季報
季度報告
10-Q
2026-07-22
固瑞克第二季度淨銷售5.906億美元增3% 淨利潤升14%
AI 繁中摘要
📊 **Graco Inc. 2026 財年第二季度 10-Q 摘要**
**申報類型**:10-Q(季度報告)
**報告期間**:截至 2026 年 6 月 26 日(第二季度及上半年)
**業績重點**
- **第二季度淨銷售**:5.906 億美元(按年 +3%);上半年 11.307 億美元(+3%)。增長主要來自收購貢獻(+3%)及匯率有利影響(+1%),但部分被工業項目時序拖累(有機 -1%)。
- **第二季度淨利潤**:1.449 億美元(+14%);上半年 2.634 億美元(+5%)。每股基本盈利 0.89 美元,稀釋每股盈利 0.87 美元(第二季度)。
- **毛利率**:第二季度 53.7%(去年同期 52.4%),受惠於價格實現及 900 萬美元關税退稅(淨額),抵銷收購業務較低毛利率影響。
- **營運開支**:整體持平,收購相關增量開支被股票薪酬及產品開發減少所抵銷。
- **非公認會計原則調整**:剔除收購成本及無形資產攤銷後,調整後營運盈利第二季度 1.832 億美元(+11%),調整後每股盈利 0.91 美元(+17%)。
**分部表現**
- **Contractor(承包商)**:第二季度銷售 2.994 億美元(+4%),營運利潤率由 26% 升至 30%。美洲有機增長廣泛,特別在防護塗料及噴泡產品類別。
- **Industrial(工業)**:第二季度銷售 2.492 億美元(+3%),收購貢獻 1100 萬美元抵銷有機下滑。營運利潤率維持 34%。
- **Expansion Markets(擴張市場)**:第二季度銷售 4200 萬美元(+3%),半導體應用訂單改善帶動增長。
**重大事件及收購**
- 於 2026 年 5 月 20 日簽訂最終協議,以 4.47 億美元現金收購 Valco Melton(膠黏劑應用及品質保證系統供應商),預計第三季度完成。
- 第二季度收到 900 萬美元 IEEPA 關税退稅(淨額),管理層繼續評估後續影響。
**資產負債表及現金流**
- **現金及現金等價物**:5.076 億美元(其中 1.74 億美元持有於美國境外)。
- **可用流動資金**:12.79 億美元(包括信貸額度)。
- **上半年經營現金流**:2.98 億美元(較去年同期減少 1000 萬美元),主要用於股份回購(3.31 億美元)、股息(9800 萬美元)及資本開支(2900 萬美元)。
- **股份回購**:上半年回購約 420 萬股,截至季末仍有 1880 萬股回購授權。
**管理層展望**
- 預期 2026 年全年有機固定貨幣銷售低單位數增長,連同收購
展開英文正文
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 26, 2026
OR
☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from to
Commission File Number: 001-09249
GRACO INC.
(Exact name of registrant as specified in its charter)
Minnesota41-0285640
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number)
88 - 11th Avenue N.E.
Minneapolis,Minnesota55413
(Address of principal executive offices) (Zip Code)
(612)623-6000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1.00 per shareGGGThe New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes☒No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes☒No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes☐No☒
161,953,824 shares of the Registrant’s Common Stock, $1.00 par value, were outstanding as of July 8, 2026.
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements
Consolidated Statements of Earnings
3
Consolidated Statements of Comprehensive Income
3
Consolidated Balance Sheets
4
Consolidated Statements of Cash Flows
5
Consolidated Statements of Shareholders' Equity
6
Notes to Consolidated Financial Statements
7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
14
Item 3.Quantitative and Qualitative Disclosures About Market Risk
21
Item 4.Controls and Procedures
21
PART II - OTHER INFORMATION
Item 1A.Risk Factors
22
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
23
Item 5.Other Information
24
Item 6.Exhibits
25
SIGNATURES
2
Table of Contents
PART I Item 1.
GRACO INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited) (In thousands except per share amounts)
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales$590,552 $571,806 $1,130,696 $1,100,090
Cost of products sold273,608 272,276 533,111 522,827
Gross Profit316,944 299,530 597,585 577,263
Product development19,825 20,731 39,799 40,106
Selling, marketing and distribution68,564 68,337 138,582 135,548
General and administrative53,462 52,978 106,335 100,112
Operating Earnings175,093 157,484 312,869 301,497
Interest expense835 655 1,671 1,368
Other (income) expense, net(7,196)(1,379)(10,345)(9,553)
Earnings Before Income Taxes181,454 158,208 321,543 309,682
Income taxes36,528 30,585 58,110 57,958
Net Earnings$144,926 $127,623 $263,433 $251,724
Net Earnings per Common Share
Basic
$0.89 $0.77 $1.60 $1.51
Diluted
$0.87 $0.76 $1.58 $1.48
See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited) (In thousands)
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Earnings$144,926 $127,623 $263,433 $251,724
Components of other comprehensive (loss) income
Cumulative translation adjustment
(12,869)56,983 (25,011)76,886
Pension and postretirement medical
liability adjustment(23)(358)153 (274)
Income taxes - pension and postretirement
medical liability adjustment5 78 (28)57
Other comprehensive (loss) income(12,887)56,703 (24,886)76,669
Comprehensive Income$132,039 $184,326 $238,547 $328,393
See notes to consolidated financial statements.
