Ultra Clean (NASDAQ: UCTT) posts Q1 results and raises Q2 revenue outlook
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Ultra Clean Holdings reported first-quarter 2026 results with higher revenue but a GAAP loss. Total revenue reached $533.7 million, up from $506.6 million in the prior quarter, with Products contributing $465.7 million and Services $68.0 million. GAAP gross margin was 15.8% and operating margin 2.1%.
The company recorded a GAAP net loss attributable to UCT of $17.9 million, or $0.40 per diluted share, compared with a $3.3 million loss, or $0.07 per share, in the prior quarter. On a non-GAAP basis, net income was $14.5 million and earnings were $0.31 per diluted share. For the second quarter of 2026, management expects revenue between $565 million and $605 million, with GAAP diluted EPS of $0.20 to $0.36 and non-GAAP diluted EPS of $0.44 to $0.60.
Positive
- None.
Negative
- None.
Insights
Revenue and non-GAAP profitability improved, but GAAP results show a larger net loss and higher leverage.
Ultra Clean delivered Q1 2026 revenue of $533.7 million, a sequential increase from $506.6 million, with Products at $465.7 million and Services at $68.0 million. GAAP operating margin was modest at 2.1%, while non-GAAP operating margin reached 5.1%, supported by adjustments for amortization, stock-based compensation, and restructuring.
Despite positive non-GAAP earnings of $14.5 million (non-GAAP EPS $0.31), GAAP net loss attributable to UCT widened to $17.9 million, influenced by a GAAP tax provision of $19.2 million and valuation allowance effects. The non-GAAP effective tax rate was a more normalized 20.0%, illustrating how tax adjustments drive the gap between GAAP and non-GAAP results.
On the balance sheet, cash and cash equivalents increased to $323.5 million, helped by issuing $600.0 million of convertible notes and repaying $462.0 million of bank borrowings. Long-term debt rose to $601.9 million, and inventories expanded to $481.9 million, which may reflect preparation for anticipated demand. Management’s Q2 2026 outlook of $565–$605 million in revenue and higher expected EPS suggests confidence in continued end-market strength, particularly in semiconductor and AI-related investments.
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Q1 2026 revenue: $533.7 million
Q1 2026 GAAP net loss: $17.9 million
Q1 2026 non-GAAP net income: $14.5 million
+5 more
8 metrics
Q1 2026 revenue
$533.7 million
Total revenue for quarter ended March 27, 2026
Q1 2026 GAAP net loss
$17.9 million
Net loss attributable to UCT in Q1 2026
Q1 2026 non-GAAP net income
$14.5 million
Non-GAAP net income attributable to UCT in Q1 2026
Q1 2026 GAAP diluted EPS
$(0.40) per share
GAAP diluted net loss per share in Q1 2026
Q1 2026 non-GAAP diluted EPS
$0.31 per share
Non-GAAP diluted earnings per share in Q1 2026
Q2 2026 revenue guidance
$565–$605 million
Company outlook for Q2 2026 revenue
Q1 2026 cash and cash equivalents
$323.5 million
Cash and cash equivalents as of March 27, 2026
Convertible notes issued
$600.0 million
Proceeds from issuance of convertible notes in Q1 2026
Key Terms
non-GAAP gross margin, convertible notes, capped call transactions, valuation allowance, +2 more
6 terms
non-GAAP gross margin financial
"On a non-GAAP basis, gross margin was 16.5%, operating margin was 5.1%"
Non-GAAP gross margin is a measure of a company's profitability that shows how much money it makes from sales after subtracting the direct costs of producing its products or services, but without applying certain accounting adjustments required by standard rules. It helps investors understand the company's core earning ability by excluding items like one-time expenses or accounting changes. This metric provides a clearer picture of ongoing business performance beyond official financial reports.
convertible notes financial
"Proceeds from the issuance of convertible notes | 600.0"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
capped call transactions financial
"Payment for capped call transactions | (25.1)"
Capped call transactions are agreements where investors buy options that give them the chance to benefit if a stock's price goes up, but with a limit on how much they can gain. This helps protect them from paying too much if the stock's price rises a lot, similar to having a maximum limit on a reward. They matter because they help investors manage risk while still allowing some upside potential.
valuation allowance financial
"Income tax effect of valuation allowance (9) | 18.3"
A valuation allowance is a reserve set aside to reduce the value of certain assets on a company's financial records when there is uncertainty about whether they will generate the expected benefits. It acts like a caution sign, indicating that some assets might not be fully recoverable or worth their recorded amount. This matters to investors because it provides a more realistic picture of a company's financial health and potential risks.
