UCTT on Nasdaq

Ultra Clean Holdings, Inc.

American semiconductors and related devices company based in Hayward2

In its 2026 annual report the company says: “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. Our Products segment primarily designs, engineers and manufactures production tools, components and parts, and modules and subsystems for the semiconductor and display capital equipment markets.”4 Its shares trade on Nasdaq under the symbol UCTT.2

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Last updated Oct 21, 2026.

Overview

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  • TickerUCTT on Nasdaq2
  • IndustrySemiconductors & Related Devices2
  • HeadquartersHayward, United States2
  • Incorporated inDE3
  • Business address26462 Corporate Avenue, Hayward, Ca 945453
  • Filer categoryLarge accelerated filer3
  • Legal formCorporation2
  • LEI5493007L6LS7QX18PE752
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O INCORPORATING SERVICES, LTD., 19901 Dover, United States2
  • Registered withDivision of Corporations, Department of State, 35847452

Ultra Clean Holdings, Inc., (“UCT”, the “Company” or “We”) is a leading developer and supplier of critical subsystems, components, parts, and ultra-high purity cleaning and analytical services primarily for the semiconductor industry. UCT offers its customers an integrated outsourced solution for major subassemblies, improved design-to-delivery cycle times, design for manufacturability, prototyping and part and component manufacturing, as well as tool chamber parts cleaning and coating, and micro-contamination analytical services. We report results for two segments: Products and Services. Our Products segment primarily designs, engineers and manufactures production tools, components and parts, and modules and subsystems for the semiconductor and display capital equipment markets. Products include chemical delivery modules, frame assemblies, gas delivery systems, fluid delivery systems, p…4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

15.7%Gross margin5
-5.2%Operating margin5
-8.8%Net margin5
-2.1%Revenue growth, 20255
-25.5%Return on equity5
0.68×Debt to equity5
$15.3MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Product brought in 88% of the revenue Ultra Clean Holdings, Inc. broke down this way in fiscal 2025.

  1. Product$1.8B588%down 3% from 2024
  2. Service$254.7M512%up 4% from 2024
Products and services by year
Products and services202320242025
Product$1.5B$1.9B$1.8B
Service$232.9M$243.9M$254.7M

Business segments

Semiconductor Products And Solutions brought in 88% of the revenue Ultra Clean Holdings, Inc. broke down this way in fiscal 2025.

  1. Semiconductor Products And Solutions$1.8B588%down 3% from 2024
  2. Semiconductor Services Business$254.7M512%up 4% from 2024
Business segments by year
Business segments202320242025
Semiconductor Products And Solutions$1.5B$1.9B$1.8B
Semiconductor Services Business$232.9M$243.9M$254.7M

Regions

Singapore brought in 37% of the revenue Ultra Clean Holdings, Inc. broke down this way in fiscal 2025.

  1. Singapore$754.0M537%up 6% from 2024
  2. United States$495.4M524%down 13% from 2024
  3. AT$221.5M511%up 24% from 2024
  4. Other Geographical Areas$190.5M59%down 0% from 2024
  5. China$143.1M57%down 33% from 2024
  6. South Korea$112.6M55%up 9% from 2024
  7. MY$78.2M54%up 55% from 2024
  8. Taiwan$58.7M53%down 29% from 2024
Regions by year
Regions202320242025
Singapore$608.7M$711.5M$754.0M
United States$526.8M$566.5M$495.4M
AT$124.9M$178.4M$221.5M
Other Geographical Areas$168.7M$190.7M$190.5M
China$118.1M$214.7M$143.1M
South Korea$94.2M$103.0M$112.6M
MY$21.8M$50.4M$78.2M
Taiwan$71.3M$82.4M$58.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue84¢$1.7B
  • Research and development2¢$32.0M
  • Other costs13¢$265.0M
  • Income tax1¢$25.9M

Out of $2.1B in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending77¢$50.3M
  • Share buybacks5¢$3.4M
  • Kept or used elsewhere18¢$11.9M