3
Table of Contents
GRACO INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited) (In thousands)
June 26,
2026December 26,
2025
ASSETS
Current Assets
Cash and cash equivalents$507,575 $624,083
Accounts receivable, less allowances of $7,300 and $6,000
424,220 393,753
Inventories393,719 401,138
Other current assets49,036 52,907
Total current assets1,374,550 1,471,881
Property, Plant and Equipment, net748,505 755,064
Goodwill575,675 585,304
Other Intangible Assets, net283,456 303,851
Operating Lease Assets22,750 26,073
Deferred Income Taxes26,849 35,975
Other Assets98,668 96,122
Total Assets$3,130,453 $3,274,270
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Notes payable to banks$28,128 $23,072
Current portion of long-term debt1,104 1,624
Trade accounts payable101,787 78,573
Salaries and incentives56,660 73,420
Dividends payable47,820 48,705
Other current liabilities223,853 241,867
Total current liabilities459,352 467,261
Retirement Benefits and Deferred Compensation85,610 87,179
Operating Lease Liabilities15,998 18,131
Deferred Income Taxes36,237 36,708
Other Non-current Liabilities10,568 11,060
Shareholders’ Equity
Common stock161,948 165,150
Additional paid-in-capital1,026,376 994,566
Retained earnings1,321,745 1,456,710
Accumulated other comprehensive income12,619 37,505
Total shareholders’ equity2,522,688 2,653,931
Total Liabilities and Shareholders’ Equity$3,130,453 $3,274,270
See notes to consolidated financial statements.
4
Table of Contents
GRACO INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) (In thousands)
Six Months Ended
June 26,
2026June 27,
2025
Cash Flows From Operating Activities
Net Earnings$263,433 $251,724
Adjustments to reconcile net earnings to net cash
provided by operating activities
Depreciation and amortization51,643 51,844
Deferred income taxes9,769 7,392
Share-based compensation15,569 16,594
Gain on sale of building— (4,737)
Change in
Accounts receivable(35,138)(9,377)
Inventories3,652 10,983
Trade accounts payable19,256 17,480
Salaries and incentives(16,925)(3,190)
Retirement benefits and deferred compensation(665)(983)
Other accrued liabilities(7,198)(36,362)
Other(5,431)6,735
Net cash provided by operating activities297,965 308,103
Cash Flows From Investing Activities
Property, plant and equipment additions(28,516)(30,187)
Proceeds from sale of building— 10,840
Acquisition of businesses, net of cash acquired— (10,454)
Other(57)(881)
Net cash used in investing activities(28,573)(30,682)
Cash Flows From Financing Activities
Borrowings (payments) on short-term lines of credit, net4,344 (930)
Payments on long-term debt and lines of credit(476)—
Common stock issued50,854 29,318
Common stock repurchased(331,134)(360,952)
Taxes paid related to net share settlement of equity awards(7,492)(3,833)
Cash dividends paid(97,665)(92,195)
Net cash used in financing activities(381,569)(428,592)
Effect of exchange rate changes on cash(4,331)10,756
Net decrease in cash and cash equivalents(116,508)(140,415)
Cash and Cash Equivalents
Beginning of year624,083 675,336
End of period$507,575 $534,921
See notes to consolidated financial statements.
