Bio-Techne (NASDAQ: TECH) posts Q3 2026 results and $0.08 dividend

Rhea-AI Filing Summary

Bio-Techne Corporation reported mixed third quarter fiscal 2026 results. Net sales were $311.4 million, down 2% year over year, with organic revenue also declining 2% as prior-year GMP fast-track orders and timing of large Commercial Supply shipments weighed on growth.

GAAP earnings improved sharply, with diluted EPS rising to $0.32 from $0.14, driven by a 95% increase in GAAP operating income to $75.5 million and a higher 24.2% operating margin helped by profitability initiatives and the Exosome Diagnostics divestiture. On a non-GAAP basis, adjusted EPS slipped to $0.53 from $0.56 and adjusted operating margin eased to 34.2% from 34.9%.

The Protein Sciences segment posted revenue of $226.2 million, down 1%, with organic revenue down 4%, while Diagnostics and Spatial Biology revenue declined 4% to $85.6 million but delivered 3% organic growth and margin expansion. The company ended the period with $209.8 million in cash and equivalents and reduced long-term debt to $200 million. The Board declared a quarterly cash dividend of $0.08 per share, payable May 29, 2026 to shareholders of record on May 18, 2026.

Insights

Equity research analyst

Revenue is slightly down, GAAP profitability up sharply, with modestly softer non-GAAP metrics.

Bio-Techne posted Q3 fiscal 2026 net sales of $311.4 million, a 2% decline, as prior-year GMP fast-track orders and shipment timing created a tough comparison. Large pharma demand remained strong with double-digit growth, while emerging biotech spending lagged and U.S. academic markets grew at low-single digits.

GAAP profitability improved meaningfully: operating income nearly doubled to $75.5 million, lifting GAAP operating margin to 24.2%. This reflected profitability initiatives, the Exosome Diagnostics divestiture, and lapping a non-recurring arbitration payment, partially offset by product mix. Non-GAAP results were steadier, with adjusted EPS at $0.53 versus $0.56 and adjusted EBITDA of $116.7 million versus $122.2 million.

The balance sheet shows $209.8 million in cash and equivalents and long-term debt reduced to $200 million, which, combined with strong cash from operations of $196.7 million for the nine months ended March 31, 2026, supports ongoing investment and shareholder returns. The Board declared a quarterly dividend of $0.08 per share, continuing its capital return pattern without a major shift in strategy.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Q3 net sales: $311.4 million GAAP diluted EPS: $0.32 per share Adjusted diluted EPS: $0.53 per share +5 more

8 metrics

Q3 net sales $311.4 million Quarter ended March 31, 2026; down 2% year over year

GAAP diluted EPS $0.32 per share Quarter ended March 31, 2026; up from $0.14

Adjusted diluted EPS $0.53 per share Quarter ended March 31, 2026; down from $0.56

Adjusted EBITDA $116.7 million Quarter ended March 31, 2026; compared with $122.2 million

Protein Sciences revenue $226.2 million Q3 fiscal 2026 segment net sales; down 1% from prior year

Diagnostics & Spatial Biology revenue $85.6 million Q3 fiscal 2026 segment net sales; down 4% from prior year

Quarterly dividend $0.08 per share For quarter ended March 31, 2026; payable May 29, 2026

Cash and equivalents $209.8 million Balance as of March 31, 2026 on condensed balance sheet

Key Terms

organic revenue, adjusted EBITDA, non-GAAP adjusted tax rate, business held-for-sale, +2 more

6 terms

organic revenue financial

"Organic revenue decreased 2% compared to the prior year, with foreign currency exchange having a favorable impact of 2%"

Organic revenue is the sales a company generates from its regular business activities after stripping out extra effects like revenue added or lost from buying or selling other businesses and from currency swings. Think of it as measuring how much a store’s own customers increased spending, not growth from opening new stores or temporary price moves; investors use it to judge the true strength and sustainability of a company’s core demand.

adjusted EBITDA financial

"Adjusted EBITDA | ​ | $ | 116,706 | ​ | $ | 122,224 | ​ | $ | 316,062 |"

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.

non-GAAP adjusted tax rate financial

"Non-GAAP adjusted tax rate | | 22.3 | % | ​ | 21.5 | %"

A non‑GAAP adjusted tax rate is the percentage of profit a company says it would owe in taxes after removing one‑time items and accounting adjustments that management excludes from its headline earnings. Investors use it to see a cleaner view of the recurring tax burden that underpins adjusted earnings, so comparisons and valuation feel less distorted—like looking at a car’s regular fuel use after excluding one‑off long trips or repairs.

business held-for-sale financial

"a business within the Protein Sciences segment met the criteria as held-for-sale; this held-for-sale business has been excluded"

restructuring and restructuring-related costs financial

"Restructuring and restructuring-related costs | ​ | ​ | 2,952 | ​ | ​ | 716"

Exosome Diagnostics divestiture financial

"GAAP operating margin was favorably impacted by ongoing profitability initiatives, the Exosome Diagnostics divestiture"

Earnings Snapshot

Revenue: $311.4 million

Quarter ended March 31, 2026

Revenue $311.4 million -2% year over year

Net earnings $51.0 million up from $22.6 million

GAAP diluted EPS $0.32 up from $0.14

Adjusted diluted EPS $0.53 down from $0.56

Adjusted EBITDA $116.7 million down from $122.2 million

Understanding 8-K Material Events →

0000842023false00008420232026-05-062026-05-06

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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

