward-looking.

For existing common holders, the disclosed structural consequence is an updated operating and liquidity snapshot rather than a new ownership or financing mechanic.

The release defines adjusted earnings per share, adjusted EBITDA, and free cash flow as non-GAAP measures, and says they should not be viewed in isolation from GAAP measures.

In the second-quarter reconciliation, $13.6 million of GAAP net income is reconciled to $37.6 million of adjusted EBITDA after listed adjustments.

At June 30, 2026, cash and equivalents were $181.4 million and short-term investments were $30.0 million; the company says those balances together increased $15.6 million from the prior quarter.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net sales Q2 2026 $216.8 million Second quarter 2026 net sales, up 6.9% year over year
GAAP net income Q2 2026 $13.6 million Net income versus $(73.6) million net loss in Q2 2025
Diluted EPS Q2 2026 $0.76 Diluted earnings per share versus $(4.00) in Q2 2025
Adjusted EPS Q2 2026 $0.92 Adjusted earnings per diluted share versus $0.34 in Q2 2025
Adjusted EBITDA Q2 2026 $37.6 million Adjusted EBITDA versus $23.9 million in Q2 2025; 17.3% margin
Net cash from operating activities Q2 2026 $24.4 million Net cash provided by operating activities in the second quarter of 2026
Cash and cash equivalents June 30, 2026 $181.4 million Quarter-end cash balance on the condensed consolidated balance sheet
Q3 2026 adjusted EPS guidance $1.10 to $1.30 Projected adjusted earnings per diluted share for third quarter 2026
Adjusted EBITDA financial
"Adjusted EBITDA of $37.6 million increased by $13.7 million YoY"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Free cash flow financial
"Free cash flow is defined as net cash provided by operating activities less non-acquisition capital expenditures"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Adjusted earnings per diluted share financial
"Adjusted earnings per diluted share, which the Company defines as earnings (loss) per diluted share excluding acquisition and related integration costs"
Adjusted earnings per diluted share shows a company's profit attributable to each share after accounting for potential new shares (like stock options or convertible securities) and excluding one-time or unusual items that can distort results. Investors use it as a cleaned-up per-share profit measure—like checking a car’s fuel efficiency after ignoring a bad tank of gas—to compare underlying performance over time or across companies, though the adjustments can vary by management.
Forward-looking statements regulatory
"Statements included in this release that are not a description of historical facts are “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Net sales $216.8 million up from $202.8 million in Q2 2025
Net income (loss) $13.6 million improved from $(73.6) million in Q2 2025
Diluted EPS $0.76 improved from $(4.00) in Q2 2025
Adjusted EBITDA $37.6 million up from $23.9 million in Q2 2025
Guidance

For Q3 2026, Rogers expects net sales of $233–$243 million, gross margin of 33.2%–34.2%, adjusted EPS of $1.10–$1.30, adjusted EBITDA of $44–$50 million, and 2026 capital expenditures of $30–$35 million.

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FAQ

What were Rogers Corporation (ROG) net sales and growth in Q2 2026?

Rogers reported Q2 2026 net sales of $216.8 million, a 6.9% year-over-year increase. Growth was driven mainly by industrial and electronics and communications end markets, with foreign currency favorably affecting sales by $5.3 million versus Q2 2025.

How profitable was Rogers Corporation (ROG) in Q2 2026?

Rogers generated net income of $13.6 million in Q2 2026, compared with a $(73.6) million loss a year earlier. Diluted EPS was $0.76 versus $(4.00), and adjusted EPS improved to $0.92 from $0.34 in Q2 2025.

What were Rogers Corporation (ROG) cash flow and cash balances in Q2 2026?

In Q2 2026, Rogers generated $24.4 million of net cash from operating activities and $18.3 million of free cash flow. Quarter-end cash and cash equivalents were $181.4 million, with additional $30.0 million in short-term investments on the balance sheet.

What guidance did Rogers Corporation (ROG) provide for Q3 2026?

For Q3 2026, Rogers expects net sales of $233–$243 million and gross margin of 33.2%–34.2%. It projects adjusted EPS of $1.10–$1.30 and adjusted EBITDA of $44–$50 million, with $30–$35 million of 2026 capital expenditures.

How did Rogers Corporation (ROG) adjusted EBITDA perform in Q2 2026?

Q2 2026 adjusted EBITDA was $37.6 million, up from $23.9 million in Q2 2025. Adjusted EBITDA margin improved to 17.3% from 11.8%, reflecting higher net sales, better gross margin and lower operating expenses on an adjusted basis.