effective income tax rate financial
"Effective income tax rate on a GAAP basis | 457.1 %"
The effective income tax rate is the share of a company’s pre-tax profit that it actually pays in income taxes, calculated by dividing total tax expense by pre-tax income. For investors, it shows how much tax reduces a company’s earnings — like knowing the difference between a car’s sticker price and what you actually pay after fees and discounts — and helps compare profitability and cash available for growth or dividends.
restructuring charges financial
"Represents costs associated with employee separation, severance, retention, and other expenses related to facility closures"
Restructuring charges are costs that a company pays when it changes how it operates, like closing factories or laying off employees. These expenses are often one-time and happen to help the company become more efficient in the long run. They matter because they can affect the company's profits and how investors see its future prospects.
Earnings Snapshot
Revenue: $533.7 million · Guidance included
Q1 2026
Revenue
$533.7 million
GAAP net loss attributable to UCT
$17.9 million
Non-GAAP net income attributable to UCT
$14.5 million
GAAP diluted EPS
$(0.40)
Non-GAAP diluted EPS
$0.31
Guidance
For Q2 2026, the company expects revenue of $565–$605 million, GAAP diluted EPS of $0.20–$0.36, and non-GAAP diluted EPS of $0.44–$0.60.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): | ||
(Exact name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: | ||
| N/A | ||
(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:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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 April 28, 2026, Ultra Clean Holdings, Inc. (the “Company”) issued a press release announcing its financial results for its first fiscal quarter ended March 27, 2026. A copy of the Company’s press release is attached hereto as Exhibit 99.1.
The information furnished under Item 2.02 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into the Company’s filings with the SEC under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Exhibit Description | |||||||
| 99.1 | Press Release dated April 28, 2026 | |||||||
| 104 | Cover 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 thereunto duly authorized.
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||
| Date: | April 28, 2026 | By: | /s/ Paul Y. Cho | ||||||||
| Name: Paul Y. Cho Title: General Counsel and Corporate Secretary | |||||||||||
Exhibit 99.1
| Press Release | Source: Ultra Clean Holdings, Inc. | ||||
Ultra Clean Reports First Quarter 2026 Financial Results
HAYWARD, Calif., April 28, 2026 /PRNewswire/ Ultra Clean Holdings, Inc. (Nasdaq: UCTT), today reported its financial results for the first quarter ended March 27, 2026.
“UCT delivered first quarter results above the midpoint of guidance, supported by demand across our customer base,” said James Xiao, CEO. “Our customers’ accelerated technology roadmaps give us confidence that we are in the early stages of a multi-year, AI driven expansion and we are executing with urgency to support them. Our focus on ramp-readiness and driving efficiencies across our global footprint positions us well to deliver sustained growth over the long-term.”
First Quarter 2026 GAAP Financial Results
Total revenue was $533.7 million. Products contributed $465.7 million and Services added $68.0 million. Total gross margin was 15.8%, operating margin was 2.1%, and net loss was $(17.9) million or $(0.40) per diluted share. This compares to total revenue of $506.6 million, gross margin of 15.2%, operating margin of 2.2%, and net loss of $(3.3) million or $(0.07) per diluted share, in the prior quarter.
First Quarter 2026 Non-GAAP Financial Results
On a non-GAAP basis, gross margin was 16.5%, operating margin was 5.1%, and net income was $14.5 million or $0.31 per diluted share. This compares to gross margin of 16.1%, operating margin of 4.9%, and net income of $10.0 million or $0.22 per diluted share in the prior quarter.
Second Quarter 2026 Outlook
The Company expects revenue in the range of $565 million to $605 million. The Company expects GAAP diluted net income per share to be between $0.20 and $0.36 and non-GAAP diluted net income per share to be between $0.44 and $0.60.
Conference Call
The call will take place at 1:45 p.m. PT and can be accessed by dialing 1-800-836-8184 or 1-646-357-8785. No passcode is required. A replay of the call will be available by dialing 1-888-660-6345 or 1-646-517-4150 and entering the confirmation code 90449#. The Webcast will be available on the Investor Relations section of the Company's website at http://uct.com/investors/events/.
About Ultra Clean Holdings, Inc.
