Financial Analysis

Business Combinations Terminated Silicon Motion Merger On May 5, 2022, MaxLinear entered into an Agreement and Plan of Merger, or the Merger Agreement, with Silicon Motion Technology Corporation, or Silicon Motion, an exempted company with limited liability incorporated under the laws of the Cayman Islands, pursuant to which, among other things and subject to the terms and conditions thereof, MaxLinear agreed to acquire Silicon Motion pursuant to a statutory merger, under the laws of the Cayman Islands, of Shark Merger Sub, a wholly-owned subsidiary of MaxLinear, with and into Silicon Motion, with Silicon Motion surviving the merger as a wholly-owned subsidiary of MaxLinear. Silicon Motion is a provider of NAND flash controllers for solid state drives, or SSDs, and other solid state storage devices. On July 26, 2023, MaxLinear terminated the Merger Agreement and notified Silicon Motion that MaxLinear was relieved of its obligations to close because, among other reasons, (i) certain conditions to closing set forth in the Merger Agreement were not satisfied and were incapable of being satisfied, (ii) Silicon Motion had suffered a Material Adverse Effect that was continuing, (iii) Silicon Motion was in material breach of representations, warranties, covenants, and agreements in the Merger Agreement that gave rise to the right of the Company to terminate, and (iv) in any event, the First Extended Outside Date had passed and was not automatically extended because certain condition …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies Inventory Purchase and Other Contractual Obligations As of December 31, 2025, future minimum payments under inventory purchase and other obligations are as follows: Inventory Purchase Obligations Other Obligations Total (in thousands) 2026 $ 117,910 $ 28,536 $ 146,446 2027 50,574 7,436 58,010 2028 1,110 1,110 2029 629 629 2030 647 647 Thereafter 2,789 2,789 Total minimum payments $ 168,484 $ 41,147 $ 209,631 Other obligations consist of contractual payments due for software licenses. Jointly Funded Research and Development From time to time, the Company enters into contracts for jointly funded research and development projects to develop technology that may be commercialized into a product in the future and receives payments as milestones under the contracts are met. If the Company is required to repay all or a portion of the funds provided by the other parties under certain conditions, the Company defers such funds in other-long term liabilities. As of December 31, 2025, funds of $15.0 million received from the other parties have been deferred in other long-term liabilities. The Company de-recognizes the liabilities when the contingencies associated with the repayment conditions have been resolved. During the years ended December 31, 2025 and 2024, the Company did not recognize income from any previously deferred amounts from other parties upon resolution of such repayment conditions. Dispute with Silicon Motion As previously disclosed, on July …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Debt Debt The carrying amount of the Companys long-term debt consists of the following: December 31, 2025 December 31, 2024 (in thousands) Principal balance: Initial term loan under the June 23, 2021 credit agreement $ 125,000 $ 125,000 Total principal balance 125,000 125,000 Less: Unamortized debt discount (320) (446) Unamortized debt issuance costs (1,062) (1,558) Net carrying amount of long-term debt 123,618 122,996 Less: current portion of long-term debt Long-term debt, non-current portion $ 123,618 $ 122,996 As of December 31, 2025 and December 31, 2024, the weighted average effective interest rate on aggregate debt was approximately 6.9% and 7.8%, respectively. During the years ended December 31, 2025, 2024 and 2023, the Company recognized total amortization of debt discount and debt issuance costs of $0.6 million, $0.6 million, and $0.6 million, respectively, to interest expense. The approximate aggregate fair value of the term loans outstanding as of December 31, 2025 and December 31, 2024 was $124.7 million and $118.6 million, respectively, which was estimated on the basis of inputs that are observable in the market and which is considered a Level 2 measurement method in the fair value hierarchy (Note 6). As of December 31, 2025, the outstanding principal balance of $125.0 million is due in full on June 23, 2028, upon maturity of the loan. Initial Term Loan and Revolving Facility under the June 23, 2021 Credit Agreement On June 23, 2021, the Company entered into a Cr …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Stock-Based Compensation Common Stock Each share of common stock is entitled to one vote per share and holders