What non-GAAP measures does Rogers Corporation (ROG) emphasize?

Rogers highlights adjusted earnings per diluted share, adjusted EBITDA, adjusted EBITDA margin and free cash flow. These exclude items such as restructuring, impairment, asbestos-related charges, intangible amortization and certain tax effects to focus on underlying operating performance and liquidity.
0000084748false00000847482026-07-282026-07-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 28, 2026

ROGERS CORPORATION
(Exact name of registrant as specified in its charter)
Massachusetts1-434706-0513860
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

2225 W. Chandler Blvd., Chandler, Arizona 85224
(Address of principal executive offices) (Zip Code)

(480) 917-6000
Registrant’s telephone number, including area code

Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communication 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)
Name of each exchange on which registered
Common Stock,
par value $1.00 per share
ROG
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
Item 7.01 Regulation FD Disclosure.
In a press release dated July 28, 2026, Rogers Corporation (the “Company”) announced its second quarter 2026 results. A copy of that press release is furnished herewith as Exhibit 99.1 and incorporated herein to these Items 2.02 and 7.01 by reference.
All information in this Form 8-K and the Exhibits attached hereto, including guidance or any other forward-looking statements, speaks as of July 28, 2026, and the Company undertakes no duty to update this information to reflect subsequent events, actual results or changes in the Company’s expectations, unless required by law.
The information in Items 2.02 and 7.01 of this Form 8-K and the Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Description
99.1
Press release issued by Rogers Corporation on July 28, 2026.
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




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 hereunto duly authorized.
ROGERS CORPORATION
(Registrant)
Date: July 28, 2026
By:/s/ Laura Russell
Laura Russell
Senior Vice President, Chief Financial Officer and Treasurer
Principal Financial Officer



rog_header.jpg

Rogers Corporation Reports Second Quarter 2026 Results

Net sales of $216.8 million increased 6.9% year-over-year (YoY)
Gross margin of 32.5% increased 90 basis points YoY
Net income of $13.6 million, versus a $73.6 million net loss in the prior year period1
Adjusted EBITDA of $37.6 million increased by $13.7 million YoY
Diluted earnings per share of $0.76, versus a loss per share of $4.00 in the prior year period1
Adjusted earnings per share of $0.92 increased by $0.58 YoY

Chandler, Arizona, July 28, 2026: Rogers Corporation (NYSE:ROG) today announced financial results for the second quarter of 2026.

"We delivered another quarter of solid revenue growth, with sales increasing nearly 7% year over year, driven by improving customer demand and progress in our commercial initiatives,” stated Ali El-Haj, Rogers' President and CEO. "Compared to the prior year adjusted EPS improved significantly and EBITDA margin expanded by 550 basis points, despite supply chain challenges. Overall, these results reflect our continuing focus on improving operating performance, and positioning Rogers for sustainable long-term growth.”

"Looking ahead, we are encouraged by continued progress with new product initiatives and increased customer activity levels. These developments and the positive outlook in many of our end markets are resulting in an expectation of continued year-over-year improvement in all financial metrics in the third quarter. We remain focused on both our customers and on enhancing our operational execution to drive sustained momentum through the remainder of the year."


Financial Overview
GAAP Results (dollars in millions, except per share amounts)
Q2 2026Q1 2026
Q2 20251
Net Sales$216.8$200.5$202.8
Gross Margin32.5%32.2%31.6%
Net Income (Loss)$13.6$4.5$(73.6)
Diluted Earnings (Loss) Per Share$0.76$0.25$(4.00)
Adjusted Earnings Per Diluted Share2
$0.92$0.75$0.34
Adjusted EBITDA2
$37.6$32.0$23.9
Net Cash Provided by Operating Activities$24.4$5.8$13.7
Free Cash Flow1
$18.3$1.1$5.6

1 - The Q2 2025 net loss and loss per share are inclusive of $71.8 million of non-cash impairment charges and $4.3 million of restructuring expenses.
2 - Adjusted Earnings Per Diluted Share, Adjusted EBITDA and Free Cash Flow are non-GAAP measures. A reconciliation of non-GAAP to GAAP
measures is provided in the schedules included below.

Q2 2026 Summary of Results
Net sales of $216.8 million increased 6.9%, or $14.0 million, versus the second quarter of 2025. The higher sales were concentrated primarily in the industrial, and electronics and communications end markets. Currency exchange rates favorably affected net sales in the second quarter of 2026 by $5.3 million compared to the prior year.