Ultra Clean Holdings, Inc. is a leading developer and supplier of critical subsystems, components, parts, and ultra-high purity cleaning and analytical services, primarily for the semiconductor industry. Under its Products division, UCT offers its customers an integrated outsourced solution for major subassemblies, improved design-to-delivery cycle times, design for manufacturability, prototyping, and high-precision manufacturing. Under its Services Division, UCT offers its customers tool chamber parts cleaning and coating, as well as micro-contamination analytical services. Ultra Clean is headquartered in Hayward, California. Additional information is available at www.uct.com.
Use of Non-GAAP Measures
In addition to providing results that are determined in accordance with Generally Accepted Accounting Principles in the United States of America ("GAAP"), management uses non-GAAP gross margin, non-GAAP operating margin and non-GAAP net income to evaluate the Company's operating and financial results. We believe the presentation of non-GAAP results is useful to investors for analyzing our core business and business trends and comparing performance to prior periods, along with enhancing investors' ability to view the Company's results from management's perspective. The presentation of this additional information should not be considered a substitute for results prepared in accordance with GAAP. Tables presenting reconciliations from GAAP results to non-GAAP results are included at the end of this press release.
The Company defines non-GAAP net income as net loss before amortization of intangible assets, stock-based compensation, restructuring charges, fair value adjustments, debt refinancing costs, legal-related costs, unrealized loss (gain) on foreign exchange, and the tax effects of the foregoing adjustments.
A reconciliation of our guidance for non-GAAP net income per diluted share for the subsequent quarter is not available due to fluctuations in the geographic mix of our earnings from quarter to quarter, which impacts our tax rate and cannot be reasonably predicted or determined. As a result, such reconciliation is not available without unreasonable efforts and we are unable to determine the probable significance of the unavailable information.
Safe Harbor Statement
The foregoing information contains, or may be deemed to contain, “forward-looking statements” (as defined in the US Private Securities Litigation Reform Act of 1995) which reflect our current views with respect to future events and financial performance. We use words such as “anticipates,” “projection,” “outlook,” “forecast,” “believes,” “plan,” “expect,” “future,” “intends,” “may,” “will,” “estimates,” “see,” “predicts,” “should” and similar expressions to identify these forward-looking statements. Forward looking statements included in this press release include our expectations about the semiconductor capital equipment market and outlook. All forward-looking statements address matters that involve risks and uncertainties. Accordingly, the Company’s actual results may differ materially from the results predicted or implied by these forward-looking statements. These risks, uncertainties and other factors also include, among others, those identified in “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in our annual report on Form 10-K for the year ended December 26, 2025, as filed with the Securities and Exchange Commission. Ultra Clean Holdings, Inc. undertakes no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise unless required by law.
Contact:
Rhonda Bennetto
SVP Investor Relations
rbennetto@uct.com
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||
| (Unaudited; in millions, except per share data) | |||||||||||
| Three Months Ended | |||||||||||
| March 27, 2026 | March 28, 2025 | ||||||||||
| Revenues: | |||||||||||
| Products | $ | 465.7 | $ | 457.0 | |||||||