of the common stock vote as a single class of stock on any matter that is submitted to a vote of stockholders. Employee Stock-Based Compensation Plans At December 31, 2025, the Company had stock-based compensation awards outstanding under the following plans: the 2010 Equity Incentive Plan, as amended, or 2010 Plan, the 2010 Employee Stock Purchase Plan, or ESPP and the 2024 Inducement Equity Incentive Plan, or the Inducement Plan. 2010 Equity Incentive Plan The 2010 Plan, as amended, provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance-based stock awards, and other forms of equity compensation, or collectively, stock awards. The number of shares of common stock reserved for issuance will automatically increase on the first day of each fiscal year, equal to the lesser of: 2,583,311 shares of the Companys common stock; four percent (4%) of the outstanding shares of the Companys common stock on the last day of the immediately preceding fiscal year; or such lesser amount as the Companys board of directors may determine. Options granted will generally vest over a period of four years and the term can be from seven to ten years. The plan expires in August 2026, unless terminated earlier by action of the board of directors. Awards granted under the 2010 …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Financial Instruments The composition of financial instruments is as follows: December 31, 2025 December 31, 2024 (in thousands) Liabilities Contingent consideration (Note 3) $ 2,600 $ 2,600 The fair value of the Companys financial instruments is the amount that would be received in an asset sale or paid to transfer a liability in an orderly transaction between unaffiliated market participants and is recorded using a hierarchical disclosure framework based upon the level of subjectivity of the inputs used in measuring assets and liabilities. The levels are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The Company classifies its financial instruments that are categorized within Level 1 or Level 2 of the fair value hierarchy on the basis of valuations using quoted market prices or alternate pricing sources and models utilizing market observable inputs, respectively. The contingent consideration liability of $2.6 million as of December 31, 2025 is associated with an acquisition in January 2023. The contingent consideration liability is classified as a Level 3 (significant unobservable inputs) financial instrument. The contingent consideration as it relates to the acquisition was subject to t …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Goodwill and Intangible Assets Goodwill Goodwill arises from the acquisition method of accounting for business combinations and represents the excess of the purchase price over the fair value of the net assets and other identifiable intangible assets acquired. The fair values of net tangible assets and intangible assets acquired are based upon preliminary valuations and the Companys estimates and assumptions are subject to change within the measurement period (potentially up to one year from the acquisition date). There were no changes in the carrying amount of goodwill for the years ended December 31, 2025 and 2024. The Company performs an annual goodwill impairment assessment on October 31 st each year, using a quantitative assessment comparing the fair value of each reporting unit, which the Company has determined to be the entity itself, with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recorded. As a result of the Companys impairment assessment, no goodwill impairment was recognized as of October 31, 2025. In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. During the years ended December 31, 2025, 2024, and 2023, there were no indications of impairment of the Companys goodwill balances. Acquired Intangibles Finite-lived Intangible Assets The following table sets forth the Companys finite-lived intangible assets resulting …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

Income Taxes The domestic and international components of loss before income taxes are presented as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Domestic $ (121,898) $ (74,358) $ (85,032) Foreign (18,996) (164,359) 21,222 Loss before income taxes $ (140,894) $ (238,717) $ (63,810) The income tax provision (benefit) consists of the following: Year Ended December 31, 2025 2024 2023 (in thousands) Current: Federal $ 4,816 $ 893 $ 3,827 State 5 16 65 Foreign (436) 4,739 9,896 Total current 4,385 5,648 13,788 Deferred: Federal (13,689) (10,781) (371) State (3,113) (3,536) (4,942) Foreign 4,274 (10,889) (6,910) Change in valuation allowance 3,930 26,039 7,772 Total deferred (8,598) 833 (4,451) Total income tax provision (benefit) $ (4,213) $ 