5
Table of Contents
GRACO INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Unaudited) (In thousands)
Common
StockAdditional
Paid-In
CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss)Total
Three Months Ended June 26, 2026
Balance, March 27, 2026$165,907 $1,039,336 $1,511,649 $25,506 $2,742,398
Shares issued55 4,859 — — 4,914
Shares repurchased(4,014)(24,171)(286,994)— (315,179)
Stock compensation cost— 7,762 — — 7,762
Restricted stock issued— (1,410)— — (1,410)
Net earnings— — 144,926 — 144,926
Dividends declared ($0.295 per share)
— — (47,836)— (47,836)
Other comprehensive loss— — — (12,887)(12,887)
Balance, June 26, 2026$161,948 $1,026,376 $1,321,745 $12,619 $2,522,688
Six Months Ended June 26, 2026
Balance, December 26, 2025$165,150 $994,566 $1,456,710 $37,505 $2,653,931
Shares issued1,001 44,314 — — 45,315
Shares repurchased(4,203)(25,312)(301,619)— (331,134)
Stock compensation cost— 14,761 — — 14,761
Restricted stock issued— (1,953)— — (1,953)
Net earnings— — 263,433 — 263,433
Dividends declared ($0.590 per share)
— — (96,779)— (96,779)
Other comprehensive loss— — — (24,886)(24,886)
Balance, June 26, 2026$161,948 $1,026,376 $1,321,745 $12,619 $2,522,688
Three Months Ended June 27, 2025
Balance, March 28, 2025$167,218 $972,655 $1,367,455 $(29,608)$2,477,720
Shares issued5 (2,187)— — (2,182)
Shares repurchased(1,586)(8,940)(112,337)— (122,863)
Stock compensation cost— 8,804 — — 8,804
Net earnings— — 127,623 — 127,623
Dividends declared ($0.275 per share)
— — (44,785)— (44,785)
Other comprehensive income— — — 56,703 56,703
Balance, June 27, 2025$165,637 $970,332 $1,337,956 $27,095 $2,501,020
Six Months Ended June 27, 2025
Balance, December 27, 2024$169,394 $955,051 $1,509,264 $(49,574)$2,584,135
Shares issued627 24,858 — — 25,485
Shares repurchased(4,384)(24,714)(331,854)— (360,952)
Stock compensation cost— 15,137 — — 15,137
Net earnings— — 251,724 — 251,724
Dividends declared ($0.550 per share)
— — (91,178)— (91,178)
Other comprehensive income— — — 76,669 76,669
Balance, June 27, 2025$165,637 $970,332 $1,337,956 $27,095 $2,501,020
See notes to consolidated financial statements.
6
Table of Contents
GRACO INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Preparation
The consolidated balance sheet of Graco Inc. and subsidiaries (the “Company”) as of June 26, 2026 and the related statements of earnings, comprehensive income and shareholders' equity for the three and six months ended June 26, 2026 and June 27, 2025, and cash flows for the six months ended June 26, 2026 and June 27, 2025 have been prepared by the Company and have not been audited.
In the opinion of management, these consolidated financial statements reflect all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position of the Company as of June 26, 2026, and the results of operations and cash flows for all periods presented.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. Therefore, these statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 26, 2025 (the "2025 Annual Report").
The results of operations for interim periods are not necessarily indicative of results that will be realized for the full fiscal year.
2. Segment Information
The Company classifies its business into three reportable segments: Contractor, Industrial and Expansion Markets.
Segment information follows (in thousands):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Contractor
Net Sales$299,421 $288,959 $559,403 $543,991
Cost of products sold145,817 149,539 279,460 281,422
Gross Profit153,604 139,420 279,943 262,569
Operating expenses62,443 63,931 126,547 125,150
Contractor Operating Earnings$91,161 $75,489 $153,396 $137,419
Industrial
Net Sales$249,237 $242,277 $489,649 $473,930
Cost of products sold104,775 101,051 209,412 197,875
Gross Profit144,462 141,226 280,237 276,055
Operating expenses60,116 58,854 120,084 114,088
Industrial Operating Earnings$84,346 $82,372 $160,153 $161,967
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Expansion Markets
Net Sales$41,894 $40,570 $81,644 $82,169
Cost of products sold21,409 19,566 40,581 39,729
Gross Profit20,485 21,004 41,063 42,440
Operating expenses10,997 12,175 21,932 23,546
Expansion Markets Operating Earnings$9,488 $8,829 $19,131 $18,894
Reportable Segment Operating Earnings Total$184,995 $166,690 $332,680 $318,280
Unallocated corporate expense9,902 9,206 19,811 16,783
Operating Earnings175,093 157,484 312,869 301,497
Interest expense835 655 1,671 1,368
Other (income) expense, net(7,196)(1,379)(10,345)(9,553)
Earnings Before Income Taxes$181,454 $158,208 $321,543 $309,682
Geographic information follows (in thousands):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales (based on customer location)
United States
$323,241 $305,027 $614,438 $587,584
Other countries
267,311 266,779 516,258 512,506
Total
$590,552 $571,806 $1,130,696 $1,100,090
June 26,
2026December 26,
2025
Long-lived Assets
United States
$591,145 $600,011
Other countries
157,360 155,053
Total
$748,505 $755,064
3. Inventories
Major components of inventories were as follows (in thousands):
June 26,
2026December 26,
2025
Finished products and components$177,656 $175,684
Products and components in various stages of completion116,181 123,866
Raw materials and purchased components217,796 216,559
Subtotal511,633 516,109
Reduction to LIFO cost(117,914)(114,971)
Total$393,719 $401,138
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4. Share-Based Awards
Options on common shares granted and outstanding, as well as the weighted average exercise price, are shown below (in thousands, except exercise prices):
Option
SharesWeighted Average
Exercise PriceOptions
ExercisableWeighted Average
Exercise Price
Outstanding, December 26, 20259,786 $61.38 7,017 $52.94
Granted1,000 92.86
Exercised(839)39.71
Canceled(170)81.40
Outstanding, June 26, 20269,777 $66.06 7,066 $57.80
The Company recognized year-to-date share-based compensation of $16 million in 2026 and $17 million in 2025. As of June 26, 2026, there was $36 million of unrecognized compensation cost related to unvested options, expected to be recognized over a weighted average period of 2.8 years.