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Date of Report (Date of earliest event reported): May 6, 2026

BIO-TECHNE CORPORATION

(Exact Name of Registrant as Specified in its Charter)

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Minnesota	0-17272	41-1427402
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

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 55413

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614 McKinley Place NE

Minneapolis, Minnesota 55413

(Address of Principal Executive Offices) (Zip Code)

(612) 379-8854

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	TECH	NASDAQ

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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:

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☐	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))

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

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☐ Emerging growth company

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02 Results of Operations and Financial Condition

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A copy of the press release issued by Bio-Techne Corporation on May 6, 2026, describing the results of operations for the quarter and nine months ended March 31, 2026, and its financial condition as of March 31, 2026 is attached hereto as Exhibit 99.1.

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The information in 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, as amended (the “Exchange Act”), 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 or the Exchange Act, except as expressly set forth by specific reference in such filing.

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Item 8.01 Other Events

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A copy of the press release issued by Bio-Techne Corporation on May 6, 2026 announcing a cash dividend is attached hereto as Exhibit 99.2.

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Item 9.01 Financial Statements and Exhibits

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(d) Exhibits
99.1	Press Release, dated May 6, 2026, announcing results of operations
99.2	Press Release, dated May 6, 2026, announcing cash dividend
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104 -	Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE

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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.

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​	BIO-TECHNE CORPORATION
​	​
Date: May 6, 2026	By:	/s/ Shane V. Bohnen
​	Shane V. Bohnen
​	Senior Vice President, General Counsel and Secretary

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Exhibit 99.1

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Bio-Techne Releases Third Quarter Fiscal 2026 Results

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Minneapolis/May 6, 2026/ Bio-Techne Corporation (NASDAQ: TECH) today reported its financial results for the third quarter ending March 31, 2026.

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Third Quarter FY2026 Highlights

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●Reported and organic revenue declined 2% to $311.4M, negatively impacted by prior-year GMP fast-track orders and timing of large Commercial Supply shipments

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●GAAP EPS increased to $0.32 from $0.14; adjusted EPS was $0.53, down from $0.56

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●Large pharma delivered the sixth consecutive quarter of double-digit growth, offset by a continued lag in spending by emerging biotech; U.S. academic markets stabilized with low-single-digit growth

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●Growth vectors performed well, with mid-single-digit growth in Proteomic Analysis instruments, mid-teens growth in Spatial Biology, and nearly 50% growth in GMP proteins excluding fast-track customers

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“The Bio-Techne team delivered solid execution amid a mixed end-market environment,” said Kim Kelderman, President and Chief Executive Officer of Bio-Techne. “Large pharma again led results with the sixth consecutive quarter of double-digit growth, supported by momentum in Asia and stabilizing U.S. academic demand. While biotech funding remains healthy, it has not yet translated into broad-based demand across our portfolio.”

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Kelderman continued, “We are encouraged by early indicators pointing to a more constructive outlook as funding activity and customer purchasing begin to realign. Our portfolio is organized to support durable, high-value applications across the scientific journey, from biological discovery and translational insight to therapeutic development, manufacturing, and precision diagnostics. Together with our strong operating discipline and financial flexibility, Bio-Techne remains well positioned to deliver attractive long-term value for our stakeholders.”

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Conference Call

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Bio-Techne will host an earnings conference call today, May 6, 2026, at 8:00 a.m. CDT. To listen, please dial 1-800-343-4136 or 1-203-518-9843 (for international callers), and reference conference ID TECHQ3. The earnings call can also be accessed via webcast through the following link https://investors.bio-techne.com/ir-calendar.

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A recorded rebroadcast will be available for interested parties unable to participate in the live conference call by dialing 1-844-512- 2921 or 1-412-317-6671 (for international callers) and referencing Conference ID 11161556. The replay will be available from 11:00 a.m. CDT on Wednesday, May 6, 2026, until 11:00 p.m. CDT on Saturday, June 6, 2026.

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Third Quarter Fiscal 2026

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Revenue

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Net sales for the third quarter decreased 2% to $311.4 million. Organic revenue decreased 2% compared to the prior year, with foreign currency exchange having a favorable impact of 2%, and non-recurring prior year revenue from a business held-for-sale having an unfavorable impact of 2%.

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GAAP Earnings Results

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GAAP EPS was $0.32 per diluted share versus $0.14 in the same quarter last year. GAAP operating income for the third quarter of fiscal 2026 increased 95% to $75.5 million compared to $38.7 million in the third quarter of fiscal 2025. GAAP operating margin was 24.2% compared to 12.2% in the third quarter of fiscal 2025. Current quarter GAAP operating margin was favorably impacted by ongoing profitability initiatives, the Exosome Diagnostics divestiture, and a non-recurring arbitration payment in the prior year, partially offset by unfavorable product mix.

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Non-GAAP Earnings Results

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Adjusted EPS decreased to $0.53 per diluted share compared to $0.56 in the same quarter last year. Adjusted operating income decreased to $106.5 million in the third quarter of fiscal 2026 compared to $110.3 million in the third quarter of fiscal 2025. Adjusted operating margin was 34.2% for the third quarter of fiscal 2026 compared to 34.9% in the third quarter of fiscal 2025. Adjusted operating margin was unfavorably impacted by volume and product mix, partially offset by ongoing profitability initiatives and the Exosome Diagnostics divestiture.