6,481 $ 9,337 The actual income tax provision (benefit) differs from the amount computed using the federal statutory rate as follows: Year Ended December 31, 2024 2023 (in thousands) Provision (benefit) at statutory rate $ (50,135) $ (13,288) State income taxes (net of federal benefit) 10 7 Research and development credits (7,720) (10,066) Foreign rate differential 28,939 (375) Stock compensation 7,855 2,213 Foreign income inclusion 558 27,678 Provision to return 381 (4,741) Uncertain tax positions 300 1,272 Permanent and other 812 (377) Foreign unremitted earnings (558) (758) Valuation allowance 26,039 7,772 Total income tax provision $ 6,481 $ 9,337 The actual income tax provision (benefit) differs from the amount computed u …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases Operating Leases Operating lease arrangements primarily consist of office leases expiring in various years through 2030. These leases have original terms of approximately 2 to 8 years and some contain options to extend the lease up to 5 years or terminate the lease, which are included in right-of-use assets and lease liabilities when the Company is reasonably certain it will renew the underlying leases. Since the implicit rate of such leases is unknown and the Company is not reasonably certain to renew its leases, the Company has elected to apply a collateralized incremental borrowing rate to facility leases on the original lease term in calculating the present value of future lease payments. As of December 31, 2025 and December 31, 2024, the weighted average discount rate for operating leases was 4.6% and 5.0%, respectively, and the weighted average remaining lease term for operating leases was 2.7 years and 3.2 years, respectively, as of the end of each of these periods. The table below presents aggregate future minimum payments due under leases, reconciled to total lease liabilities included in the consolidated balance sheet as of December 31, 2025: Operating Leases (in thousands) 2026 $ 9,944 2027 7,406 2028 3,262 2029 2,042 2030 372 Thereafter Total minimum payments 23,026 Less: imputed interest (1,617) Total lease liabilities 21,409 Less: short-term lease liabilities (9,096) Long-term lease liabilities $ 12,313 Operating lease cost was $9.0 million, $9.9 million, …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Recently Adopted Accounting Pronouncements In March 2024, the FASB issued ASU No. 2024-02, Codification Improvements - Amendments to Remove References to the Concepts Statements to remove various references to concepts statements from the FASB Accounting Standards Codification. This guidance is to clarify guidance, simplify wording or structure of guidance, and other minor improvements. These amendments are effective for the Company for annual periods in 2025, applied prospectively, with early adoption and retrospective application permitted. The Company adopted the amendments in this update prospectively in 2025. The impact of the adoption of the amendments in this update was not material to the Companys consolidated financial position and results of operations. In March 2024, the FASB issued ASU No. 2024-01, Compensation - Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards, to clarify whether profits interest and similar awards should be accounted for in accordance with Topic 718, Compensation - Stock Compensation. The guidance applies to all business entities that issue profits interest awards as compensation to employees or nonemployees in exchange for goods or services. These amendments are effective for the Company for annual and interim periods in 2025, applied prospectively, with early adoption and retrospective application permitted. As the Company does not issue profit interest awards, the impact of the adoption of the amendmen …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Employee Retirement Plans Defined Contribution Plan The Company has a 401(k) defined contribution retirement plan (the 401(k) Plan) covering all eligible employees. Participants may voluntarily contribute on a pre-tax basis an amount not to exceed a maximum contribution amount pursuant to Section 401(k) of the Internal Revenue Code. The Company is not required to contribute, nor has it contributed, to the 401(k) Plan for any of the periods presented. Pension and Other Defined Benefit Retirement Obligations The Company maintains certain defined benefit retirement plans, including a pension plan, in foreign jurisdictions. During the year ended December 31, 2023, the Company paid approximately $3.2 million to a third party life insurance and pension provider to fund and administer future benefit payments for substantially all of the employees in one of the Companys defined benefit retirement plans and recorded a gain on partial settlement of such pension plan of approximately $1.0 million. As of December 31, 2025 and December 31, 2024, the defined benefit obligation was $0.3 million and $0.4 million, respectively. The benefit is based on a formula applied to eligible employee earnings. Net periodic benefit costs were $0.2 million, $0.3 million, and $0.2 million respectively for the years ended December 31, 2025, 2024, and 2023 respectively, and were recorded to research and development expenses in the consolidated statements of operations. Benefit Obligation and Plan Assets for …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