The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions and results:
Six Months Ended
June 26,
2026June 27,
2025
Expected life in years
6.76.6
Interest rate
3.9 %4.4 %
Volatility
24.9 %26.2 %
Dividend yield
1.3 %1.3 %
Weighted average fair value per share
$27.17 $26.80
Under the Company’s Employee Stock Purchase Plan, the Company issued 235,000 shares in 2026 and 246,000 shares in 2025. The fair value of the employees’ purchase rights under this plan was estimated on the date of grant. The benefit of the 15 percent discount from the lesser of the fair market value per common share on the first day and the last day of the plan year was added to the fair value of the employees’ purchase rights determined using the Black-Scholes option pricing model with the following assumptions and results:
Six Months Ended
June 26,
2026June 27,
2025
Expected life in years
1.01.0
Interest rate
3.5 %4.1 %
Volatility
20.6 %19.6 %
Dividend yield
1.2 %1.3 %
Weighted average fair value per share
$25.69 $19.65
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5. Earnings per Share
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net earnings available to common shareholders
$144,926 $127,623 $263,433 $251,724
Weighted average shares outstanding for basic earnings per share163,711 165,785 164,671 167,173
Dilutive effect of stock options computed using the treasury stock method and the average market price2,013 2,776 2,358 2,899
Weighted average shares outstanding for diluted earnings per share165,724 168,561 167,029 170,072
Basic earnings per share
$0.89 $0.77 $1.60 $1.51
Diluted earnings per share
$0.87 $0.76 $1.58 $1.48
Anti-dilutive shares not included in diluted earnings per share computation3,159 1,837 3,050 3,697
6. Retirement Benefits
The components of net periodic benefit cost for retirement benefit plans were as follows (in thousands):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Pension Benefits
Service cost
$1,166 $1,039 $2,332 $2,292
Interest cost
2,647 2,568 5,295 4,711
Expected return on assets
(3,273)(2,904)(6,548)(5,807)
Amortization and other
(74)202 (152)366
Net periodic benefit cost
$466 $905 $927 $1,562
Postretirement Medical
Service cost
$75 $78 $150 $153
Interest cost
225 369 450 569
Amortization
— (136)— (136)
Net periodic benefit cost
$300 $311 $600 $586
7. Receivables and Credit Losses
Accounts receivable includes trade receivables of $409 million and other receivables of $15 million as of June 26, 2026 and $376 million and $18 million of trade receivables and other receivables, respectively, as of December 26, 2025.
Allowance for Credit Losses
Following is a summary of activity for credit losses (in thousands):
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Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Balance, beginning$5,605 $5,360 $5,264 $4,973
Additions (reversals) charged to costs and expenses827 (138)1,471 93
Deductions from reserves (1)
(22)(3)(319)(5)
Other (deductions) additions (2)
(38)112 (44)270
Balance, ending$6,372 $5,331 $6,372 $5,331
(1) Represents amounts determined to be uncollectible and charged against reserves, net of collections on accounts previously charged against reserves.
(2) Includes effects of foreign currency translation.
8. Intangible Assets
Components of other intangible assets were as follows (dollars in thousands):
Finite LifeIndefinite Life
Customer
RelationshipsPatents and
Proprietary
TechnologyTrademarks,
Trade Names
and OtherTrade
NamesTotal
As of June 26, 2026
Cost
$201,562 $40,271 $4,786 $107,034 $353,653
Accumulated amortization
(64,181)(9,202)(3,295)— (76,678)
Foreign currency translation326 994 5 5,156 6,481
Book value
$137,707 $32,063 $1,496 $112,190 $283,456
Weighted average life in years
14103N/A
As of December 26, 2025
Cost
$316,962 $44,304 $4,786 $107,034 $473,086
Accumulated amortization
(165,150)(10,649)(2,027)— (177,826)
Foreign currency translation(877)1,464 54 7,950 8,591
Book value
$150,935 $35,119 $2,813 $114,984 $303,851
Weighted average life in years
13102N/A
Amortization of acquired and other intangible assets for the year to date was $14 million in 2026 and $13 million in 2025. Estimated annual amortization expense based on the current carrying amount of other intangible assets is as follows (in thousands):
2026 (Remainder)2027202820292030Thereafter
Estimated Amortization Expense$11,277 $19,473 $17,384 $16,783 $16,010 $90,339
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Changes in the carrying amount of goodwill for each reportable segment were as follows (in thousands):
ContractorIndustrialExpansion MarketsTotal
Balance, December 26, 2025$238,575 $275,263 $71,466 $585,304
Adjustments from business acquisitions(397)254 — (143)
Foreign currency translation(4,897)(4,589)— (9,486)
Balance, June 26, 2026$233,281 $270,928 $71,466 $575,675
On May 20, 2026, the Company entered into a definitive agreement to acquire Valco Melton for $447 million, subject to customary adjustments. Valco Melton is a global provider of adhesive application and quality assurance systems. The acquisition is expected to be completed during the third quarter of fiscal 2026 and funded with cash on hand.