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Segment Results

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Management uses adjusted operating results to monitor and evaluate performance of the Company’s business segments, as highlighted below.

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Protein Sciences Segment

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The Company’s Protein Sciences segment is one of the world’s leading suppliers of specialized proteins such as cytokines and growth factors, immunoassays, antibodies and reagents, to the biopharma and academic research communities. Additionally, the segment provides an array of platforms essential in various areas of protein analysis. The Protein Sciences segment’s third quarter fiscal 2026 net sales were $226.2 million, a decrease of 1% from $227.7 million in the third quarter of fiscal 2025. As of December 31, 2023, a business within the Protein Sciences segment met the criteria as held-for-sale; this held-for-sale business has been excluded from the segment’s operating results for both periods presented. Organic revenue decreased 4% for the third quarter of fiscal 2026, with foreign currency exchange having a favorable impact of 3%. The Protein Sciences segment’s operating margin decreased to 44.2% in the third quarter of fiscal 2026 compared to 45.6% in the third quarter of fiscal 2025. The segment’s operating margin decreased primarily due to unfavorable volume and product mix, partially offset by ongoing profitability initiatives.

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Diagnostics and Spatial Biology Segment

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The Company’s Diagnostics and Spatial Biology segment develops and provides spatial biology products, carrier screening and oncology kits. The Diagnostics and Spatial Biology segment also provides blood chemistry and blood gas quality controls, hematology instrument controls, immunoassays and other bulk and custom reagents for the in vitro diagnostic market. The Diagnostics and Spatial Biology segment’s third quarter fiscal 2026 net sales were $85.6 million, a decrease of 4% from $89.2 million for the third quarter of fiscal 2025. As of June 30, 2025, a business within the Diagnostics and Spatial Biology segment met the criteria as held-for-sale; this held-for-sale business has been excluded from the segment’s fiscal 2026 operating results. Organic revenue growth was 3% for the third quarter of fiscal 2026, with foreign exchange having a favorable impact of 1%. The held-for-sale business had an unfavorable impact of 8%. The Diagnostics and Spatial Biology segment’s operating margin increased to 12.1% in the third quarter of fiscal 2026 compared to 9.4% in the third quarter of fiscal 2025. The segment’s operating margin was favorably impacted by the Exosome Diagnostics divestiture and ongoing profitability initiatives, partially offset by unfavorable product mix.

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About Bio-Techne

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Bio-Techne Corporation (NASDAQ: TECH) is a global life sciences company headquartered in Minnesota, celebrating 50 years of empowering scientific and diagnostic communities to reach better answers. The company provides high-quality reagents, analytical instruments, and precision diagnostics.  Its portfolio is organized into three customer-focused brands: R&D Systems™, Bio-Techne Spatial™, and Bio-Techne Diagnostics™, reflecting the scientific journey from discovery to translational research to clinical decision-making. Bio-Techne operates in 34 locations worldwide and employs approximately 3,100 people. In fiscal year 2025, the company generated over $1.2 billion in net sales.  Its more than 500,000 products are used globally by academic researchers, biopharmaceutical and biotechnology companies, and clinical diagnostic laboratories. For more information on Bio-Techne and its brands, please visit www.bio-techne.com or follow the company on social media at LinkedIn, X, or YouTube. 

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Forward Looking Statements:

​

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These statements use words and variations of words, such as “will,” “plan,” “continue,” “believe,” “outlook,” “expect,” and “predict.” These statements are made as of the date of this press release, are based on current expectations of future events, and thus are inherently subject to a number of risks and uncertainties, many of which involve factors or circumstances beyond the Company’s control. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations and projections. These risks, uncertainties, and other factors include, without limitation: the effect of new branding and marketing initiatives, the integration of new businesses and leadership, the introduction and acceptance of new products, the funding and focus of the types of research by the Company’s customers, the impact of the growing number of producers of biotechnology research products and related price competition, general economic conditions, the impact of currency exchange rate fluctuations, and the costs and results of research and product development efforts of the Company and of companies in which the Company has invested or with which it has formed strategic relationships.

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For additional information concerning these risks, uncertainties, and other factors, see the section titled “Risk Factors” in the Company’s most recent annual report on Form 10-K as filed with the Securities and Exchange Commission. We undertake and we expressly disclaim any obligation to update or revise any forward-looking statements due to new information, changed assumptions, or future events, except as required by law. Investors are cautioned not to place undue reliance on forward-looking statements.

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Non-GAAP Financial Measures:

​

The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). This press release contains financial measures that have not been calculated in accordance with GAAP. These non-GAAP measures include:

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· Organic revenue and organic revenue growth

· Adjusted gross margin

· Earnings before interest, taxes, depreciation, and amortization (EBITDA)

· Adjusted EBITDA

· Adjusted operating income

· Adjusted operating margin

· Adjusted tax rate

· Adjusted net earnings

· Adjusted diluted earnings per share

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These non-GAAP measures should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP and may also be inconsistent with similar measures presented by other companies. Reconciliations of these measures to the applicable most closely comparable GAAP measures, and reasons for the Company’s use of these measures, are presented in the attached pages.