Out of $65.6M of cash from operations.5

Financial statements

Revenue67895$2.1B in 2025+93% since 2019
0$1.0B$2.0B$3.0B2019: $1.1B$1.1B20192020: $1.4B$1.4B2020+31%2021: $2.1B$2.1B2021+50%2022: $2.4B$2.4B2022+13%2023: $1.7B$1.7B2023−27%2024: $2.1B$2.1B2024+21%2025: $2.1B$2.1B2025−2%
Gross profit67895$322.9M in 2025+64% since 2019
0$200.0M$400.0M$600.0M2019: $196.8M$196.8M20192020: $291.8M$291.8M2020+48%2021: $430.0M$430.0M2021+47%2022: $465.0M$465.0M2022+8%2023: $277.3M$277.3M2023−40%2024: $356.3M$356.3M2024+28%2025: $322.9M$322.9M2025−9%
Operating income67895-$107.4M in 2025
-$200.0M-$100.0M0$100.0M$200.0M2019: $29.9M$29.9M20192020: $121.4M$121.4M2020+306%2021: $185.7M$185.7M2021+53%2022: $120.4M$120.4M2022−35%2023: $35.2M$35.2M2023−71%2024: $91.2M$91.2M2024+159%2025: -$107.4M-$107.4M2025
Net income67895-$181.2M in 2025+1828% since 2019
-$200.0M-$100.0M0$100.0M$200.0M2019: -$9.4M-$9.4M20192020: $77.6M$77.6M20202021: $119.5M$119.5M2021+54%2022: $40.4M$40.4M2022−66%2023: -$31.1M-$31.1M20232024: $23.7M$23.7M20242025: -$181.2M-$181.2M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Total revenues$2.1B$2.1B$1.7B
Total cost revenues$1.7B$1.7B$1.5B
Gross margin$322.9M$356.3M$277.3M
Research and development$32.0M$28.3M$28.3M
Sales and marketing$61.2M$57.3M$51.8M
General and administrative$186.0M$179.5M$162.0M
Impairment of goodwill$151.1M$0$0
Total operating expenses$430.3M$265.1M$242.1M
Income (loss) from operations-$107.4M$91.2M$35.2M
Interest income$3.9M$4.8M$4.1M
Interest expense-$38.3M-$46.5M-$48.8M
Other income (expense), net-$3.9M$17.7M-$1.8M
Income (loss) before provision for income taxes-$145.7M$67.2M-$11.3M
Provision for income tax$25.9M$32.7M$10.9M
Net income (loss)-$171.6M$34.5M-$22.2M
Less: Net income attributable to noncontrolling interests$9.6M$10.8M$8.9M
Net income (loss) attributable to UCT-$181.2M$23.7M-$31.1M
Basic (in dollars per share)-$4.00$0.53-$0.70
Diluted (in dollars per share)-$4.00$0.52-$0.70
Basic (in shares)45.3M shares44.9M shares44.7M shares
Diluted (in shares)45.3M shares45.3M shares44.7M shares

Compare Ultra Clean Holdings, Inc. with another company

Corporate structure

Ultra Clean Holdings, Inc. sits at the top of its group. 2 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Ultra Clean Holdings, Inc.

  • Ultra Clean Holdings, Inc. Hayward, California, United States
    • UCT Fluid Delivery Solutions s.r.o. Subsidiary · 100% · Liberec, Czechia

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Ultra Clean Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Construction in progress$22.4M5 Dec 26, 2025$37.9M5 Dec 27, 2024−40.9%
Accumulated depreciation$243.0M5 Dec 26, 2025$214.0M5 Dec 27, 2024+13.6%
Property and equipment, net$324.6M5 Dec 26, 2025$325.9M5 Dec 27, 2024−0.4%
Operating-lease assets (leased space)$157.2M5 Dec 26, 2025$161.0M5 Dec 27, 2024−2.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$311.8M5 Dec 26, 2025$313.9M5 Dec 27, 2024−0.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$114.2M5 Dec 26, 2025$265.3M5 Dec 27, 2024−57.0%
Intangible assets, net (excluding goodwill)$156.8M5 Dec 26, 2025$184.9M5 Dec 27, 2024−15.2%
Accumulated amortization$218.2M5 Dec 26, 2025$190.1M5 Dec 27, 2024+14.8%
Finite-lived intangibles, net$147.8M5 Dec 26, 2025$175.9M9 Dec 27, 2024−16.0%

Inventory

ItemLatestA year beforeChange
Inventory, total$390.9M5 Dec 26, 2025$381.0M5 Dec 27, 2024+2.6%
Raw materials$208.3M5 Dec 26, 2025$195.4M5 Dec 27, 2024+6.6%
Work in process$148.4M5 Dec 26, 2025$130.8M5 Dec 27, 2024+13.5%
Finished goods$34.2M5 Dec 26, 2025$54.8M5 Dec 27, 2024−37.6%

Properties, in its own words

UCT’s headquarters is located in Hayward, California. This facility provides administrative, sales and support, engineering and technology development and manufacturing operations. This lease expires in 2027.