| Services | 68.0 | 61.6 | |||||||||
| Total revenues | 533.7 | 518.6 | |||||||||
| Cost of revenues: | |||||||||||
| Products | 400.7 | 390.3 | |||||||||
| Services | 48.6 | 44.3 | |||||||||
| Total cost revenues | 449.3 | 434.6 | |||||||||
| Gross margin | 84.4 | 84.0 | |||||||||
| Operating expenses: | |||||||||||
| Research and development | 8.5 | 7.6 | |||||||||
| Sales and marketing | 15.5 | 14.9 | |||||||||
| General and administrative | 49.0 | 48.6 | |||||||||
| Total operating expenses | 73.0 | 71.1 | |||||||||
| Income from operations | 11.4 | 12.9 | |||||||||
| Interest income | 1.4 | 1.1 | |||||||||
| Interest expense | (7.3) | (9.9) | |||||||||
| Other income (expense), net | (1.3) | 0.8 | |||||||||
| Income before provision for income taxes | 4.2 | 4.9 | |||||||||
| Provision for income taxes | 19.2 | 7.4 | |||||||||
| Net loss | (15.0) | (2.5) | |||||||||
| Less: Net income attributable to noncontrolling interests | 2.9 | 2.5 | |||||||||
| Net loss attributable to UCT | $ | (17.9) | $ | (5.0) | |||||||
| Net loss per share attributable to UCT common stockholders: | |||||||||||
| Basic | $ | (0.40) | $ | (0.11) | |||||||
| Diluted | $ | (0.40) | $ | (0.11) | |||||||
| Shares used in computing net loss per share: | |||||||||||
| Basic | 45.3 | 45.1 | |||||||||
| Diluted | 45.3 | 45.1 | |||||||||
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||
| CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||||||
| (Unaudited; in millions) | |||||||||||
| March 27, 2026 | December 26, 2025 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 323.5 | $ | 311.8 | |||||||
| Accounts receivable, net of allowance for credit losses | 232.8 | 208.8 | |||||||||
| Inventories | 481.9 | 390.9 | |||||||||
| Prepaid expenses and other current assets | 59.6 | 48.2 | |||||||||
| Total current assets | 1,097.8 | 959.7 | |||||||||
| Property, plant and equipment, net | 319.4 | 324.6 | |||||||||
| Goodwill | 114.2 | 114.2 | |||||||||
| Intangible assets, net | 149.9 | 156.8 | |||||||||
| Deferred tax assets, net | 3.6 | 3.5 | |||||||||
| Operating lease right-of-use assets | 158.4 | 157.2 | |||||||||
| Other non-current assets | 11.9 | 13.0 | |||||||||
| Total assets | $ | 1,855.2 | $ | 1,729.0 | |||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | — | $ | 9.9 | |||||||
| Accounts payable | 263.4 | 194.9 | |||||||||
| Accrued compensation and related benefits | 47.2 | 51.1 | |||||||||
| Operating lease liabilities | 20.5 | 20.2 | |||||||||
| Other current liabilities | 26.4 | 24.6 | |||||||||
| Total current liabilities | 357.5 | 300.7 | |||||||||
| Long-term debt | 601.9 | 467.0 | |||||||||
| Deferred tax liabilities | 28.4 | 13.8 | |||||||||
| Operating lease liabilities | 158.0 | 156.6 | |||||||||
| Other liabilities | 7.3 | 6.8 | |||||||||
| Total liabilities | 1,153.1 | 944.9 | |||||||||
| Equity: | |||||||||||
| UCT stockholders’ equity: | |||||||||||
| Common stock | 0.1 | 0.1 | |||||||||
| Additional paid-in capital | 556.8 | 578.7 | |||||||||
| Common shares held in treasury | (88.7) | (48.4) | |||||||||
| Retained earnings | 171.3 | 189.2 | |||||||||
| Accumulated other comprehensive loss | (11.6) | (8.6) | |||||||||
| Total UCT stockholders’ equity | 627.9 | 711.0 | |||||||||
| Noncontrolling interests | 74.2 | 73.1 | |||||||||
| Total equity | 702.1 | 784.1 | |||||||||
| Total liabilities and equity | $ | 1,855.2 | $ | 1,729.0 | |||||||
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||||
| (Unaudited; in millions) | |||||||||||
| Three Months Ended | |||||||||||
| March 27, 2026 | March 28, 2025 | ||||||||||
(In millions) | |||||||||||
| Cash flows from operating activities: | |||||||||||
| Net loss | $ | (15.0) | $ | (2.5) | |||||||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||||||||||
| Depreciation and amortization | 12.3 | 11.7 | |||||||||
| Amortization of intangible assets | 6.9 | 7.3 | |||||||||