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Contact: David Clair, Vice President, Investor Relations

David.Clair@bio-techne.com

612-656-4416

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BIO-TECHNE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(In thousands, except per share data)

(Unaudited)

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

March 31,

​

March 31,

​

​ ​ ​

2026

​ ​ ​

2025

​ ​ ​

2026

​ ​ ​

2025

Net sales

​

$

311,415

​

$

316,181

​

$

893,847

​

$

902,671

Cost of sales

​

103,127

​

101,625

​

306,170

​

311,211

Gross margin

​

208,288

​

214,556

​

587,677

​

591,460

Operating expenses:

​

​

​

​

​

​

​

​

Selling, general and administrative

​

109,338

​

151,269

​

339,242

​

391,881

Research and development

​

23,455

​

24,579

​

70,821

​

73,464

Total operating expenses

​

132,793

​

175,848

​

410,063

​

465,345

Operating income

​

75,495

​

38,708

​

177,614

​

126,115

Other income (expense)

​

(4,270)

​

(434)

​

(7,614)

​

(4,793)

Earnings before income taxes

​

71,225

​

38,274

​

170,000

​

121,322

Income taxes

​

20,178

​

15,686

​

42,759

​

30,244

Net earnings

​

$

51,047

​

$

22,588

​

$

127,241

​

$

91,078

Earnings per share:

​

​

​

​

​

​

​

​

Basic

​

$

0.33

​

$

0.14

​

$

0.82

​

$

0.58

Diluted

​

$

0.32

​

$

0.14

​

$

0.81

​

$

0.57

Weighted average common shares outstanding:

​

​

​

​

​

​

​

​

​

​

​

​

Basic

​

156,327

​

157,372

​

155,893

​

158,117

Diluted

​

157,403

​

158,944

​

156,943

​

160,662

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BIO-TECHNE CORPORATION

RECONCILIATION OF ADJUSTED GROSS MARGIN AND ADJUSTED GROSS MARGIN PERCENTAGE

(In thousands)

(Unaudited)

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

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Nine Months Ended

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​

​

March 31,

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March 31,

​

​

​

2026

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2025

​

2026

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2025

​

Total consolidated net sales

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$

311,415

​

$

316,181

​

$

893,847

​

$

902,671

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Business held-for-sale(1)

​

​

—

​

​

—

​

​

5,439

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​

4,152

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Revenue from recurring operations

​

$

311,415

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$

316,181

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$

888,408

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$

898,519

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

Gross margin - GAAP

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$

208,288

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$

214,556

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$

587,677

​

$

591,460

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Gross margin percentage - GAAP

​

​

66.9

%

​

67.9

%

​

65.7

%

​

65.5

%

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​

​

​

​

​

​

​

​

​

​

​

​

​

Identified adjustments:

​

​

​

​

​

​

​

​

​

​

​

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Costs recognized upon sale of acquired inventory

$

—

​

$

181

​

$

—

​

$

554

​

Amortization of intangibles

​

9,465

​

​

11,057

​

​

28,377

​

​

33,467

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Stock-based compensation, inclusive of employer taxes

​

400

​

​

378

​

​

1,252

​

​

1,010

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Restructuring and restructuring-related costs

​

​

1,152

​

​

364

​

​

4,756

​

​

7,953

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Impact of business held-for-sale(1)

​

​

—

​

​

—

​

​

(2,581)

​

​

(147)

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Adjusted gross margin

$

219,305

​

$

226,536

​

$

619,481

​

$

634,297

​

Adjusted gross margin percentage(2)

​

​

70.4

%

​

71.6

%

​

69.7

%

​

70.6

%

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​

​

​

​

​

​

​

​

​

​

​

​

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(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

(2) Adjusted gross margin percentage excludes both revenue and gross margin of the businesses that met the held-for-sale criteria during the respective periods.

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BIO-TECHNE CORPORATION

RECONCILIATION OF GAAP NET INCOME TO ADJUSTED EBITDA

(In thousands)

(Unaudited)

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

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Nine Months Ended

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​

March 31,

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March 31,

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​

2026

​

2025

​

2026

​

2025

Net earnings

​

$

51,047

​

$

22,588

​

$

127,241

​

$

91,078

Net interest expense (income)

​

1,420

​

981

​

4,655

​

3,031

Depreciation and amortization

​

24,169

​

27,571

​

73,218

​

82,792

Income taxes

​

20,178

​

15,686

​

42,759

​

30,244

EBITDA

​

96,814

​

66,826

​

247,873

​

207,145

Amortization of Wilson Wolf intangible assets

​

​

2,490

​

​

2,491

​

​

7,469

​

​

7,471

Acquisition related expenses and other

​

1,042

​

5,290

​

6,789

​

9,477

Certain litigation charges

​

​

822

​

​

38,927

​

​

5,370

​

​

40,606

Stock-based compensation, inclusive of employer taxes

​

10,968

​

11,629

​

37,262

​

37,504

Restructuring and restructuring-related costs

​

2,952

​

716

​

14,201

​

15,027

Investment (gain) loss and other non-operating (income) loss

​

​

1,618

​

​

—

​

​

1,314

​

​

—

Recovery of assets held-for-sale

​

​

—

​

​

(3,655)

​

​

(6,789)

​

​

(3,655)

Impact of business held-for-sale(1)