The Company has manufacturing and engineering facilities in California, Texas, Arizona, Israel, Oregon, China, Malaysia, Singapore, the United Kingdom, Thailand, Philippines and Czechia. The Company has parts cleaning, analytics and engineering facilities in Colorado, Arizona, California, Oregon, Maine, Texas, Ireland, Israel, Taiwan, South Korea, Singapore and China. These facilities have leases that expire on various dates through 2084 and are subject to periodic changes. We also own buildings and land that are located in South Korea, China and the United Kingdom. We believe that our existing facilities are well-maintained and in good operating condition.

Item 2 of the 10-K filed Feb 23, 2026.4

Leadership

Who has led Ultra Clean Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (36)

Former names

  • ULTRA CLEAN HOLDINGS INCJan 14, 2004 to Feb 17, 20153

Timeline

  1. Sep 30, 20268-K Executive or director change68
  2. Aug 14, 20268-K Entered a material agreement69
  3. Aug 6, 20268-K Executive or director change70
  4. Aug 3, 20268-K Results of operations71
  5. Jul 8, 20268-K Executive or director change72
  6. May 26, 20268-K Shareholder vote73
  7. Apr 28, 20268-K Financial statements and exhibits74
  8. Apr 28, 20268-K Financial statements and exhibits75
  9. Apr 24, 20268-K Entered a material agreement; New debt or obligation76
  10. Mar 3, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares77
  11. Feb 27, 20268-K Entered a material agreement; Other events78
  12. Feb 25, 20268-K Other events79
  13. Sep 16, 2025New chief executive Jinsong Xiao becomes CEO14
  14. Jan 20, 2015New chief executive Jim Scholhamer becomes CEO15
  15. Mar 13, 2006New chief executive Clarence L. Granger becomes CEO16
  16. Oct 28, 2002Founded Ultra Clean Holdings, Inc. is founded2

Calendar

Coming up

  1. Oct 27, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported $0.20 a share, on Oct 28, 2025.80

When it reported results

  1. Aug 3, 2026Reported quarterly or annual results71
  2. Oct 28, 2025Reported quarterly or annual results81
  3. Jul 28, 2025Reported quarterly or annual results82
  4. Apr 28, 2025Reported quarterly or annual results83
  5. Feb 24, 2025Reported quarterly or annual results84
  6. Oct 28, 2024Reported quarterly or annual results85
  7. Jul 27, 2023Reported quarterly or annual results86
  8. Apr 26, 2023Reported quarterly or annual results87

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

407 filings to the SEC since October 2021: 5 annual reports, 18 quarterly reports, 58 major events, 229 insider forms, 32 large holders, 65 other. The latest 20:

  1. Oct 2, 20264 EDGAR
  2. Oct 2, 20263 EDGAR
  3. Sep 30, 20268-K EDGAR
  4. Sep 4, 20264 EDGAR
  5. Sep 4, 20263 EDGAR
  6. Sep 2, 20264 EDGAR
  7. Aug 14, 20268-K EDGAR
  8. Aug 14, 2026424B5 EDGAR
  9. Aug 13, 2026SCHEDULE 13G EDGAR
  10. Aug 12, 2026SCHEDULE 13G EDGAR
  11. Aug 6, 20268-K EDGAR
  12. Aug 4, 202610-Q EDGAR
  13. Aug 3, 20268-K EDGAR
  14. Jul 31, 2026SCHEDULE 13G EDGAR
  15. Jul 10, 2026S-8 EDGAR
  16. Jul 8, 20268-K EDGAR
  17. Jul 7, 20264 EDGAR
  18. Jul 2, 2026144 EDGAR
  19. Jun 30, 20264 EDGAR
  20. Jun 9, 20264 EDGAR