Restructuring Activity From time to time, the Company approves and implements restructuring plans as a result of internal resource alignment and cost saving measures. Such restructuring plans may include terminating employees, vacating certain leased facilities, and cancellation of contracts. Restructuring costs during the year ended December 31, 2025 included costs pertaining to restructuring plans initiated in 2023 and 2024 as described below. In the year ended December 31, 2025, the Company incurred $24.5 million in restructuring costs, which included $17.1 million in charges under contracts associated with computer-assisted design tool licenses, which the Company ceased using during the period, plus $6.9 million in severance costs and related expenses and $0.4 million from exiting facilities, in connection with a workforce reduction. In July 2024, the Company initiated a reduction of its workforce, or the 2024 Workforce Reduction. In the year ended December 31, 2024, the Company incurred $29.9 million in restructuring costs pertaining to the 2024 Workforce Reduction, which included $16.5 million in charges under contracts associated with cancelled projects and related impairment of assets, $9.1 million in severance costs and related expenses, and $4.3 million from exiting facilities. During the year ended December 31, 2023, the Company entered into restructuring plans to reduce its workforce, or the 2023 Workforce Reductions. In the year ended December 31, 2024, the Compa …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

Revenue from Contracts with Customers Revenue by Market The table below presents disaggregated net revenues by market (in thousands): Year Ended December 31, 2025 2024 2023 Broadband $ 204,423 $ 116,819 $ 203,519 % of net revenue 44 % 32 % 29 % Connectivity 77,990 55,769 138,228 % of net revenue 17 % 15 % 20 % Infrastructure 148,164 113,907 177,083 % of net revenue 32 % 32 % 26 % Industrial and multi-market 37,064 74,033 174,433 % of net revenue 8 % 21 % 25 % Total net revenue $ 467,641 $ 360,528 $ 693,263 Revenues from sales through the Companys distributors accounted for 37%, 44% and 50% of net revenue for the years ended December 31, 2025, 2024, and 2023, respectively. Contract Liabilities As of December 31, 2025 and 2024, customer contract liabilities were approximately $4.2 million and $0.1 million, respectively, and consisted primarily of advanced payments received for which performance obligations have not been completed. Revenue recognized in each of the years ended December 31, 2025, 2024, and 2023 that was included in the contract liability balance as of the beginning of each of those respective periods was not material. There were no material changes in the contract liabilities balance during the years ended December 31, 2025, 2024, and 2023, respectively. Obligations to Customers for Price Adjustments and Returns and Assets for Right-of-Returns As of December 31, 2025 and December 31, 2024, obligations to customers consisting of estimates of price protection right …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Reporting The following table presents segment revenue, gross profit, and net income (loss): Year Ended December 31, 2025 2024 2023 (in thousands) Net revenue $ 467,641 $ 360,528 $ 693,263 Cost of net revenue 201,827 165,746 307,600 Gross profit 265,814 194,782 385,663 Less: Employee related 259,924 243,231 268,231 Depreciation and amortization 17,298 17,555 20,109 Design and prototype expenses 41,687 60,497 69,804 Professional fees 32,393 23,531 23,409 Occupancy 16,877 18,704 20,107 Restructuring 24,525 53,379 19,786 Impairment of intangibles 1,237 2,438 Impairment of investments 11,769 Interest and other (income) expense, net 14,004 3,596 25,589 Income tax expense (4,213) 6,481 9,337 Segment net income (loss) $ (136,681) $ (245,198) $ (73,147) …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Stock Repurchases On November 20, 2025, the Companys board of directors authorized a plan to repurchase up to $75.0 million of the Companys common stock over a period ending November 20, 2028. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions, and legal requirements. Any purchases have been and will be funded from available working capital and may be effected through open market purchases, block transactions, and privately negotiated transactions. The share repurchase program does not obligate the Company to make any repurchases and may be modified, suspended, or terminated by the Company at any time without prior notice. During the year ended December 31, 2025, the Company repurchased and retired 1,143,891 shares of its common stock at a weighted average price of $17.46 per share at an aggregate value of approximately $20.0 million under the repurchase program. As of December 31, 2025, approximately $55.0 million remained available for repurchase under the program. …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Business Combinations Terminated Silicon Motion Merger On May 5, 2022, MaxLinear entered into an Agreement and Plan of Merger, or the Merger Agreement, with Silicon Motion Technology Corporation, or Silicon Motion, an exempted company with limited liability incorporated under the laws of the Cayman Islands, pursuant to which, among other things and subject to the terms and conditions thereof, MaxLinear agreed to acquire Silicon Motion pursuant to a statutory merger, under the laws of the Cayman Islands, of Shark Merger Sub, a wholly-owned subsidiary of MaxLinear, with and into Silicon Motion, with Silicon Motion surviving the merger as a wholly-owned subsidiary of MaxLinear. Silicon Motion is a provider of NAND flash controllers for solid state drives, or SSDs, and other solid state storage devices. On July 26, 2023, MaxLinear terminated the Merger Agreement and notified Silicon Motion that MaxLinear was relieved of its obligations to close because, among other reasons, (i) certain conditions to closing set forth in the Merger Agreement were not satisfied and were incapable of being satisfied, (ii) Silicon Motion had suffered a Material Adverse Effect that was continuing, (iii) Silicon Motion was in material breach of representations, warranties, covenants, and agreements in the Merger Agreement that gave rise to the right of the Company to terminate, and (iv) in any event, the First Extended Outside Date had passed and was not automatically extended because certain condition …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies Inventory Purchase and Other Contractual Obligations As of June 30, 2026, future minimum payments under inventory purchase and other obligations are as follows (in thousands): Inventory Purchase Obligations Other Obligations Total 2026 (6 months) $ 165,109 $ 22,424 $ 187,533 2027 56,227 25,925 82,152 2028 21,846 21,846 2029 10,898 10,898 2030 647 647 Thereafter 2,790 2,790 Total minimum payments $ 221,336 $ 84,530 $ 305,866 Other obligations consist primarily of contractual payments due for software licenses. Total inventory purchase and other contractual obligations increased from $209.6 million as of December 31, 2025 to $305.9 million as of June 30, 2026 driven by increased sales demand, which resulted in incremental purchase orders, and incremental software licenses. Jointly Funded Research and Development From time to time, the Company enters into contracts for jointly funded research and development projects to develop technology that may be commercialized into a product in the future and receives payments as milestones under the contracts are met. If the Company is required to repay all or a portion of the funds provided by the other parties under certain conditions, the Company defers such funds in other long-term liabilities. As of June 30, 2026, funds of $15.0 million received from the other parties have been deferred in other long-term liabilities. The Company de-recognizes the liabilities when the contingencies associated with the rep …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Debt and Other Long-Term Liabilities Debt The carrying amount of the Companys long-term debt consists of the following: June 30, 2026 December 31, 2025 (in thousands) Principal balance: Initial term loan under the June 23, 2021 credit agreement $ 125,000 $ 125,000 Total principal balance 125,000 125,000 Less: Unamortized debt discount (258) (320) Unamortized debt issuance costs (816) (1,062) Net carrying amount of long-term debt 123,926 123,618 Less: current portion of long-term debt Long-term debt, non-current portion $ 123,926 $ 123,618 As of June 30, 2026 and December 31, 2025, the weighted average effective interest rate on aggregate debt was approximately 6.4% and 6.9%, respectively. During the three months ended June 30, 2026 and 2025, the Company recognized total amortization of debt discount and debt issuance