​

​

—

​

​

—

​

​

2,573

​

​

479

Adjusted EBITDA

​

$

116,706

​

$

122,224

​

$

316,062

​

$

314,054

(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

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BIO-TECHNE CORPORATION

RECONCILIATION OF ADJUSTED OPERATING INCOME AND ADJUSTED OPERATING MARGIN PERCENTAGE

(In thousands)

(Unaudited)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

​

March 31,

​

March 31,

​

​

​ ​ ​

2026

​

2025

​

2026

​

2025

​

Total consolidated net sales

​

$

311,415

​

$

316,181

​

$

893,847

​

$

902,671

​

Business held-for-sale(1)

​

​

—

​

​

—

​

​

5,439

​

​

4,152

​

Revenue from recurring operations

​

$

311,415

​

$

316,181

​

$

888,408

​

$

898,519

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Operating income - GAAP

​

$

75,495

​

$

38,708

​

$

177,614

​

$

126,115

​

Operating income percentage - GAAP

​

​

24.2

%

​

12.2

%

​

19.9

%

​

14.0

%

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Identified adjustments:

​

​

​

​

​

​

​

​

​

​

​

​

​

Amortization of intangibles

​

​

15,382

​

​

18,836

​

​

46,111

​

​

57,136

​

Acquisition related expenses and other

​

​

897

​

​

5,159

​

​

6,341

​

​

9,051

​

Certain litigation charges

​

​

822

​

​

38,927

​

​

5,370

​

​

40,606

​

Stock-based compensation, inclusive of employer taxes

​

​

10,968

​

​

11,629

​

​

37,262

​

​

37,504

​

Restructuring and restructuring-related costs

​

​

2,952

​

​

716

​

​

14,201

​

​

15,027

​

Recovery of assets held-for-sale

​

​

—

​

​

(3,655)

​

​

(6,789)

​

​

(3,655)

​

Impact of business held-for-sale(1)

​

​

—

​

​

—

​

​

2,573

​

​

479

​

Adjusted operating income

​

$

106,516

​

$

110,320

​

$

282,683

​

$

282,263

​

Adjusted operating margin percentage(2)

​

​

34.2

%

​

34.9

%

​

31.8

%

​

31.4

%

(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

(2) Adjusted operating margin percentage excludes both revenue and operating margin for the businesses that met the held-for-sale criteria during the respective periods.

​

BIO-TECHNE CORPORATION

RECONCILIATION OF NON-GAAP ADJUSTED TAX RATE

(In percentages)

(Unaudited)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

March 31,

​

March 31,

​

​ ​ ​

2026

​

2025

​

2026

​

2025

GAAP effective tax rate

28.3

%

​

41.0

%

​

25.2

%

​

24.9

%

Discrete items

​

(0.5)

​

​

(19.5)

​

​

1.7

​

​

(1.8)

​

Annual forecast update

​

(0.9)

​

​

1.6

​

​

—

​

​

—

​

Long-term GAAP tax rate

26.9

%

​

23.1

%

​

26.9

%

​

23.1

%

Rate impact items

​

​

​

​

​

​

​

​

​

​

​

​

Stock based compensation

(2.9)

%

​

(1.0)

%

​

(2.9)

%

​

(3.8)

%

Other

​

(1.7)

​

​

(0.6)

​

​

(1.7)

​

​

2.2

​

Total rate impact items

(4.6)

%

​

(1.6)

%

​

(4.6)

%

​

(1.6)

%

Non-GAAP adjusted tax rate

22.3

%

​

21.5

%

​

22.3

%

​

21.5

%

​

​

BIO-TECHNE CORPORATION

RECONCILIATION OF ADJUSTED NET EARNINGS AND ADJUSTED EARNINGS PER SHARE

(In thousands, except per share data)

(Unaudited)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

March 31,

​

March 31,

​

2026

​

2025

​

​

2026

​

2025

​

Net earnings before taxes - GAAP

​ ​ ​

$

71,225

​

$

38,274

​

​

$

170,000

​ ​ ​

$

121,322

​

Identified adjustments:

​

​

​

​

​

​

​

​

​

​

​

​

​

Amortization of intangibles

​

15,382

​

18,836

​

​

46,111

​

57,136

​

Amortization of Wilson Wolf intangible assets

​

​

2,490

​

​

2,491

​

​

​

7,469

​

​

7,471

​

Acquisition related expenses and other

​

1,042

​

5,290

​

​

6,789

​

9,477

​

Certain litigation charges

​

​

822

​

​

38,927

​

​

​

5,370

​

​

40,606

​

Stock-based compensation, inclusive of employer taxes

​

10,968

​

11,629

​

​

37,262

​

37,504

​

Restructuring and restructuring-related costs

​

2,952

​

716

​

​

14,201

​

15,027

​

Investment (gain) loss and other non-operating (income) loss

​

​

1,618

​

​

—

​

​

​

1,314

​

​

—

​

Recovery of assets held-for-sale

​

​

—

​

​

(3,655)

​

​

​

(6,789)

​

​

(3,655)

​

Impact of business held-for-sale(1)

