Sanmina (NASDAQ: SANM) posts ZT acquisition pro forma financials

Rhea-AI Filing Summary

Sanmina Corporation has filed an amended report to provide more detail on its acquisition of ZT Group Int’l, Inc. from a wholly owned subsidiary of Advanced Micro Devices, Inc. The company previously completed this acquisition on October 27, 2025 by purchasing all ZT common stock held by the seller under a May 18, 2025 equity purchase agreement. This amendment adds ZT’s audited consolidated financial statements for the years ended July 31, 2025 and 2024, and Sanmina’s unaudited pro forma condensed combined balance sheet as of September 27, 2025 and statement of income for the year ended September 27, 2025, showing how the combined company would have looked after the acquisition.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

(October 27, 2025)

Date of Report (date of earliest event reported)

SANMINA CORPORATION

(Exact name of registrant as specified in its charter)

DE			0-21272						77-0228183
(State or other jurisdiction of incorporation or organization)			(Commission File Number)						(I.R.S. Employer Identification No.)

2700 North First Street

San Jose,

CA

95134

(Address of principal executive offices, including zip code)

(408)

964-3500

(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 (see General Instruction A.2. below):

☐    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)			Name of each exchange on which registered
Common Stock			SANM			NASDAQ Global Select Market

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 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

As previously reported, on October 27, 2025 (the "Closing Date"), Sanmina Corporation ("Sanmina") completed the acquisition of ZT Group Int’l, Inc., a New Jersey corporation (“ZT”) (such acquisition, "the Acquisition"), pursuant to the Equity Purchase Agreement, dated May 18, 2025 (the “Purchase Agreement”), by and among Sanmina, ZT, AMD Design, LLC, a Delaware limited liability company and wholly owned subsidiary of AMD (the “Seller”), and Advanced Micro Devices, Inc., a Delaware corporation (“AMD”). On the Closing Date, pursuant to the Purchase Agreement, Sanmina purchased all of the shares of common stock of ZT held by the Seller.

This Current Report on Form 8-K/A (“Amendment No. 1”) is being filed to amend the Current Report on Form 8-K filed with the Securities and Exchange Commission by Sanmina on October 31, 2025 (the “Initial Report”) to include the historical financial statements of ZT and certain pro forma financial information required by Item 9.01 (a) and (b) of Form 8-K.

The unaudited pro forma condensed combined financial information included in this Amendment No. 1 has been presented for informational purposes only. It does not purport to represent the actual results of operations that Sanmina would have achieved had Sanmina acquired ZT during the periods presented in the pro forma financial information and is not intended to project the future results of operations that Sanmina may achieve following the Acquisition. Except as described above, all other information in the Initial Report remains unchanged and is incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements of Business Acquired

The audited consolidated financial statements of ZT as of and for the years ended July 31, 2025 and July 31, 2024, including the notes related thereto and the report of KPMG LLP thereon, are filed as Exhibit 99.1 to this Amendment No. 1 and incorporated by reference herein.

(b) Pro Forma Financial Information

Sanmina's unaudited pro forma condensed combined balance sheet as of September 27, 2025 and unaudited pro forma condensed combined statement of income for the year ended September 27, 2025, giving effect to the Acquisition, including the notes related thereto, are filed as Exhibit 99.2 to this Amendment No. 1 and incorporated by reference herein.

(d) Exhibits.

Exhibit No						Description
23.1						Consent of KPMG LLP, independent auditors of ZT Group Int'l, Inc.
99.1						The audited consolidated financial statements of ZT Group Int'l Inc. as of and for the years ended July 31, 2025 and July 31, 2024, including the notes related thereto and the audit report thereon of the independent auditors.
99.2						The unaudited pro forma condensed combined financial information of Sanmina Corporation as of and for the year ended September 27, 2025, giving effect to the Acquisition, including the unaudited pro forma condensed combined balance sheet as of September 27, 2025 and the unaudited pro forma condensed combined statement of income for the year ended September 27, 2025
104						Cover Page Interactive Data File (embedded within the inline XBRL document)

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 thereunto duly authorized.

						SANMINA CORPORATION
						By:			/s/ JONATHAN FAUST
									Jonathan Faust
									Executive Vice President and Chief Financial Officer
Date:			January 12, 2026

FAQ

What did Sanmina (SANM) disclose about the ZT Group acquisition in this 8-K/A?

Sanmina disclosed that it completed the acquisition of ZT Group Int’l, Inc. on October 27, 2025 under a May 18, 2025 equity purchase agreement by purchasing all ZT common stock held by a wholly owned subsidiary of Advanced Micro Devices, Inc.

Why did Sanmina (SANM) file this amendment related to ZT Group?

The amendment was filed to include the historical financial statements of ZT and certain pro forma financial information required by Item 9.01(a) and (b), which were not included in the initial current report.

What financial statements of ZT Group are now available from Sanmina (SANM)?

Sanmina filed as Exhibit 99.1 the audited consolidated financial statements of ZT as of and for the years ended July 31, 2025 and July 31, 2024, including related notes and the audit report of KPMG LLP.

What pro forma financial information did Sanmina (SANM) provide for the ZT acquisition?

Sanmina provided as Exhibit 99.2 an unaudited pro forma condensed combined balance sheet as of September 27, 2025 and an unaudited pro forma condensed combined statement of income for the year ended September 27, 2025, giving effect to the acquisition.

How should investors interpret Sanmina’s (SANM) pro forma ZT acquisition information?

The company states that the unaudited pro forma condensed combined financial information is for informational purposes only. It does not represent the actual results Sanmina would have achieved had it acquired ZT during the periods presented and is not intended to project future results.

Which exhibits are included with Sanmina’s (SANM) ZT acquisition amendment?

The exhibits include: 23.1 (consent of KPMG LLP, independent auditors of ZT), 99.1 (ZT’s audited consolidated financial statements for the years ended July 31, 2025 and 2024) and 99.2 (Sanmina’s unaudited pro forma condensed combined financial information giving effect to the acquisition), along with the cover page interactive data file.