GAAP earnings per diluted share were $0.76 compared to a loss per share of $(4.00) in Q2 2025. The prior year period included non-cash impairment charges of $71.8 million and $4.3 million of restructuring expenses. On an adjusted basis, earnings were $0.92 per diluted share compared to earnings of $0.34 per diluted share in the second quarter of
1


2025. The improvement in adjusted earnings resulted from higher sales and gross margin and lower operating expenses.

Second quarter ending cash and cash equivalents were $181.4 million and short-term investments were $30.0 million. These balances together increased by $15.6 million compared to the prior quarter. Net cash provided by operating activities was $24.4 million and capital expenditures were $6.1 million.

Financial Outlook
(dollars in millions, except per share amounts)Q3 2026
Net Sales$233 to $243
Gross Margin33.2% to 34.2%
Adjusted Earnings Per Diluted Share$1.10 to $1.30
Adjusted EBITDA$44 to $50
2026
Capital Expenditures$30 to $35


Conference Call and Additional Information
A conference call to discuss the results for the second quarter will take place today, Tuesday, July 28, 2026 at 5:00 pm ET. A live webcast of the event and the accompanying presentation can be accessed on the Rogers Corporation website at https://www.rogerscorp.com/investors.


About Rogers Corporation
Rogers Corporation (NYSE:ROG) is a global leader in engineered materials to power, protect and connect our world. Rogers delivers innovative solutions to help our customers solve their toughest material challenges. Rogers’ advanced electronic and elastomeric materials are used in applications for EV/HEV, automotive safety and radar systems, mobile devices, renewable energy, wireless infrastructure, energy-efficient motor drives, industrial equipment and more. Headquartered in Chandler, Arizona, Rogers operates manufacturing facilities in the United States (U.S.), Asia and Europe, with sales offices worldwide.

2


Safe Harbor Statement
Statements included in this release that are not a description of historical facts are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are generally accompanied by words or phrases such as “anticipate,” “assume,” “believe,” “could,” “estimate,” “expect,” “foresee,” “goal,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “seek,” “target” or similar expressions that convey uncertainty as to the future events or outcomes. Forward-looking statements are based on assumptions and beliefs that we believe to be reasonable; however, assumed facts almost always vary from actual results, and the differences between assumed facts and actual results could be material depending upon the circumstances. Where we express an expectation or belief as to future results, that expectation or belief is expressed in good faith and based on assumptions believed to have a reasonable basis. We cannot assure you, however, that the stated expectation or belief will occur or be achieved or accomplished. This release contains forward-looking statements regarding our plans, objectives, outlook, goals, strategies, future events, future net sales or performance, capital expenditures, future restructuring, plans or intentions relating to expansions, business trends and other information that is not historical information. All forward-looking statements are based upon information available to us on the date of this release and are subject to risks, uncertainties and other factors, many of which are outside of our control, which could cause actual results to differ materially from those indicated by the forward-looking statements. Other risks and uncertainties that could cause such results to differ include the following, without limitation: failure to capitalize on, volatility within, or other adverse changes with respect to growth opportunities, such as delays in adoption or implementation of new technologies; uncertain business, economic and political conditions in the U.S. and abroad, particularly in China, Germany, England, Belgium, South Korea and Hungary, where we maintain significant manufacturing, sales or administrative operations; the global trade policy dynamics between nations reflected in trade agreement negotiations, imposition of tariffs and other trade restrictions, as well as the potential for global supply chain decoupling; fluctuations in foreign currency exchange rates; our ability to develop innovative products and the extent to which they are incorporated into end-user products and systems that achieve commercial success; the ability and willingness of our sole or limited source suppliers to deliver certain key raw materials, including commodities, to us in a timely and cost-effective manner; business interruptions due to catastrophes or other similar events, such as natural disasters, war, terrorism or public health crises; the impact of sanctions, export controls and other foreign asset or investment restrictions; failure to realize, or delays in the realization of anticipated benefits of acquisitions and divestitures due to, among other things, the existence of unknown liabilities or difficulty integrating acquired businesses; our ability to attract and retain management and skilled technical personnel; our ability to protect our proprietary technology from infringement by third parties and/or allegations that our technology infringes third party rights; changes in effective tax rates or tax laws and regulations in the jurisdictions in which we operate; failure to comply with financial and restrictive covenants in our credit agreement or restrictions on our operational and financial flexibility due to such covenants; the outcome of ongoing and future litigation, including our asbestos-related product liability litigation; changes in environmental laws and regulations applicable to our business; and disruptions in, or breaches of, our information technology systems. Should any risks and uncertainties develop into actual events, these developments could have a material adverse effect on the Company. Our forward-looking statements are expressly qualified by these cautionary statements, which you should consider carefully. For additional information about the risks, uncertainties and other factors that may affect our business, please see our most recent annual report on Form 10-K and any subsequent reports filed with the Securities and Exchange Commission, including quarterly reports on Form 10-Q. Rogers Corporation assumes no responsibility to update or revise any forward-looking statements contained herein, whether as a result of new information, future events or otherwise, except as required by law.