The 407 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

64 open-market trades by officers, directors and large owners since October 2021: 9 buys and 55 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jul 2, 2026HARDING BRIAN EChief Accounting OfficerSale3,837$128.75$494.0KForm 4
Jun 4, 2026Savage SheriCFOSale14,421$89.45$1.3MForm 4
Jun 4, 2026Savage SheriCFOSale15,766$89.47$1.4MForm 4
Jun 4, 2026HARDING BRIAN EChief Accounting OfficerSale16,988$89.47$1.5MForm 4
Jun 2, 2026Cho Paul YoonkuGeneral Counsel and SecretarySale944$89.37$84.4KForm 4
May 27, 2026LIGGETT EMILY MDirectorSale8,198$92.18$755.7KForm 4
May 14, 2026McKibben Jeffrey L.Chief Information OfficerSale4,205$87.00$365.8KForm 4
May 8, 2026Cho Paul YoonkuGeneral Counsel and SecretarySale2,000$86.89$173.8KForm 4
May 8, 2026McKibben Jeffrey L.Chief Information OfficerSale2,500$86.48$216.2KForm 4
May 5, 2026Palfrey Jamie J.SVP, Global Human ResourcesSale8,691$79.73$692.9KForm 4
May 5, 2026HARDING BRIAN EChief Accounting OfficerSale4,000$80.00$320.0KForm 4
May 4, 2026Cook Christopher SPresident, Products DivisionSale11,478$73.96$848.9KForm 4
May 1, 2026GRANGER CLARENCE LDirectorSale30,000$75.30$2.3MForm 4
Apr 30, 2026Cook Christopher SPresident, Products DivisionSale11,903$75.31$896.4KForm 4
Dec 3, 2025IBNALE DAVID TDirectorSale23,500$26.63$625.8KForm 4
Jun 6, 2025Cho Paul YoonkuGeneral Counsel and SecretarySale4,084$21.06$86.0KForm 4
Jun 4, 2025McKibben Jeffrey L.Chief Information OfficerSale6,294$20.87$131.4KForm 4
May 6, 2025Palfrey Jamie J.SVP, Global Human ResourcesSale9,500$19.20$182.4KForm 4
Mar 7, 2025Bentinck BillPresident, Services BusinessBuy3,000$25.17$75.5KForm 4
Mar 7, 2025Cook Christopher SPresident, Products DivisionBuy4,100$25.30$103.7KForm 4

All 64 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025James XiaoChief Executive Officer55$202.1K$6.0M98
2025Christopher S. CookChief Business Officer57$558.5K$3.6M98
2025James P. ScholhamerFormer Chief Executive Officer & Director59$177.6K$2.7M98
2025Harjinder BajwaChief Operating Officer59$573.9K$2.4M98
2025Sheri L. SavageChief Financial Officer and Senior Vice President of Finance54$587.0K$2.3M98
2025Clarence L. GrangerFormer Interim Chief Executive Officer77$433.0K$1.5M98
2025Jeffrey L. McKibbenChief Information Officer63$468.2K$1.3M98
2024James P. ScholhamerFormer Chief Executive Officer & Director59$800.6K$5.8M98
2024Harjinder BajwaChief Operating Officer59$295.7K$3.3M98
2024Sheri L. SavageChief Financial Officer and Senior Vice President of Finance54$566.1K$2.5M98
2024Christopher S. CookChief Business Officer57$514.6K$1.7M98
2024Jeffrey L. McKibbenChief Information Officer63$451.3K$1.4M98
2023James P. ScholhamerFormer Chief Executive Officer & Director59$736.5K$5.0M98
2023Sheri L. SavageChief Financial Officer and Senior Vice President of Finance54$511.5K$2.2M98
2023Christopher S. CookChief Business Officer57$484.6K$1.5M98
2023Jeffrey L. McKibbenChief Information Officer63$424.6K$1.3M98