costs of $0.2 million and $0.2 million, respectively, to interest expense. During the six months ended June 30, 2026 and 2025, the Company recognized total amortization of debt discount and debt issuance costs of $0.3 million and $0.3 million, respectively, to interest expense. The approximate aggregate fair value of the term loans outstanding as of June 30, 2026 and December 31, 2025 was $123.3 million and $124.7 million, respectively, which was estimated on the basis of inputs that are observable in the market and which is considered a Level 2 measurement method in the fair value hierarchy (Note 6). As of June 30, 2026, the outstanding principal balance of $125 …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Stock-Based Compensation Common Stock Each share of common stock is entitled to one vote per share and holders of the common stock vote as a single class of stock on any matter that is submitted to a vote of stockholders. Employee Stock-Based Compensation Plans At June 30, 2026, the Company had stock-based compensation awards outstanding under the following plans: the 2010 Equity Incentive Plan, as amended, or 2010 Plan, the 2010 Employee Stock Purchase Plan, or ESPP, and the 2024 Inducement Equity Incentive Plan, or the Inducement Plan. Refer to the Companys Annual Report for a summary of these plans. On May 20, 2026, an amendment and restatement of the 2010 Plan, or the Restated 2010 Plan, and an amendment and restatement of the ESPP, or the Restated ESPP, became effective upon approval by the Companys stockholders. Concurrently, on May 20, 2026, the Company terminated the Inducement Plan. The Restated Incentive Plan reserves an aggregate of 18,791,651 shares of the Companys common stock for issuance under the plan, expires in May 2036, and (1) requires stockholder approval to increase the maximum number of shares reserved and available for issuance under the Restated 2010 Plan, (2) prohibits share recycling, or add back to shares available for issuance under the Restated 2010 Plan, of shares of stock used to pay the exercise or purchase price of an award or to satisfy tax withholding obligations, (3) prohibits option exchanges, re-pricings or cash buyouts of out-of-the mon …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Financial Instruments The composition of financial instruments is as follows: Fair Value June 30, 2026 December 31, 2025 (in thousands) Liabilities Contingent consideration $ 2,600 $ 2,600 The fair value of the Companys financial instruments is the amount that would be received in an asset sale or paid to transfer a liability in an orderly transaction between unaffiliated market participants and is recorded using a hierarchical disclosure framework based upon the level of subjectivity of the inputs used in measuring assets and liabilities. The levels are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The Company classifies its financial instruments that are categorized within Level 1 or Level 2 of the fair value hierarchy on the basis of valuations using quoted market prices or alternate pricing sources and models utilizing market observable inputs, respectively. The contingent consideration liability of $2.6 million as of June 30, 2026 and December 31, 2025 is associated with an acquisition in January 2023. The contingent consideration liability is classified as a Level 3 (significant unobservable inputs) financial instrument. The contingent consideration as it relates to the acquisition …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Goodwill and Intangible Assets Goodwill Goodwill arises from the acquisition method of accounting for business combinations and represents the excess of the purchase price over the fair value of the net assets and other identifiable intangible assets acquired. The fair values of net tangible assets and intangible assets acquired are based upon preliminary valuations and the Companys estimates and assumptions are subject to change within the measurement period (potentially up to one year from the acquisition date). There were no changes in the carrying amount of goodwill for the six months ended June 30, 2026 and 2025. The Company performs an annual goodwill impairment assessment on October 31st each year, using a quantitative assessment comparing the fair value of each reporting unit, which the Company has determined to be the entity itself, with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recorded. As a result of the Companys impairment assessment, no goodwill impairment was recognized as of October 31, 2025. In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. During the six months ended June 30, 2026 and 2025, there were no indications of impairment of the Companys goodwill balances. Acquired Intangibles Finite-lived Intangible Assets The following table sets forth the Companys finite-lived intangible assets resulting from …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