9. Other Current Liabilities
Components of other current liabilities were as follows (in thousands):
June 26,
2026December 26,
2025
Accrued self-insurance retentions
$7,799 $8,013
Accrued warranty and service liabilities
20,725 21,103
Accrued trade promotions
8,402 7,511
Payable for employee stock purchases
7,623 15,546
Customer advances and deferred revenue
98,406 93,995
Income taxes payable
13,495 15,493
Tax payable, other11,774 14,693
Right of return refund liability13,373 15,055
Operating lease liabilities, current 6,982 8,769
Other
35,274 41,689
Total
$223,853 $241,867
A liability is established for estimated future warranty and service claims that relate to current and prior period sales. The Company estimates warranty costs based on historical claim experience and other factors, including evaluating specific product warranty issues. Following is a summary of activity in accrued warranty and service liabilities (in thousands):
Balance, December 26, 2025$21,103
Charged to expense5,554
Margin on parts sales reversed1,927
Reductions for claims settled(7,859)
Balance, June 26, 2026$20,725
Customer Advances and Deferred Revenue
Revenue is deferred when cash payments are received or due in advance of performance, including amounts which are refundable. This is also the case for services associated with certain product sales. During the three and six months ended June 26, 2026, The Company recognized $27 million and $62 million, respectively, that was included in deferred revenue at December 26, 2025. During the three and six months ended June 27, 2025, the Company recognized $17 million and $46 million, respectively, that was included in deferred revenue at December 27, 2024.
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10. Fair Value
Assets and liabilities measured at fair value on a recurring basis and fair value measurement level were as follows (in thousands):
LevelJune 26,
2026December 26,
2025
Assets
Cash surrender value of life insurance2$31,076 $28,893
Forward exchange contracts216 —
Total assets at fair value$31,092 $28,893
Liabilities
Contingent consideration3$1,591 $1,649
Deferred compensation28,840 8,336
Forward exchange contracts2— 268
Total liabilities at fair value$10,431 $10,253
Contracts insuring the lives of certain employees who are eligible to participate in certain non-qualified pension and deferred compensation plans are held in trust. Cash surrender value of the contracts is based on performance measurement funds that shadow the deferral investment allocations made by participants in certain deferred compensation plans. The deferred compensation liability balances are valued based on amounts allocated by participants to the underlying performance measurement funds.
Contingent consideration liabilities represent the estimated value (using a probability-weighted expected return approach) of future payments to be made to previous owners of certain acquired businesses based on future revenues.
The fair value of variable rate borrowings approximates carrying value. The Company uses significant other observable inputs to estimate fair value (level 2 of the fair value hierarchy) based on the present value of future cash flows and rates that would be available for issuance of debt with similar terms and remaining maturities.
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Item 2. GRACO INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
The Company supplies technology and expertise for the management of fluids and coatings in both industrial and commercial applications. It designs, manufactures and markets systems and equipment to move, measure, control, dispense and spray fluid and coating materials. Management classifies the Company’s business into three reportable segments: Contractor, Industrial and Expansion Markets. Key strategies include developing and marketing new products, leveraging products and technologies into additional, growing end-user markets, expanding distribution globally and completing strategic acquisitions that provide additional channels and technologies.
The following Management’s Discussion and Analysis reviews significant factors affecting the Company’s results of operations and financial condition. This discussion should be read in conjunction with the consolidated financial statements and the accompanying notes to the consolidated financial statements.
Tariffs
On February 20, 2026, the U.S. Supreme Court issued a decision invalidating certain tariffs imposed under the International Emergency Economic Powers Act ("IEEPA"). The U.S. Court of International Trade subsequently issued orders directing the U.S. Customs and Border Protection to refund previously collected IEEPA tariffs. The situation continues to evolve, and further legislative, regulatory, or judicial developments may affect the ultimate outcome and the availability or timing of any refunds. Given the significant uncertainty involved, the Company determined to only recognize IEEPA tariff refunds upon receipt. The Company began receiving IEEPA tariff refunds during the second quarter of 2026. Through the three and six months ended June 26, 2026, the Company received $9 million in refunds, net of related surcharges.