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.6,919,992$986.7M0.0%+87,373
Invesco Ltd.3,124,839$445.6M0.0%+1,464,890
Vanguard Portfolio Management LLC2,757,438$393.2M0.0%−44,812
Capital World Investors2,580,132$367.9M0.0%New
Vanguard Capital Management LLC1,909,026$272.2M0.0%−7,475
State Street Corp1,802,261$257.0M0.0%−35,563
Boston Partners1,360,211$191.9M0.2%−108,667
Geode Capital Management, LLC1,317,631$187.9M0.0%+176,851
Driehaus Capital Management LLC1,309,202$186.7M1.1%+246,826
Dimensional Fund Advisors LP949,354$135.3M0.0%−62,424
Charles Schwab Investment Management Inc739,967$105.5M0.0%−100,489
First Eagle Investment Management, LLC695,860$99.2M0.1%+261,760
Frontier Capital Management Co LLC667,532$95.2M0.9%−1,119,919
Royce & Associates LP666,496$95.0M0.8%−93,001
Oberweis Asset Management Inc/647,276$92.3M1.9%+6,800
Nomura Asset Management International Inc.624,028$89.0M0.1%+211,329
D. E. Shaw & Co., Inc.619,802$88.4M0.1%−563,455
Two Sigma Investments, LP609,851$87.0M0.1%+28,720
Paradigm Capital Management Inc/ny608,200$86.7M2.4%No change
Assenagon Asset Management S.A.556,332$79.3M0.1%+414,898
Morgan Stanley549,240$78.3M0.0%−362,460
Fuller & Thaler Asset Management, Inc.492,608$70.2M0.2%+17,535
Northern Trust Corp491,504$70.1M0.0%+33,362
Bank Of America Corp /de/425,191$60.6M0.0%−28,829
Pinnacle Associates Ltd399,934$57.0M0.6%−41,725

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Ultra Clean Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARUltra Clean Holdings, Inc.1
  • CIK0001275014
  • Employer ID (EIN)61-14308584
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 301
  • Industry code (SIC)3674 Semiconductors & Related Devices1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address26462 Corporate Avenue, Hayward, CA 945451
  • Phone(510) 576-44001
  • Shares outstanding45,277,029 as of Jul 29, 202611
  • Public float$1.0B as of Jun 27, 20254
  • AuditorPricewaterhouseCoopers LLP, San Jose, California PCAOB ID 238; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceJan 14, 20041
  • Filings1,714 in all: 4 (1,012), 8-K (222), SC 13G/A (80), 10-Q (68), 3 (60), 144 (40), SC 13G (35), 10-K (22)1
    All 40 form types

    DEF 14A (22), UPLOAD (15), S-8 (13), SD (13), CORRESP (11), 8-K/A (10), SCHEDULE 13G/A (10), SCHEDULE 13G (8), 10-Q/A (7), S-1/A (7), 4/A (6), 424B5 (5), ARS (5), NT 10-K (5), DEFA14A (4), EFFECT (4), SC 13D/A (4), 424B3 (3), S-1 (3), S-3ASR (3), 10-K/A (2), DEFR14A (2), POS AM (2), S-3 (2), S-3/A (2), 3/A (1), 424B1 (1), 5 (1), 8-A12G (1), NT 10-Q (1), RW (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Feb 23, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Apr 27, 2026
    Latest 8-K (8-K) Sep 30, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.001 par valueUCTTThe NASDAQ Global Market LLC

From the cover page of the 10-K filed Feb 23, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Ultra Clean Holdings, Inc. names in Item 1A of its 10-K filed Feb 23, 2026: 39 risks under these headings, as written.4