Investor Contact:
Steve Haymore
Phone: 480-917-6026
Email: stephen.haymore@rogerscorporation.com

Website Address: https://www.rogerscorp.com

(Financial statements follow)
3


Condensed Consolidated Statements of Operations (Unaudited)
(DOLLARS AND SHARES IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
Three Months EndedSix Months Ended
June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Net sales$216.8 $202.8 $417.3 $393.3 
Cost of sales146.4 138.8 282.3 272.3 
Gross margin70.4 64.0 135.0 121.0 
Selling, general and administrative expenses42.2 48.5 83.4 93.0 
Research and development expenses7.3 7.0 14.0 14.1 
Restructuring and impairment charges0.7 76.1 6.6 82.0 
Other operating (income) expense, net0.2 (0.1)0.3 (0.3)
Operating income (loss)20.0 (67.5)30.7 (67.8)
Other income (expense), net1.1 (2.2)1.4 (3.8)
Interest income, net0.3 0.4 0.6 0.7 
Income (loss) before income taxes21.4 (69.3)32.7 (70.9)
Income tax expense7.8 4.3 14.6 4.1 
Net income (loss)$13.6 $(73.6)$18.1 $(75.0)
Basic earnings (loss) per share$0.76 $(4.00)$1.02 $(4.08)
Diluted earnings (loss) per share$0.76 $(4.00)$1.01 $(4.08)
Shares used in computing:
Basic earnings (loss) per share17.9 18.4 17.8 18.4 
Diluted earnings (loss) per share18.0 18.4 17.9 18.4 


4


Condensed Consolidated Statements of Financial Position (Unaudited)
(DOLLARS AND SHARES IN MILLIONS, EXCEPT PAR VALUE)June 30, 2026December 31, 2025
Assets
Current assets
Cash and cash equivalents$181.4 $197.0 
Short-term investments30.0 — 
Accounts receivable, net149.2 130.6 
Contract assets27.1 27.9 
Inventories, net130.0 125.0 
Asbestos-related insurance recoverables, current portion4.7 4.7 
Other current assets21.2 14.8 
Total current assets543.6 500.0 
Property, plant and equipment, net358.2 372.4 
Operating lease right-of-use assets17.7 19.2 
Goodwill301.1 303.4 
Intangible assets, net of accumulated amortization93.2 99.3 
Asbestos-related insurance recoverables, non-current portion48.0 48.1 
Deferred income taxes64.7 67.0 
Other long-term assets19.9 20.5 
Total assets$1,446.4 $1,429.9 
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable$63.1 $42.9 
Accrued employee benefits and compensation35.5 43.2 
Accrued income taxes payable9.2 10.2 
Operating lease obligations, current portion4.0 3.9 
Asbestos-related liabilities, current portion5.5 5.5 
Other accrued liabilities19.0 20.4 
Total current liabilities136.3 126.1 
Operating lease obligations, non-current portion16.6 17.9 
Asbestos-related liabilities, non-current portion51.6 51.9 
Non-current income tax5.1 4.8 
Deferred income taxes17.5 17.7 
Other long-term liabilities14.6 15.8 
Shareholders’ equity
Capital stock - $1 par value; 50.0 authorized shares; 17.9 and 17.8 shares issued and outstanding, respectively
17.9 17.8 
Additional paid-in capital106.3 105.7 
Retained earnings1,137.4 1,119.3 
Accumulated other comprehensive loss(56.9)(47.1)
Total shareholders' equity1,204.7 1,195.7 
Total liabilities and shareholders' equity$1,446.4 $1,429.9 

5


Reconciliation of non-GAAP financial measures to the comparable GAAP measures

Non-GAAP Financial Measures:

This earnings release includes the following financial measures that are not presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”):

(1) Adjusted earnings per diluted share, which the Company defines as earnings (loss) per diluted share excluding acquisition and related integration costs, dispositions, intangible amortization, restructuring, severance, impairment and other related costs, asbestos-related charges (credits), and the related income tax effect on these items, and charges to income tax expense for valuation allowances on deferred tax assets generated in prior years, divided by adjusted weighted average shares outstanding - diluted;

(2) Adjusted EBITDA, which the Company defines as net income (loss) excluding acquisition and related integration costs, dispositions, intangible amortization, severance, impairment and other related costs, asbestos-related charges (credits), interest income (expense), net, income tax (benefit) expense, depreciation of fixed assets, and equity compensation expense;

(3) Adjusted EBITDA margin, which the Company defines as the percentage that results from dividing Adjusted EBITDA by total net sales;

(4) Free cash flow, which the Company defines as net cash provided by operating activities less non-acquisition capital expenditures.