| Stock-based compensation | 3.2 | 2.9 | |||||||||
| Amortization of debt issuance costs | 0.7 | 0.6 | |||||||||
| Loss on extinguishment of debt | 3.0 | — | |||||||||
| Loss on disposal of property, plant and equipment | 1.0 | — | |||||||||
| Change in the fair value of financial instruments | — | (0.1) | |||||||||
| Deferred income taxes | 14.6 | (0.3) | |||||||||
| Changes in assets and liabilities: | |||||||||||
| Accounts receivable | (24.0) | 23.1 | |||||||||
| Inventories | (91.0) | 6.4 | |||||||||
| Prepaid expenses and other current assets | (7.3) | (0.6) | |||||||||
| Other non-current assets | 1.1 | 0.2 | |||||||||
| Accounts payable | 68.0 | (8.5) | |||||||||
| Accrued compensation and related benefits | (4.0) | (10.4) | |||||||||
| Income taxes payable | (2.8) | (0.7) | |||||||||
| Operating lease right-of-use assets and operating lease liabilities | 0.4 | 1.4 | |||||||||
| Other liabilities | (0.4) | (2.3) | |||||||||
| Net cash provided by (used in) operating activities | (33.3) | 28.2 | |||||||||
| Cash flows from investing activities: | |||||||||||
| Purchases of property, plant and equipment | (9.6) | (12.4) | |||||||||
| Proceeds from sale of equipment | 0.1 | — | |||||||||
| Net cash used in investing activities | (9.5) | (12.4) | |||||||||
| Cash flows from financing activities: | |||||||||||
| Proceeds from the issuance of convertible notes | 600.0 | — | |||||||||
| Payment of debt issuance costs | (15.3) | (0.2) | |||||||||
| Repurchase of common stock | (40.0) | — | |||||||||
| Payment for capped call transactions | (25.1) | — | |||||||||
| Principal payments on bank borrowings | (462.0) | (12.0) | |||||||||
| Net cash provided by (used in) financing activities | 57.6 | (12.2) | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | (3.1) | 0.1 | |||||||||
| Net increase in cash and cash equivalents | 11.7 | 3.7 | |||||||||
| Cash and cash equivalents at beginning of period | 311.8 | 313.9 | |||||||||
| Cash and cash equivalents at end of period | $ | 323.5 | $ | 317.6 | |||||||
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||||||||||||||||||||||||||
| REPORTABLE SEGMENTS | |||||||||||||||||||||||||||||||||||
| GAAP TO NON-GAAP RECONCILIATION | |||||||||||||||||||||||||||||||||||
| (Unaudited; dollars in millions) | |||||||||||||||||||||||||||||||||||
| GAAP | Non-GAAP | ||||||||||||||||||||||||||||||||||
| Three Months Ended | Three Months Ended | ||||||||||||||||||||||||||||||||||
| March 27, 2026 | March 27, 2026 | ||||||||||||||||||||||||||||||||||
| Products | Services | Consolidated | Products | Services | Consolidated | ||||||||||||||||||||||||||||||
| Revenues | $ | 465.7 | $ | 68.0 | $ | 533.7 | $ | 465.7 | $ | 68.0 | $ | 533.7 | |||||||||||||||||||||||
| Gross profit | $ | 65.0 | $ | 19.4 | $ | 84.4 | $ | 67.8 | $ | 20.4 | $ | 88.2 | |||||||||||||||||||||||
| Gross margin | 14.0 | % | 28.5 | % | 15.8 | % | 14.6 | % | 30.0 | % | 16.5 | % | |||||||||||||||||||||||
| Income from operations | $ | 7.0 | $ | 4.4 | $ | 11.4 | $ | 19.3 | $ | 7.8 | $ | 27.1 | |||||||||||||||||||||||
| Operating margin | 1.5 | % | 6.4 | % | 2.1 | % | 4.2 | % | 11.5 | % | 5.1 | % | |||||||||||||||||||||||
| Three Months Ended | |||||||||||||||||||||||||||||||||||
| March 27, 2026 | |||||||||||||||||||||||||||||||||||
| Products | Services | Consolidated | |||||||||||||||||||||||||||||||||
| Reconciliation of GAAP Gross profit to Non-GAAP Gross profit (in millions) | |||||||||||||||||||||||||||||||||||
| Reported gross profit on a GAAP basis | $ | 65.0 | $ | 19.4 | $ | 84.4 | |||||||||||||||||||||||||||||
| Amortization of intangible assets (1) | 1.3 | 1.0 | 2.3 | ||||||||||||||||||||||||||||||||
| Stock-based compensation expense (2) | 1.2 | — | 1.2 | ||||||||||||||||||||||||||||||||
| Restructuring charges (3) | 0.3 | — | 0.3 | ||||||||||||||||||||||||||||||||