Income Taxes The provision for income taxes primarily relates to projected federal, state, and foreign income taxes. To determine the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate, which is generally based on expected annual income and statutory tax rates in the various jurisdictions in which the Company operates. In addition, the tax effects of certain significant or unusual items are recognized discretely in the quarter during which they occur and can be a source of variability in the effective tax rates from quarter to quarter. The Company utilizes the asset and liability method of accounting for income taxes, under which deferred tax assets and liabilities are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates expected to be in effect during the years in which the temporary differences reverse. The Company records a valuation allowance to reduce its deferred taxes to the amount it believes is more likely than not to be realized. In making such determination, the Company considers all available positive and negative evidence quarterly, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial performance. Forming a conclusion that a valuation allowance is not required is difficult when there is negative evidence such as cumulative losses in recent years. Based u …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases Operating Leases Operating lease arrangements primarily consist of office leases expiring in various years through 2033. These leases have original terms of approximately 2 to 8 years and some contain options to extend the lease up to 5 years or terminate the lease, which are included in right-of-use assets and lease liabilities when the Company is reasonably certain it will renew the underlying leases. Since the implicit rate of such leases is unknown and the Company is not reasonably certain to renew its leases, the Company has elected to apply a collateralized incremental borrowing rate to facility leases on the original lease term in calculating the present value of future lease payments. As of June 30, 2026 and December 31, 2025, the weighted average discount rate for operating leases was 4.3% and 4.6%, respectively, and the weighted average remaining lease term for operating leases was 3.6 years and 2.7 years, respectively, as of the end of each of these periods. The table below presents aggregate future minimum payments due under leases, reconciled to total lease liabilities included in the consolidated balance sheet as of June 30, 2026: Operating Leases (in thousands) 2026 (6 months) $ 5,000 2027 8,937 2028 4,850 2029 3,660 2030 1,939 Thereafter 2,650 Total minimum payments 27,036 Less: imputed interest (2,763) Less: unrealized translation loss (2) Total lease liabilities 24,271 Less: short-term lease liabilities (8,806) Long-term lease liabilities $ 15,465 Ope …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

Recently Adopted Accounting Pronouncements In September 2025, the FASB issued ASU No. 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606)Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract , or ASU No. 2025-07. The amendments in this update exclude from derivative accounting non-exchange-traded contracts with underlyings that are based on operations or activities specific to one of the parties to the contract and clarify the accounting for receipt of share-based noncash consideration from a customer for the transfer of goods or services. These amendments are effective for the Company for annual and interim periods in 2027 and may be applied prospectively to new contracts entered into on or after the date of adoption, or on a modified retrospective basis via a cumulative-effect adjustment to the opening balance of retained earnings for existing contracts, with early adoption permitted. The Company adopted the amendments in this update prospectively in 2026. The impact of the adoption of the amendments in this update was not material to the Companys consolidated financial position and results of operations as of and for the three and six months ended June 30, 2026. In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments Credit Losses (Topic 326), to allow entities to elect a practical expedient that assumes that current conditions as of the b …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Restructuring Activity From time to time, the Company approves and implements restructuring plans as a result of internal resource alignment and cost saving measures. Such restructuring plans may include terminating employees, vacating