​

​

—

​

​

—

​

​

​

2,573

​

​

479

​

Net earnings before taxes - Adjusted

​

$

106,499

​

$

112,508

​

​

$

284,300

​

$

285,367

​

Non-GAAP tax rate

​

22.3

%

21.5

%

​

22.3

%

21.5

%

Non-GAAP tax expense

​

$

23,749

​

$

24,190

​

​

$

63,399

​ ​ ​

$

61,385

​

Non-GAAP adjusted net earnings

​

$

82,750

​

$

88,318

​

​

$

220,901

​

$

223,982

​

Earnings per share - diluted - Adjusted

​

$

0.53

​

$

0.56

​

​

$

1.41

​

$

1.39

​

(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

​

​

BIO-TECHNE CORPORATION

SEGMENT REVENUE

(In thousands)

(Unaudited)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

March 31,

​

March 31,

​

​ ​ ​

2026

​

2025

​ ​ ​

2026

​

2025

Protein Sciences segment revenue

​

$

226,154

​

$

227,687

​

$

643,426

$

643,774

Diagnostics and Spatial Biology segment revenue

​

85,586

​

89,231

​

246,224

​

256,558

Other revenue(1)

​

​

—

​

​

—

​

​

5,439

​

​

4,152

lntersegment revenue

​

(325)

​

(737)

​

(1,242)

​

(1,813)

Consolidated revenue

​

$

311,415

​

$

316,181

​

$

893,847

$

902,671

(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

​

BIO-TECHNE CORPORATION

SEGMENT OPERATING INCOME

(In thousands)

(Unaudited)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Quarter Ended

​

Nine Months Ended

​

​

March 31,

​

March 31,

​

​ ​ ​

2026

​

2025

​ ​ ​

2026

​ ​ ​

2025

Protein Sciences segment operating income

​

$

99,999

​ ​ ​

$

103,910

​ ​ ​

$

262,327

​ ​ ​

$

271,564

Diagnostics and Spatial Biology segment operating income

​

10,319

​ ​ ​

​

8,423

​ ​ ​

​

27,629

​ ​ ​

​

15,940

Segment operating income

​

110,318

​

112,333

​

289,956

​

287,504

Corporate general, selling, and administrative

​

(3,802)

​

(2,013)

​

(7,273)

​

(5,241)

Adjusted operating income

​

106,516

​

110,320

​

282,683

​

282,263

Amortization of intangibles

​

(15,382)

​

(18,836)

​

(46,111)

​

(57,136)

Acquisition related expenses and other

​

(897)

​

(5,159)

​

(6,341)

​

(9,051)

Certain litigation charges

​

​

(822)

​

​

(38,927)

​

​

(5,370)

​

​

(40,606)

Stock-based compensation, inclusive of employer taxes

​

(10,968)

​

(11,629)

​

(37,262)

​

(37,504)

Restructuring and restructuring-related costs

​

(2,952)

​

(716)

​

(14,201)

​

(15,027)

Recovery of assets held-for-sale

​

​

—

​

​

3,655

​

​

6,789

​

​

3,655

Impact of business held-for-sale(1)

​

​

—

​

​

—

​

​

(2,573)

​

​

(479)

Operating income

​

$

75,495

​

$

38,708

​

$

177,614

​

$

126,115

(1) March 31, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023. March 31, 2026 amounts relate to the Diagnostics and Spatial Biology segment business that met the held-for-sale criteria on June 30, 2025.

​

​

BIO-TECHNE CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

​

​	​	​	​	​	​	​
​	​	March 31,		​	June 30,
​	​ ​ ​	2026		​ ​ ​	2025
ASSETS	​	​	​	​	​	​
Cash and equivalents	​	$	209,819	​	$	162,186
Accounts receivable, net	​		214,562	​		206,876
Inventories	​		201,175	​		189,446
Current assets held-for-sale	​	​	—	​	​	12,332
Other current assets	​		62,494	​		37,460
Total current assets	​		688,050	​		608,300
​	​	​	​	​	​	​
Property and equipment, net	​		232,990	​		245,719
Right of use assets	​		68,316	​		73,399
Goodwill and intangible assets, net	​		1,296,874	​		1,346,534
Other assets	​		264,371	​		283,916
Total assets	​	$	2,550,601	​	$	2,557,868
​	​	​	​	​	​	​
LIABILITIES AND STOCKHOLDERS' EQUITY	​		​	​		​
Accounts payable and accrued expenses	​	$	95,601	​	$	116,765
Contract liabilities	​		38,433	​		32,571
Income taxes payable	​		2,971	​		10,770
Operating lease liabilities - current	​		14,181	​		14,098
Other current liabilities	​		2,092	​		1,645
Total current liabilities	​		153,278	​		175,849
​	​	​	​	​	​	​
Deferred income taxes	​		14,210	​		6,169
Long-term debt obligations	​		200,000	​		346,000
Operating lease liabilities	​		76,141	​		83,960
Other long-term liabilities	​		21,668	​		27,082
Stockholders' equity	​		2,085,304	​		1,918,808
Total liabilities and stockholders' equity	​	$	2,550,601	​	$	2,557,868

​

​

BIO-TECHNE CORPORATION

CONDENSED CONSOLIDATED CASH FLOWS

(In thousands)

(Unaudited)