| Non-GAAP gross profit | $ | 67.8 | $ | 20.4 | $ | 88.2 | |||||||||||||||||||||||||||||
| Reconciliation of GAAP Gross margin to Non-GAAP Gross margin | |||||||||||||||||||||||||||||||||||
| Reported gross margin on a GAAP basis | 14.0 | % | 28.5 | % | 15.8 | % | |||||||||||||||||||||||||||||
| Amortization of intangible assets (1) | 0.3 | % | 1.5 | % | 0.4 | % | |||||||||||||||||||||||||||||
| Stock-based compensation expense (2) | 0.2 | % | — | % | 0.2 | % | |||||||||||||||||||||||||||||
| Restructuring charges (3) | 0.1 | % | — | % | 0.1 | % | |||||||||||||||||||||||||||||
| Non-GAAP gross margin | 14.6 | % | 30.0 | % | 16.5 | % | |||||||||||||||||||||||||||||
| Reconciliation of GAAP Income from operations to Non-GAAP Income from operations (in millions) | |||||||||||||||||||||||||||||||||||
| Reported income from operations on a GAAP basis | $ | 7.0 | $ | 4.4 | $ | 11.4 | |||||||||||||||||||||||||||||
| Amortization of intangible assets (1) | 4.0 | 2.9 | 6.9 | ||||||||||||||||||||||||||||||||
| Stock-based compensation expense (2) | 3.5 | 0.5 | 4.0 | ||||||||||||||||||||||||||||||||
| Restructuring charges (3) | 4.8 | — | 4.8 | ||||||||||||||||||||||||||||||||
| Non-GAAP income from operations | $ | 19.3 | $ | 7.8 | $ | 27.1 | |||||||||||||||||||||||||||||
| Reconciliation of GAAP Operating margin to Non-GAAP Operating margin | |||||||||||||||||||||||||||||||||||
| Reported operating margin on a GAAP basis | 1.5 | % | 6.4 | % | 2.1 | % | |||||||||||||||||||||||||||||
| Amortization of intangible assets (1) | 0.9 | % | 4.3 | % | 1.3 | % | |||||||||||||||||||||||||||||
| Stock-based compensation expense (2) | 0.8 | % | 0.8 | % | 0.8 | % | |||||||||||||||||||||||||||||
| Restructuring charges (3) | 1.0 | % | — | % | 0.9 | % | |||||||||||||||||||||||||||||
| Non-GAAP operating margin | 4.2 | % | 11.5 | % | 5.1 | % | |||||||||||||||||||||||||||||
| 1 Amortization of intangible assets related to the Company’s business acquisitions | |||||||||||||||||||||||||||||||||||
| 2 Represents compensation expense for stock granted to employees and directors | |||||||||||||||||||||||||||||||||||
| 3 Represents costs associated with employee separation, severance, retention, and other expenses related to facility closures | |||||||||||||||||||||||||||||||||||
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||||||||
| UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP ADJUSTED RESULTS | |||||||||||||||||
| Three Months Ended | |||||||||||||||||
| March 27, 2026 | March 28, 2025 | December 26, 2025 | |||||||||||||||
| Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income (in millions) | |||||||||||||||||
| Reported net income (loss) attributable to UCT on a GAAP basis | $ | (17.9) | $ | (5.0) | $ | (3.3) | |||||||||||
| Amortization of intangible assets (1) | 6.9 | 7.3 | 6.9 | ||||||||||||||
| Stock-based compensation expense (2) | 4.0 | 2.6 | 4.9 | ||||||||||||||
| Restructuring charges (3) | 4.8 | 3.6 | 1.6 | ||||||||||||||
| Fair value related adjustments (4) | — | (0.1) | — | ||||||||||||||
| Debt refinancing costs expensed (5) | 3.0 | — | — | ||||||||||||||
| Legal-related costs (6) | — | 0.7 | 0.7 | ||||||||||||||
| Unrealized loss (gain) on foreign exchange (7) | (1.1) | (2.7) | 1.1 | ||||||||||||||
| Income tax effect of non-GAAP adjustments (8) | (3.5) | (2.2) | (3.2) | ||||||||||||||
| Income tax effect of valuation allowance (9) | 18.3 | 6.4 | 2.2 | ||||||||||||||
| Non-GAAP net income attributable to UCT | $ | 14.5 | $ | 10.6 | $ | 10.9 | |||||||||||
| Reconciliation of GAAP Income from operations to Non-GAAP Income from operations (in millions) | |||||||||||||||||
| Reported income from operations on a GAAP basis | $ | 11.4 | $ | 12.9 | $ | 10.9 | |||||||||||
| Amortization of intangible assets (1) | 6.9 | 7.3 | 6.9 | ||||||||||||||
| Stock-based compensation expense (2) | 4.0 | 2.6 | 4.9 | ||||||||||||||
| Restructuring charges (3) | 4.8 | 3.6 | 1.6 | ||||||||||||||