Consolidated Results
A summary of financial results follows (in millions except per share amounts):
Three Months EndedSix Months Ended
Jun 26,
2026Jun 27,
2025%
ChangeJun 26,
2026Jun 27,
2025%
Change
Net Sales
$590.6 $571.8 3 %$1,130.7 $1,100.1 3 %
Operating Earnings
175.1 157.5 11 %312.9 301.5 4 %
Operating Earnings, adjusted (1)
183.2 164.4 11 %329.3 315.8 4 %
Net Earnings
144.9 127.6 14 %263.4 251.7 5 %
Net Earnings, adjusted (1)
151.0 131.9 15 %269.2 258.0 4 %
Diluted Net Earnings per Common Share
$0.87 $0.76 14 %$1.58 $1.48 7 %
Diluted Net Earnings per Common Share, adjusted (1)
$0.91 $0.78 17 %$1.61 $1.52 6 %
(1) Adjusted operating earnings, adjusted net earnings and adjusted diluted net earnings per common share reflect the Company's updated non-GAAP methodology. See below for additional information.
Net sales for the second quarter increased 3 percent, with 3 percentage points of sales growth from acquired operations and 1 percentage point of sales growth from the effects of favorable changes in currency translation rates. Sales growth for the quarter was partially offset by a 1 percentage point organic decline related to the timing of finishing system sales and other project activity in the Industrial segment.
Operating earnings increased 11 percent for the second quarter. Adjusted operating earnings increased 11 percent, due primarily to a higher gross margin rate driven by lower operating expenses and the receipt of $9 million in tariff refunds, net of related surcharges.
Net earnings increased 14 percent for the second quarter. Adjusted net earnings increased 15 percent, driven by higher operating earnings and $5 million in lower exchange losses on net assets of foreign operations.
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Beginning in the second quarter of 2026, the Company updated its non-GAAP adjusted measurements to exclude acquisition costs and amortization of acquired intangible assets. The Company excludes acquisition costs and amortization of acquired intangible assets to provide a consistent comparison of operating results across reporting periods. While the Company has a history of acquisition activity, the Company's acquisitions do not occur on a predictable cycle, and transactions vary in complexity, timing, size and nature. Acquisition costs include third-party legal, valuation, consulting and other incremental costs incurred in connection with acquisition activities as well as purchase accounting adjustments. Management uses these adjusted measures to evaluate operating performance and, for acquisition costs, in determining incentive compensation. These excluded items to the non-GAAP adjusted measurements provide supplemental information useful in evaluating the Company's underlying operating performance. Prior-period amounts have been recast to conform to the current presentation.
Excluding the impact of acquisition costs, amortization of acquired intangible assets, the related income tax effects of these items and excess tax benefits from stock option exercises presents a more consistent basis for comparison of financial results. A calculation of the non-GAAP adjusted measurements of operating earnings, earnings before income taxes, income taxes, effective income tax rate, net earnings and diluted earnings per share follows (in millions except per share amounts):
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Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Operating earnings$175.1 $157.5 $312.9 $301.5
Acquisition costs2.5 0.3 3.1 1.0
Amortization of acquired intangible assets
5.6 6.6 13.3 13.3
Operating earnings, adjusted$183.2 $164.4 $329.3 $315.8
Earnings before income taxes, as reported$181.5 $158.2 $321.5 $309.7
Acquisition costs2.5 0.3 3.1 1.0
Amortization of acquired intangible assets5.6 6.6 13.3 13.3
Earnings before income taxes, adjusted$189.6 $165.1 $337.9 $324.0
Income taxes, as reported$36.5 $30.6 $58.1 $58.0
Tax impact of acquisition costs0.5 0.1 0.7 0.2
Tax impact of amortization of acquired intangible assets1.4 1.8 3.2 3.4
Excess tax benefit from option exercises0.1 0.7 6.7 4.4
Income taxes, adjusted$38.5 $33.2 $68.7 $66.0
Effective income tax rate
As reported20.1 %19.3 %18.1 %18.7 %
Adjusted20.4 %20.1 %20.3 %20.4 %
Net Earnings, as reported$144.9 $127.6 $263.4 $251.7
Acquisition costs, net of tax2.0 0.2 2.4 0.8
Amortization of acquired intangible assets, net of tax4.2 4.8 10.1 9.9
Excess tax benefit from option exercises(0.1)(0.7)(6.7)(4.4)
Net Earnings, adjusted$151.0 $131.9 $269.2 $258.0
Weighted Average Diluted Shares165.7 168.6 167.0 170.1
Diluted Earnings per Share
As reported$0.87 $0.76 $1.58 $1.48
Adjusted$0.91 $0.78 $1.61 $1.52
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The following table presents an overview of components of net earnings as a percentage of net sales:
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales100.0 %100.0 %100.0 %100.0 %
Cost of products sold46.3 47.6 47.1 47.5
Gross Profit53.7 52.4 52.9 52.5
Product development3.4 3.6 3.5 3.6
Selling, marketing and distribution11.6 12.0 12.3 12.3
General and administrative9.1 9.3 9.4 9.2
Operating Earnings29.6 27.5 27.7 27.4
Interest expense0.1 0.1 0.1 0.1
Other (income) expense, net(1.2)(0.2)(0.9)(0.9)
Earnings Before Income Taxes30.7 27.6 28.5 28.2
Income taxes6.2 5.3 5.1 5.3
Net Earnings24.5 %22.3 %23.4 %22.9 %
Net Sales
The following table presents net sales by geographic region (in millions):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Americas(1)
$371.4 $351.9 $705.8 $675.1
EMEA(2)
127.8 129.9 253.4 250.9
Asia Pacific91.4 90.0 171.5 174.1
Consolidated$590.6 $571.8 $1,130.7 $1,100.1
(1) North, South and Central America, including the United States
(2) Europe, Middle East and Africa
The following table presents the components of net sales change by geographic region:
Three MonthsSix Months
Volume and PriceAcquisitions CurrencyTotalVolume and PriceAcquisitions CurrencyTotal
Americas1%5%0%6%(1)%5%1%5%
EMEA(4)%0%2%(2)%(9)%5%5%1%
Asia Pacific(2)%2%2%2%(5)%1%2%(2)%
Consolidated(1)%3%1%3%(3)%4%2%3%
Gross Profit
The gross profit margin rate increased approximately 1 percentage point for the second quarter and was flat for the year to date from the comparable periods last year. For the quarter, price realization and the receipt of $9 million in tariff refunds, net of related surcharges, more than offset the unfavorable effects of lower margin rates from acquired operations. For the year to date, price realization and $9 million in tariff refunds, net of related surcharges, more than offset $6 million of incremental tariff costs, unfavorable product and channel mix and lower margin rates of acquired operations.