​

​	​	​	​	​	​	​
​	​ ​ ​	Nine Months Ended
​	​	March 31,
​	​	2026		​	2025
CASH FLOWS FROM OPERATING ACTIVITIES		​	​		​	​
Net earnings	​	$	127,241	​	$	91,078
Adjustments to reconcile net earnings to net cash provided by operating activities	​		​	​		​
Depreciation and amortization	​		73,218	​		82,792
Costs recognized on sale of acquired inventory	​	​	—	​	​	554
Deferred income taxes	​	​	8,045	​	​	(18,825)
Stock-based compensation expense	​		36,135	​		36,283
(Gain) Loss on equity method investment	​	​	335	​	​	169
Asset impairment restructuring	​	​	3,253	​	​	9,961
Recovery of assets held-for-sale	​	​	(6,789)	​	​	(3,655)
Other operating activities	​		(44,781)	​		(9,002)
Net cash provided by (used in) operating activities	​		196,657	​		189,355
CASH FLOWS FROM INVESTING ACTIVITIES	​		​	​		​
Proceeds from sale of available-for-sale investments	​	​	—	​	​	1,085
Additions to property and equipment	​		(20,370)	​		(26,116)
Distributions from Wilson Wolf	​	​	4,620	​	​	2,653
Investment in Spear Bio	​	​	—	​	​	(15,000)
Proceeds from sale of assets held-for-sale	​	​	4,617	​	​	1,789
Net cash provided by (used in) investing activities	​		(11,133)	​		(35,589)
CASH FLOWS FROM FINANCING ACTIVITIES	​		​	​		​
Cash dividends	​		(37,432)	​		(38,004)
Proceeds from stock option exercises	​		58,193	​		45,513
Long-term debt activity, net	​		(146,000)	​		11,000
Repurchases of common stock	​		(24)	​		(175,674)
Taxes paid on RSUs and net share settlements	​	​	(10,643)	​	​	(6,288)
Net cash provided by (used in) financing activities	​		(135,906)	​		(163,453)
Effect of exchange rate changes on cash and cash equivalents	​		(1,985)	​		(1,434)
Net increase (decrease) in cash and cash equivalents	​		47,633	​		(11,121)
Cash and cash equivalents at beginning of period	​		162,186	​		151,791
Cash and cash equivalents at end of period	​	$	209,819	​	$	140,670

​

​

Use of Non-GAAP Financial Measures:

​

This press release contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results. Investors are encouraged to review the reconciliations of non-GAAP financial measures used in this press release to their most directly comparable GAAP financial measures as provided with the financial statements attached to this press release.

​

Our non-GAAP financial measure of organic revenue and organic revenue growth represent revenue growth excluding revenue from acquisitions within the preceding 12 months, the impact of foreign currency, the impact of businesses held-for-sale, as well as the impact of partially-owned consolidated subsidiaries. Excluding these measures provides more useful period-to-period comparison of revenue results as it excludes the impact of foreign currency exchange rates, which can vary significantly from period to period, and revenue from acquisitions that would not be included in the comparable prior period. Revenues from businesses held-for-sale are excluded from our organic revenue calculation starting on the date they become held-for-sale as that revenue will not be comparable in future periods. Revenues from partially-owned subsidiaries consolidated in our financial statements are also excluded from our organic revenue calculations, as those revenues are not fully attributable to the Company. There was no revenue from partially-owned consolidated subsidiaries in fiscal years 2026 or 2025.

​

Our non-GAAP financial measures for adjusted gross margin, adjusted operating margin, adjusted EBITDA, and adjusted net earnings, in total and on a per share basis, exclude stock-based compensation, which is inclusive of the employer portion of payroll taxes on those stock awards, the costs recognized upon the sale of acquired inventory, amortization of acquisition intangibles, and restructuring and restructuring-related costs. Stock-based compensation is excluded from adjusted net earnings because of the nature of this charge, specifically the varying available valuation methodologies, subjective assumptions, variety of award types, and unpredictability of amount and timing of employer related tax obligations. The Company excludes amortization of purchased intangible assets, purchase accounting adjustments, including costs recognized upon the sale of acquired inventory, and other non-recurring items including gains or losses on goodwill and long-lived asset impairment charges, and one-time assessments from this measure because they occur as a result of specific events, and are not reflective of our internal investments, the costs of developing, producing, supporting and selling our products, and the other ongoing costs to support our operating structure. Costs related to restructuring and restructuring-related activities, including reducing overhead and consolidating facilities, are excluded because we believe they are not indicative of our normal operating costs.  Additionally, these amounts can vary significantly from period to period based on current activity. The Company also excludes revenue and expense attributable to partially-owned consolidated subsidiaries as well as revenue and expense attributable to businesses held-for-sale in the calculation of our non-GAAP financial measures.

​

The Company’s non-GAAP adjusted operating margin, adjusted EBITDA, and adjusted net earnings, in total and on a per share basis, also exclude acquisition related expenses inclusive of the changes in fair value of contingent consideration, and other non-recurring items including certain costs related to the transition to a new CEO, goodwill and long-lived asset impairments, and gains. We also exclude certain litigation charges which are facts and circumstances specific including costs to resolve litigation and legal settlement (gains and losses). In some cases, these costs may be a result of litigation matters at acquired companies that were not probable, inestimable, or unresolved at the time of acquisition.