certain leased facilities, and cancelling certain contracts. The following table presents the activity related to the restructuring plans, which is included in restructuring charges in the consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 (in thousands) Employee separation expenses $ 218 $ 4,561 $ 323 $ 6,158 Lease related charges (176) 933 182 935 Other 22 86 33 6,366 $ 64 $ 5,580 $ 538 $ 13,459 The following table presents a roll-forward of the Companys restructuring liability for the six months ended June 30, 2026. The restructuring liability is included in accrued expenses and other current liabilities and other long-term liabilities in the consolidated balance sheets. Employee Separation Expenses Lease Related Charges Other Total (in thousands) Liability as of December 31, 2025 $ 2,857 $ 858 $ 11,243 $ 14,958 Restructuring charges 323 182 33 538 Cash payments (2,707) (172) (8,818) (11,697) Non-cash charges and adjustments (254) 101 138 (15) Liability as of June 30, 2026 219 969 2,596 3,784 Less: current portion as of June 30, 2026 (219) (969) (1,175) (2,363) Long-term portion as of June 30, 2026 $ $ $ 1,421 $ 1,421 …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

Revenue from Contracts with Customers Revenue by Market The table below presents disaggregated net revenues by market (dollars in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Infrastructure $ 85,016 $ 34,709 $ 147,830 $ 61,270 % of net revenue 50 % 32 % 48 % 30 % Broadband 44,882 47,556 88,508 88,439 % of net revenue 27 % 44 % 29 % 43 % Connectivity 23,968 20,741 42,563 40,976 % of net revenue 14 % 19 % 14 % 20 % Industrial and multi-market 14,981 5,807 27,134 14,061 % of net revenue 9 % 5 % 9 % 7 % Total net revenue $ 168,847 $ 108,813 $ 306,035 $ 204,746 Revenues from sales through the Companys distributors accounted for 48% and 31% of net revenue for the three months ended June 30, 2026 and 2025, respectively. Revenues from sales through the Companys distributors accounted for 47% and 33% of net revenue for the six months ended June 30, 2026 and 2025, respectively. Contract Liabilities As of June 30, 2026 and December 31, 2025, customer contract liabilities were approximately $0.4 million and $4.2 million, respectively, and consisted primarily of advance payments received for which performance obligations have not been completed. The decrease in customer contract liabilities was due to recognition of revenue in the six months ended June 30, 2026, which was previously in the contract liability balance as of the beginning of the period. Obligations to Customers for Price Adjustments and Returns and Assets for Right-of-Returns As of Ju …

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Segment Reporting The following table presents segment revenue, gross profit, and net income (loss) for the periods presented (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net revenue $ 168,847 $ 108,813 $ 306,035 $ 204,746 Cost of net revenue 71,184 47,288 129,488 89,390 Gross profit 97,663 61,525 176,547 115,356 Less: Employee related 76,501 55,643 143,670 122,746 Depreciation and amortization 3,853 4,541 7,869 9,004 Design and prototype expenses 12,866 10,177 24,700 19,848 Professional fees 4,494 5,983 12,984 12,494 Occupancy expenses 4,070 4,216 8,180 8,514 Restructuring expenses 64 5,580 538 13,459 Interest and other (income) expense, net 2,365 6,086 3,808 8,994 Income tax expense (benefit) (8,310) (4,115) 18,175 (3,404) Segment net income (loss) $ 1,760 $ (26,586) $ (43,377) $ (76,299)

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Stock Repurchases On November 20, 2025, the Companys board of directors authorized a plan to repurchase up to $75.0 million of the Companys common stock over a period ending November 20, 2028. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions, and legal requirements. Any purchases have been and will be funded from available working capital and may be effected through open market purchases, block transactions, and privately negotiated transactions. The share repurchase program does not obligate the Company to make any repurchases and may be modified, suspended, or terminated by the Company at any time without prior notice. During the year ended December 31, 2025, the Company repurchased and retired 1,143,891 shares of its common stock at a weighted average price of $17.46 per share at an aggregate value of approximately $20.0 million under the repurchase program. During the six months ended June 30, 2026, the Company did not repurchase any of its common stock under the repurchase program. As of June 30, 2026, approximately $55.0 million remained available for repurchase under the program. …

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