  • Industry, Customer and Strategic Risks
  • The cyclical and highly volatile nature of the industries we serve could harm our operating results.
  • We rely on a small number of OEMs and IDMs for a large portion of our revenues, who could stop outsourcing critical subsystems or part cleaning, coating or analytical services, or give market share to our competitors.
  • Our customers also exert a significant amount of negotiating leverage over us, which may force us to accept lower operating margins, increased liability risks or changes in our operations in order to retain their business.
  • Acquisitions could result in operating and integration difficulties, dilution, margin deterioration, diversion of management’s attention, and other consequences that may materially impact our business.
  • We are exposed to risks associated with volatility in the global economy.
  • We have established and, as circumstances may require, intend to expand our operations globally, which exposes us to risks associated with operating in foreign countries.
  • We could be adversely affected by risks associated with joint ventures, including those in the Asian markets.
  • The industries in which we participate are highly competitive and rapidly evolving.
  • If our new products are not accepted by OEMs or other customers or if we are unable to obtain historical margins on our new products, our operating results would be adversely impacted.
  • If we do not keep pace with developments in the industries we serve and with technological innovation generally, our products may not be competitive.
  • We must achieve design wins to retain our existing customers and to obtain new customers.
The other 28 risks
  • We are exposed to risks related to the adoption and use of artificial intelligence
  • Operational Risks
  • Our dependence on our suppliers may prevent us from delivering an acceptable product on a timely basis.
  • The manufacturing of our products and the services we provide are highly complex, and if we are not able to manage our manufacturing and procurement process effectively, our business and operating results will suffer.
  • Incomplete or unsuccessful implementation and integration of a company-wide enterprise resource planning (“ERP”) system could adversely affect our operating results.
  • We may identify material weaknesses in our internal control over financial reporting or otherwise fail to maintain effective internal controls, which could adversely affect our financial reporting, our reputation, operations, and stock price.
  • We are subject to order and shipment uncertainties and any significant reductions, cancellations or delays in customer orders could cause our revenue to decline and our operating results to suffer.
  • Any significant damage or loss of customer and supplier property held at our facilities could cause our operating results to suffer.
  • The results of our operations, financial position and cash flows may suffer if we do not effectively manage our inventory.
  • Our customers require our products to undergo a lengthy and expensive qualification process. Any delay or failure in this process could result in a material financial harm.
  • Defects in our products or services could damage our reputation, decrease market acceptance of our products, release hazardous materials, and result in litigation, indemnification liability or unexpected warranty claims.
  • Our business may be adversely affected by IT disruptions, including by impairing our ability to effectively deliver our products or services, which could cause us to lose customers.
  • Our business is largely dependent on the know-how of our employees, and we generally do not have an intellectual property position that is protected by patents.
  • The technology labor market is very competitive, and we must hire, promote and retain key personnel.
  • Legal and Regulatory Risks
  • Growing uncertainties with U.S. trade policies and export regulations with regard to China have adversely impacted and could continue to adversely impact us.
  • Third parties may claim we are infringing their intellectual property, which could subject us to litigations or licensing expenses, and we may be prevented from selling our products if any such claims prove successful.
  • We may become involved in litigations and regulatory proceedings, which could require significant attention from our management and result in significant expense to us and disruptions to our business.
  • Any environmental contamination at any of our production facilities could result in substantial liabilities.
  • Certain regulations related to conflict minerals could adversely impact our business.
  • Financial, Tax and Capital Markets Risks
  • We have significant existing indebtedness; the restrictive covenants under our credit agreement or other limitations on financing may limit our ability to expand or pursue our business strategy; if we are forced to pay our indebtedness prior to its maturity, our financial position could be materially and adversely affected.
  • Insufficient cash flow from operations could limit our ability to fund capital expenditures, strategic acquisitions, or growth initiatives.
  • Our quarterly revenue and operating results could fluctuate significantly from period to period, and this may cause volatility in our common stock price.
  • We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance long-term stockholder value.
  • If we were required to impair all or part of our goodwill and/or our acquired intangible assets, our net income and net worth could be materially adversely affected.
  • Fluctuations in foreign currency exchange rates may adversely affect our financial condition and results of operations.
  • Changes in tax rates or tax assets and liabilities could affect results of operations.
  • General Risk Factors
  • The market for our stock is subject to significant fluctuation.
  • If securities or industry analysts do not publish research or reports about our business, or if they issue an adverse opinion regarding our stock, our stock price and trading volume could decline.
  • We do not currently intend to pay dividends on our common stock and, consequently, our shareholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock.

Legal proceedings

From time to time, we are subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, we have not had a history of outcomes to date that have been material to our consolidated statement of operations and do not believe that any of these proceedings or other claims will have a material adverse effect on our consolidated financial condition or results of operations.

As previously disclosed in our Quarterly Report on Form 10-Q for the quarterly period ended March 28, 2025, on March 24, 2025, a putative securities class action was filed against the Company and certain of its officers in the United States District Court for the Northern District of California, and on August 1, 2025, a derivative suit was filed against the Company's Board of Directors and the Company in the Superior Court of California, County of Alameda. Both lawsuits have been voluntarily dismissed on December 16, 2025 and December 26, 2025, respectively.

The opening of Item 3, Legal Proceedings.4

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