Operating Expenses
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Total operating expenses decreased modestly for the second quarter and increased $9 million (3 percentage points) year to date compared to the same periods last year. Incremental expenses from acquired operations of $5 million for the quarter and $11 million for the year to date were partially offset by decreases in stock compensation, product development spending and selling, marketing and distribution expenses.
Other (Income) Expense
Other non-operating income increased by $6 million in the second quarter and $1 million for the year to date from the comparable periods last year, primarily due to lower foreign exchange losses on net assets of foreign operations of $5 million and $6 million, respectively. The year to date increase in other non-operating income was partially offset by a prior year gain of $5 million from the sale of a former manufacturing and distribution facility in Switzerland that did not repeat.
Income Taxes
The effective income tax rate was 20 percent for the second quarter and 18 percent for the year to date. Adjusted to exclude the impacts of certain non-recurring items (see Consolidated Results for Comparability), the adjusted effective income tax rate of 20 percent for both the quarter and year to date was comparable to the respective periods last year.
Segment Results
Certain measurements of segment operations compared to last year are summarized below:
Contractor Segment
The following table presents net sales and operating earnings as a percentage of sales for the Contractor segment
(dollars in millions):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales
Americas
$215.0 $201.4 $395.9 $377.3
EMEA
59.9 61.1 116.1 115.6
Asia Pacific
24.5 26.5 47.4 51.1
Total
$299.4 $289.0 $559.4 $544.0
Operating earnings as a percentage of net sales
30 %26 %27 %25 %
The following table presents the components of net sales change by geographic region for the Contractor segment:
Three MonthsSix Months
Volume and PriceAcquisitionsCurrencyTotalVolume and PriceAcquisitions CurrencyTotal
Americas3%4%0%7%1%4%0%5%
EMEA(4)%0%2%(2)%(5)%0%5%0%
Asia Pacific(10)%0%2%(8)%(10)%0%3%(7)%
Segment Total0%3%1%4%(2)%3%2%3%
Contractor segment net sales growth for the second quarter and year to date included $7 million and $14 million, respectively, from acquired operations. Organic sales growth in the Americas for the second quarter and year to date was broad-based, and included growth in protective coating and spray foam product categories as well as within the professional paint and home center channels. The operating margin rate for this segment increased 4 percentage points for the quarter and 2 percentage points for the year to date, primarily due to lower operating expenses and the net impact of tariff refunds and related surcharges of $5 million.
Industrial Segment
The following table presents net sales and operating earnings as a percentage of sales for the Industrial segment
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(dollars in millions):
Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales
Americas
$131.6 $126.8 $263.0 $248.0
EMEA
62.0 61.1 124.7 120.5
Asia Pacific
55.6 54.3 101.9 105.4
Total
$249.2 $242.2 $489.6 $473.9
Operating earnings as a percentage of net sales
34 %34 %33 %34 %
The following table presents the components of net sales change by geographic region for the Industrial segment:
Three MonthsSix Months
Volume and PriceAcquisitionsCurrencyTotalVolume and PriceAcquisitions CurrencyTotal
Americas(4)%7%1%4%(2)%7%1%6%
EMEA(2)%1%2%1%(12)%9%6%3%
Asia Pacific(2)%2%2%2%(7)%2%2%(3)%
Segment Total(3)%5%1%3%(5)%6%2%3%
Industrial segment incremental sales from acquired operations of $11 million in the second quarter and $31 million for the year to date more than offset an organic sales decline, which was primarily attributable to the timing of finishing system sales and other project-related activity compared to the respective periods last year. The operating margin rate for this segment was flat for the second quarter compared to the same period last year as an improved gross margin rate, primarily due to the second quarter net impact of tariff refunds and related surcharges of $4 million, offset the unfavorable effects of lower margin rates of acquired operations. For the year to date, the operating margin rate decreased 1 percentage point as lower operating expenses and the net impact of tariff refunds and related surcharges were unable to offset the unfavorable effects of lower margin rates of acquired operations.