| Legal-related costs (6) | — | 0.7 | 0.7 | ||||||||||||||
| Non-GAAP income from operations | $ | 27.1 | $ | 27.1 | $ | 25.0 | |||||||||||
| Reconciliation of GAAP Operating margin to Non-GAAP Operating margin | |||||||||||||||||
| Reported operating margin on a GAAP basis | 2.1 | % | 2.5 | % | 2.2 | % | |||||||||||
| Amortization of intangible assets (1) | 1.3 | % | 1.4 | % | 1.3 | % | |||||||||||
| Stock-based compensation expense (2) | 0.8 | % | 0.5 | % | 1.0 | % | |||||||||||
| Restructuring charges (3) | 0.9 | % | 0.7 | % | 0.3 | % | |||||||||||
| Legal-related costs (6) | — | % | 0.1 | % | 0.1 | % | |||||||||||
| Non-GAAP operating margin | 5.1 | % | 5.2 | % | 4.9 | % | |||||||||||
| Reconciliation of GAAP Gross profit to Non-GAAP Gross profit (in millions) | |||||||||||||||||
| Reported gross profit on a GAAP basis | $ | 84.4 | $ | 84.0 | $ | 77.3 | |||||||||||
| Amortization of intangible assets (1) | 2.3 | 2.3 | 2.2 | ||||||||||||||
| Stock-based compensation expense (2) | 1.2 | 0.2 | 0.3 | ||||||||||||||
| Restructuring charges (3) | 0.3 | — | 1.8 | ||||||||||||||
| Non-GAAP gross profit | $ | 88.2 | $ | 86.5 | $ | 81.6 | |||||||||||
| Reconciliation of GAAP Gross margin to Non-GAAP Gross margin | |||||||||||||||||
| Reported gross margin on a GAAP basis | 15.8 | % | 16.2 | % | 15.2 | % | |||||||||||
| Amortization of intangible assets (1) | 0.4 | % | 0.5 | % | 0.4 | % | |||||||||||
| Stock-based compensation expense (2) | 0.2 | % | 0.0 | % | 0.1 | % | |||||||||||
| Restructuring charges (3) | 0.1 | % | — | % | 0.4 | % | |||||||||||
| Non-GAAP gross margin | 16.5 | % | 16.7 | % | 16.1 | % | |||||||||||
| Reconciliation of GAAP Other income (expense), net to Non-GAAP Other income (expense), net (in millions) | |||||||||||||||||
| Reported Other income (expense), net on a GAAP basis | $ | (1.3) | $ | 0.8 | $ | (1.4) | |||||||||||
| Fair value related adjustments (4) | — | (0.1) | — | ||||||||||||||
| Debt refinancing costs expensed (5) | 3.0 | — | — | ||||||||||||||
| Unrealized loss (gain) on foreign exchange (7) | (1.1) | (2.7) | 1.1 | ||||||||||||||
| Non-GAAP Other income (expense), net | $ | 0.6 | $ | (2.0) | $ | (0.3) | |||||||||||
| Reconciliation of GAAP Income (Loss) Per Diluted Share to Non-GAAP Earnings Per Diluted Share | |||||||||||||||||
| Reported net loss on a GAAP basis | $ | (0.40) | $ | (0.11) | $ | (0.07) | |||||||||||
| Amortization of intangible assets (1) | 0.15 | 0.16 | 0.15 | ||||||||||||||
| Stock-based compensation expense (2) | 0.09 | 0.06 | 0.11 | ||||||||||||||
| Restructuring charges (3) | 0.10 | 0.08 | 0.03 | ||||||||||||||
| Fair value related adjustments (4) | 0.00 | 0.00 | — | ||||||||||||||
| Debt refinancing costs expensed (5) | 0.06 | — | — | ||||||||||||||
| Legal-related costs (6) | — | 0.01 | 0.02 | ||||||||||||||
| Unrealized loss (gain) on foreign exchange (7) | (0.02) | (0.06) | 0.02 | ||||||||||||||
| Income tax effect of non-GAAP adjustments (8) | (0.08) | (0.05) | (0.07) | ||||||||||||||
| Income tax effect of valuation allowance (9) | 0.40 | 0.14 | 0.05 | ||||||||||||||
| Impact of dilutive shares | 0.01 | — | — | ||||||||||||||
| Non-GAAP net earnings | $ | 0.31 | $ | 0.23 | $ | 0.24 | |||||||||||
| Weighted average number of diluted shares (in millions) on a non-GAAP basis | 46.3 | 45.4 | 45.8 | ||||||||||||||
| ULTRA CLEAN HOLDINGS, INC. | |||||||||||||||||
| UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP EFFECTIVE INCOME TAX RATE | |||||||||||||||||
| Three Months Ended | |||||||||||||||||
| March 27, 2026 | March 28, 2025 | December 26, 2025 | |||||||||||||||
| Provision for income taxes on a GAAP basis | $ | 19.2 | $ | 7.4 | $ | 2.6 | |||||||||||
| Income tax effect of non-GAAP adjustments (8) | 3.5 | 2.2 | 3.2 | ||||||||||||||
| Income tax effect of valuation allowance (9) | (18.3) | (6.4) | (2.2) | ||||||||||||||