Management believes adjusted earnings per diluted share, adjusted EBITDA and adjusted EBITDA margin are useful to investors because they allow for comparison to the Company’s performance in prior periods without the effect of items that, by their nature, tend to obscure the Company’s core operating results due to potential variability across periods based on the timing, frequency and magnitude of such items. As a result, management believes that these measures enhance the ability of investors to analyze trends in the Company’s business and evaluate the Company’s performance relative to peer companies. Management also believes free cash flow is useful to investors as an additional way of viewing the Company's liquidity and provides a more complete understanding of factors and trends affecting the Company's cash flows. However, non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, or as alternatives to, financial measures prepared in accordance with GAAP. In addition, these non-GAAP financial measures may differ from, and should not be compared to, similarly named measures used by other companies. Reconciliations of the differences between these non-GAAP financial measures and their most directly comparable financial measures calculated in accordance with GAAP are set forth below.

The Company provides quarterly guidance for adjusted earnings per diluted share and adjusted EBITDA on a non-GAAP basis only. The forward-looking comparable GAAP measures and a reconciliation of adjusted earnings per share and adjusted EBITDA to GAAP are excluded in reliance upon the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K due to the inherent difficulty in forecasting and quantifying, without unreasonable efforts, certain reconciling items. These include, among other things, adjustments that could be made for acquisition and related integration costs, dispositions, intangible amortization, restructuring, severance, impairment and other related costs, asbestos-related charges (credits), and charges to income tax expense for valuation allowances on deferred tax assets generated in prior years, and other charges reflected in the Company’s reconciliations of historic numbers, the amount of which, based on historical experience, could be significant.




6


Reconciliation of GAAP Earnings (Loss) Per Diluted Share to Adjusted Earnings Per Diluted Share*:
20262025
Q2Q1Q2
GAAP Earnings (Loss) Per Diluted Share$0.76 $0.25 $(4.00)
Intangible Amortization0.14 0.15 0.15 
Restructuring, Severance, Impairment & Other Related Costs0.04 0.33 4.14 
Valuation Allowances against Deferred Tax Assets — 0.21 
Estimated Income Tax Impacts of Adjustments(0.02)0.02 (0.16)
Total Adjustments$0.16 $0.50 $4.33 
Adjusted Earnings Per Diluted Share$0.92 $0.75 $0.34 
*Values in table may not add due to rounding.

The following table reconciles weighted average shares outstanding - diluted under US GAAP to adjusted weighted average shares outstanding - diluted used in the calculation of adjusted diluted EPS:
20262025
(shares in millions)Q2Q1Q2
Weighed average shares outstanding - diluted18.017.918.4
Dilutive effect of awards under equity compensation plans — — 
Adjusted weighted average shares outstanding - diluted18.017.918.4

Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA*:
20262025
(dollars in millions)Q2Q1Q2
GAAP Net Income (Loss)$13.6 $4.5 $(73.6)
Intangible Amortization2.6 2.7 2.7 
Restructuring, Severance, Impairment & Other Related Costs0.7 5.9 76.1 
Interest Income, net(0.3)(0.3)(0.4)
Income Tax Expense7.8 6.8 4.3 
Depreciation10.6 10.7 10.5 
Equity Compensation2.6 1.7 4.3 
Total Adjustments$24.0 $27.5 $97.5 
Adjusted EBITDA$37.6 $32.0 $23.9 
*Values in table may not add due to rounding.

Calculation of Adjusted EBITDA margin*:
20262025
(dollars in millions)Q2Q1Q2
Adjusted EBITDA$37.6$32.0$23.9
Divided by Total Net Sales216.8200.5202.8
Adjusted EBITDA Margin17.3 %16.0 %11.8 %

Reconciliation of Net Cash Provided By Operating Activities to Free Cash Flow:
20262025
(dollars in millions)Q2Q1Q2
Net Cash Provided By Operating Activities$24.4 $5.8 $13.7 
Non-Acquisition Capital Expenditures(6.1)(4.7)(8.1)
Free Cash Flow$18.3 $1.1 $5.6 

# # # #
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Filing Exhibits & Attachments

4 documents