Expansion Markets Segment
The following table presents net sales and operating earnings as a percentage of sales for the Expansion Markets segment (dollars in millions):
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Three Months EndedSix Months Ended
June 26,
2026June 27,
2025June 26,
2026June 27,
2025
Net Sales
Americas
$24.8 $23.8 $46.9 $49.8
EMEA
5.8 7.6 12.6 14.7
Asia Pacific
11.4 9.2 22.2 17.7
Total
$42.0 $40.6 $81.7 $82.2
Operating earnings as a percentage of net sales
23 %22 %23 %23 %
The following table presents the components of net sales change by geographic region for the Expansion Markets segment:
Three MonthsSix Months
Volume and PriceAcquisitions CurrencyTotalVolume and PriceAcquisitions CurrencyTotal
Americas4%0%0%4%(6)%0%0%(6)%
EMEA(24)%0%0%(24)%(15)%0%1%(14)%
Asia Pacific23%0%0%23%25%0%0%25%
Segment Total3%0%0%3%(1)%0%0%(1)%
Expansion Markets net sales increased 3% for the second quarter and decreased 1% year to date compared to the same periods last year. Improved order rates in the semiconductor product application drove most of the second quarter sales growth. The segment's operating margin rate increased 1 percentage point for the quarter due primarily to lower expenses. The year to date operating margin rate was flat, as lower expenses offset the impact of lower sales volume.
Liquidity and Capital Resources
Net cash provided by operating activities of $298 million in the first six months of 2026 decreased by $10 million compared to the same period last year. Increases in accounts receivable and accounts payable reflect growth in business activity in the second quarter of 2026. Significant uses of cash in the first half of 2026 included share repurchases of $331 million (partially offset by $43 million of net proceeds from shares issued), dividend payments of $98 million and plant and equipment additions of $29 million.
For the first half of 2025, significant uses of cash included share repurchases of $361 million (partially offset by $25 million from shares issued) and dividend payments of $92 million and plant and equipment additions of $30 million.
As of June 26, 2026, the Company had available liquidity of $1,279 million, including cash and cash equivalents of $508 million, of which $174 million was held outside of the U.S., and available credit under existing committed credit facilities of $771 million.
Cash balances and unused financing sources are expected to provide the Company with the flexibility to meet its liquidity needs for the next 12 months and beyond, including its capital expenditure plan, planned dividends, share repurchases, potential future acquisitions and operating requirements. Capital expenditures for 2026 are expected to be approximately $100 million. The Company may make opportunistic share repurchases going forward.
Outlook
Incoming order activity and end market demand trends support the Company's 2026 outlook of low single-digit sales growth on an organic constant-currency basis and mid-single-digit growth including the expected incremental sales from acquisitions. The Company estimates third quarter total company sales of $580 million to $600 million, excluding the impact of the Company's announced acquisition of Valco Melton, which is expected to close in the third quarter.
Cautionary Statement Regarding Forward-Looking Statements
The Company desires to take advantage of the “safe harbor” provisions regarding forward-looking statements of the Private Securities Litigation Reform Act of 1995 and is filing this Cautionary Statement in order to do so. From time to time
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various forms filed by our Company with the Securities and Exchange Commission, including our Form 10-K, Form 10-Qs and Form 8-Ks, and other disclosures, including our 2025 Overview report, press releases, earnings releases, analyst briefings, conference calls and other written documents or oral statements released by our Company, may contain forward-looking statements. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” and similar expressions, and reflect our Company’s expectations concerning the future. All forecasts and projections are forward-looking statements. Forward-looking statements are based upon currently available information, but various risks and uncertainties may cause our Company’s actual results to differ materially from those expressed in these statements. The Company undertakes no obligation to update these statements in light of new information or future events.
Future results could differ materially from those expressed, due to the impact of changes in various factors. These risk factors include, but are not limited to, risks relating to the demand for our products and the level of commercial, industrial and construction activity worldwide; changes in currency translation rates; international and domestic instability; interest rate fluctuations and changes in credit markets; global sourcing of materials; inflationary cost pressures and our ability to raise prices without decreasing demand for our products; interruptions of or intrusions into our information systems; intellectual property rights; the use of generative artificial intelligence and other emerging technologies; conducting business internationally; catastrophic events; our ability to attract, develop and retain qualified personnel; public health crises; our growth strategies and acquisitions; potential goodwill impairment; our ability to compete effectively; our dependence on a few large customers; o