| Non-GAAP provision for income taxes | $ | 4.4 | $ | 3.2 | $ | 3.6 | |||||||||||
| Income before income taxes on a GAAP basis | $ | 4.2 | $ | 4.9 | $ | 2.0 | |||||||||||
| Amortization of intangible assets (1) | 6.9 | 7.3 | 6.9 | ||||||||||||||
| Stock-based compensation expense (2) | 4.0 | 2.6 | 4.9 | ||||||||||||||
| Restructuring charges (3) | 4.8 | 3.6 | 1.6 | ||||||||||||||
| Fair value related adjustments (4) | — | (0.1) | — | ||||||||||||||
| Debt refinancing costs expensed (5) | 3.0 | — | — | ||||||||||||||
| Legal-related costs (6) | — | 0.7 | 0.7 | ||||||||||||||
| Unrealized loss (gain) on foreign exchange (7) | (1.1) | (2.7) | 1.1 | ||||||||||||||
| Non-GAAP income before income taxes | $ | 21.8 | $ | 16.3 | $ | 17.2 | |||||||||||
| Effective income tax rate on a GAAP basis | 457.1 | % | 151.0 | % | 130.0 | % | |||||||||||
| Non-GAAP effective income tax rate | 20.0 | % | 19.6 | % | 20.9 | % | |||||||||||
| 1 Amortization of intangible assets related to the Company’s business acquisitions | |||||||||||||||||
| 2 Represents compensation expense for stock granted to employees and directors | |||||||||||||||||
| 3 Represents costs associated with employee separation, severance, retention, and other expenses related to facility closures | |||||||||||||||||
| 4 Fair value adjustments related to contingent consideration | |||||||||||||||||
| 5 Represents the third party transaction costs related to the amended credit agreement and the previously capitalized costs of extinguished debt | |||||||||||||||||
| 6 Represents estimated costs related to certain legal proceedings | |||||||||||||||||
| 7 Represents unrealized foreign exchange gains and losses arising from the remeasurement of monetary assets and liabilities | |||||||||||||||||
| 8 Tax effect of items (1) through (7) above based on the non-GAAP tax rate | |||||||||||||||||
| 9 The Company's GAAP tax expense is generally higher than the Company’s non-GAAP tax expense, primarily due to losses in the U.S. with full federal and state valuation allowances. The Company’s non-GAAP tax rate and resulting non-GAAP tax expense considers the tax implications as if there was no federal or state valuation allowance position in effect | |||||||||||||||||
FAQ
How did Ultra Clean Holdings (UCTT) perform in Q1 2026?
Ultra Clean generated total Q1 2026 revenue of $533.7 million, with Products at $465.7 million and Services at $68.0 million. GAAP results showed a net loss of $17.9 million, while non-GAAP net income was $14.5 million, reflecting adjustments for amortization, stock compensation, and restructuring.
What guidance did Ultra Clean Holdings (UCTT) give for Q2 2026 revenue and EPS?
For Q2 2026, Ultra Clean expects revenue between $565 million and $605 million. The company projects GAAP diluted EPS of $0.20 to $0.36 and non-GAAP diluted EPS of $0.44 to $0.60, indicating anticipated improvement versus Q1 2026 results.
How did Ultra Clean’s balance sheet change in Q1 2026?
At March 27, 2026, Ultra Clean reported cash and cash equivalents of $323.5 million and total assets of $1,855.2 million. Long-term debt increased to $601.9 million, partly due to issuing $600.0 million of convertible notes and repaying $462.0 million of bank borrowings.
What were Ultra Clean Holdings’ segment results for Q1 2026?
In Q1 2026, the Products segment delivered $465.7 million of revenue with a GAAP gross margin of 14.0%, while the Services segment generated $68.0 million with a GAAP gross margin of 28.5%. On a non-GAAP basis, gross margins improved to 14.6% for Products and 30.0% for Services.
How did Ultra Clean’s cash flow look during Q1 2026?
Ultra Clean reported net cash used in operating activities of $33.3 million in Q1 2026, reflecting working capital movements such as higher inventories. Financing activities provided $57.6 million, mainly from issuing $600.0 million of convertible notes and repaying existing bank debt.