​

The Company’s non-GAAP adjusted EBITDA and adjusted net earnings, in total and on a per share basis, also excludes gains and losses from investments, as they are not part of our day-to-day operating decisions (excluding our equity method investment in Wilson Wolf as it is certain to be acquired in the future) and certain adjustments to income tax expense. Additionally, gains and losses from investments that are either isolated or cannot be expected to occur again with any predictability are excluded. The Company independently calculates a non-GAAP adjusted tax rate to be applied to the identified non-GAAP adjustments considering the impact of discrete items on these adjustments and the jurisdictional mix of the adjustments. In addition, the tax impact of other discrete and non-recurring charges which impact our reported GAAP tax rate are adjusted from net earnings. We believe these tax items can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results.

​

​

​

​

​

Exhibit 99.2

​

​

Bio-Techne Declares Dividend

​

​

MINNEAPOLIS, May 6, 2026/PRNewswire/ -- Bio-Techne Corporation (NASDAQ: TECH) announced that its Board of Directors has decided to pay a dividend of $0.08 per share for the quarter ended March 31, 2026. The quarterly dividend will be payable May 29, 2026, to all common shareholders of record on May 18, 2026. Future cash dividends will be considered by the Board of Directors on a quarterly basis.

​

Bio-Techne Corporation (NASDAQ: TECH) is a global life sciences company headquartered in Minnesota, celebrating 50 years of empowering scientific and diagnostic communities to reach better answers. The company provides high-quality reagents, analytical instruments, and precision diagnostics.  Its portfolio is organized into three customer-focused brands: R&D Systems™, Bio-Techne Spatial™, and Bio-Techne Diagnostics™, reflecting the scientific journey from discovery to translational research to clinical decision-making. Bio-Techne operates in 34 locations worldwide and employs approximately 3,100 people. In fiscal year 2025, the company generated over $1.2 billion in net sales.  Its more than 500,000 products are used globally by academic researchers, biopharmaceutical and biotechnology companies, and clinical diagnostic laboratories. For more information on Bio-Techne and its brands, please visit www.bio-techne.com or follow the company on social media at LinkedIn, X, or YouTube. 

​

Forward Looking Statements:

Our press releases may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Such statements involve risks and uncertainties that may affect the actual results of operations. Forward looking statements in this press release include statements regarding potential future repurchase of Bio-Techne common stock. The following important factors, among others, have affected and, in the future, could affect the Company's actual results and future share price: the effect of new branding and marketing initiatives, the integration of new businesses and leadership, the introduction and acceptance of new products, the funding and focus of the types of research by the Company's customers, the impact of the growing number of producers of biotechnology research products and related price competition, general economic conditions, customer site closures or supply chain issues, the impact of currency exchange rate fluctuations, and the costs and results of research and product development efforts of the Company and of companies in which the Company has invested or with which it has formed strategic relationships.

​

For additional information concerning such factors, see the section titled "Risk Factors" in the Company's annual report on Form 10-K and quarterly reports on Form 10-Q as filed with the Securities and Exchange Commission. We undertake no obligation to update or revise any forward-looking statements we make in our press releases due to new information or future events. Investors are cautioned not to place undue emphasis on these statements.

​

​

Contact: David Clair, Vice President, Investor Relations

David.Clair@bio-techne.com

612-656-4416

FAQ

How did Bio-Techne (TECH) perform in Q3 fiscal 2026?

Bio-Techne’s Q3 fiscal 2026 net sales were $311.4 million, down 2% year over year. GAAP diluted EPS increased to $0.32 from $0.14, while adjusted EPS declined slightly to $0.53 from $0.56, reflecting mixed operating trends.

What were Bio-Techne’s segment results for Q3 fiscal 2026?

In Q3 fiscal 2026, the Protein Sciences segment generated $226.2 million in revenue, down 1%, with organic revenue down 4%. The Diagnostics and Spatial Biology segment reported $85.6 million, down 4%, but achieved 3% organic revenue growth and improved operating margin to 12.1%.

How did Bio-Techne’s margins change in Q3 fiscal 2026?

GAAP operating margin improved to 24.2% in Q3 fiscal 2026 from 12.2% a year earlier, helped by profitability initiatives and portfolio changes. Adjusted operating margin eased slightly to 34.2% from 34.9%, mainly due to lower volume and less favorable product mix.

What is Bio-Techne’s dividend for the quarter ended March 31, 2026?

Bio-Techne’s Board declared a quarterly cash dividend of $0.08 per share for the quarter ended March 31, 2026. It will be payable on May 29, 2026 to common shareholders of record as of May 18, 2026.

What were Bio-Techne’s Q3 fiscal 2026 cash and debt positions?

As of March 31, 2026, Bio-Techne held $209.8 million in cash and equivalents, up from $162.2 million at June 30, 2025. Long-term debt obligations decreased to $200 million from $346 million, indicating reduced leverage alongside solid operating cash flow.

How did Bio-Techne’s adjusted EBITDA change in Q3 fiscal 2026?

Adjusted EBITDA for Q3 fiscal 2026 was $116.7 million, compared with $122.2 million in the prior-year quarter. The decline reflects softer revenue and product mix, partly offset by ongoing profitability initiatives and benefits from the Exosome Diagnostics divestiture.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 605.6 KB
• EX-99.2 EX-99.2 14.9 KB

Other Documents

• EX-101 EX-101.SCH 2.6 KB
• EX-101 EX-101.LAB 14.9 KB
• EX-101 EX-101.PRE 10.6 KB