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    SEC Form 10-Q filed by Plexus Corp.

    2/5/26 4:32:10 PM ET
    $PLXS
    Electrical Products
    Technology
    Get the next $PLXS alert in real time by email
    plxs-20260103
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    Table of Contents
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
    ____________________________________________________________________________________________________________________________________
    FORM 10-Q
    ____________________________________________________________________________________________________________________________________
    (Mark One)
    ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the quarterly period ended January 3, 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 001-14423
    ____________________________________________________________________________________________________________________________________
    plxslogo10Q.gif
    PLEXUS CORP.
    (Exact name of registrant as specified in charter)
    ____________________________________________________________________________________________________________________________________
    Wisconsin39-1344447
    (State or other jurisdiction of incorporation) (I.R.S. Employer Identification No.)
    One Plexus Way
    Neenah, Wisconsin 54956
    (Address of principal executive offices) (Zip Code)
    Telephone Number (920) 969-6000
    (Registrant’s telephone number, including Area Code) 
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading SymbolName of each exchange on which registered
    Common Stock, $0.01 par valuePLXSThe Nasdaq Global Select Market
    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  x    No  o 

    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  x    No  o 

    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
    x
    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  ☒
    As of February 3, 2026, there were 26,786,466 shares of common stock outstanding.    
    1

    Table of Contents
    PLEXUS CORP.
    TABLE OF CONTENTS
    January 3, 2026
     
    PART I. FINANCIAL INFORMATION
    3
    ITEM 1. FINANCIAL STATEMENTS (Unaudited)
    3
    Condensed Consolidated Statements of Comprehensive Income
    3
    Condensed Consolidated Balance Sheets
    4
    Condensed Consolidated Statements of Shareholders' Equity
    5
    Condensed Consolidated Statements of Cash Flows
    6
    Notes to Condensed Consolidated Financial Statements
    7
    ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    18
    "Safe Harbor" Cautionary Statement Under the Private Securities Litigation Reform Act of 1995
    18
    Overview
    18
    Results of Operations
    19
    Liquidity and Capital Resources
    22
    Disclosure About Critical Accounting Estimates
    25
    New Accounting Pronouncements
    25
    ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    25
    ITEM 4. CONTROLS AND PROCEDURES
    26
    PART II. OTHER INFORMATION
    27
    ITEM 1A. Risk Factors
    27
    ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds
    27
    ITEM 5. Other Information
    27
    ITEM 6. Exhibits
    28
    SIGNATURES
    29











    2

    Table of Contents
    PART I.    FINANCIAL INFORMATION

    ITEM 1.    FINANCIAL STATEMENTS

    PLEXUS CORP. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
    (in thousands, except per share data)
    (Unaudited)
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Net sales$1,069,852 $976,122 
    Cost of sales963,714 875,430 
    Gross profit106,138 100,692 
    Selling and administrative expenses51,674 49,149 
    Restructuring and other charges, net— 4,683 
    Operating income54,464 46,860 
    Other income (expense):
    Interest expense(2,888)(3,554)
    Interest income984 1,234 
    Miscellaneous, net(1,528)(1,046)
    Income before income taxes51,032 43,494 
    Income tax expense9,850 6,227 
    Net income$41,182 $37,267 
    Earnings per share:
    Basic$1.54 $1.38 
    Diluted$1.51 $1.34 
    Weighted average shares outstanding:
    Basic26,766 27,087 
    Diluted27,349 27,763 
    Comprehensive income:
    Net income$41,182 $37,267 
    Other comprehensive income (loss):
    Derivative instrument and other fair value adjustments3,170 (16,756)
         Foreign currency translation adjustments793 (17,360)
    Other comprehensive income (loss)3,963 (34,116)
    Total comprehensive income$45,145 $3,151 
        
    The accompanying notes are an integral part of these condensed consolidated financial statements.
    3

    Table of Contents
    PLEXUS CORP. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (in thousands, except per share data)
    (Unaudited)
    January 3,
    2026
    September 27,
    2025
    ASSETS
    Current assets:
    Cash and cash equivalents$248,825 $306,464 
    Restricted cash598 294 
    Accounts receivable, net of allowances of $2,348 and $2,381, respectively
    679,660 656,573 
    Contract assets152,682 150,654 
    Inventories1,305,339 1,229,839 
    Prepaid expenses and other69,534 54,969 
    Total current assets2,456,638 2,398,793 
    Property, plant and equipment, net538,648 546,052 
    Operating lease right-of-use assets70,346 72,863 
    Deferred income taxes91,339 91,349 
    Other assets28,996 28,053 
    Total non-current assets729,329 738,317 
    Total assets$3,185,967 $3,137,110 
    LIABILITIES AND SHAREHOLDERS’ EQUITY
    Current liabilities:
    Current portion of long-term debt and finance lease obligations$66,837 $45,793 
    Accounts payable745,641 726,597 
    Advanced payments from customers580,370 575,850 
    Accrued salaries and wages82,303 109,076 
    Other accrued liabilities68,481 61,367 
    Total current liabilities1,543,632 1,518,683 
    Long-term debt and finance lease obligations, net of current portion91,139 91,987 
    Long-term operating lease liabilities27,327 29,422 
    Deferred income taxes 5,156 6,000 
    Other liabilities37,650 36,430 
    Total non-current liabilities161,272 163,839 
    Total liabilities1,704,904 1,682,522 
    Commitments and contingencies
    Shareholders’ equity:
    Preferred stock, $0.01 par value, 5,000 shares authorized, none issued or outstanding
    — — 
    Common stock, $0.01 par value, 200,000 shares authorized, 54,708 and 54,670 shares issued, respectively, and 26,713 and 26,828 shares outstanding, respectively
    547 547 
    Additional paid-in capital699,374 695,653 
    Common stock held in treasury, at cost, 27,995 and 27,842 shares, respectively
    (1,277,842)(1,255,451)
    Retained earnings2,037,210 1,996,028 
    Accumulated other comprehensive income21,774 17,811 
    Total shareholders’ equity1,481,063 1,454,588 
    Total liabilities and shareholders’ equity$3,185,967 $3,137,110 
    The accompanying notes are an integral part of these condensed consolidated financial statements.
    4

    Table of Contents
    PLEXUS CORP. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
    (in thousands)
    (Unaudited)
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Common stock - shares outstanding
    Beginning of period26,828 27,122 
    Exercise of stock options and vesting of other share-based awards38 25 
    Treasury shares purchased(153)(85)
    End of period26,713 27,062 
    Total stockholders' equity, beginning of period$1,454,588 $1,324,825 
    Common stock - par value
    Beginning of period547 545 
    Exercise of stock options and vesting of other share-based awards— — 
    End of period547 545 
    Additional paid-in capital
    Beginning of period695,653 680,638 
    Share-based compensation expense7,765 6,990 
    Exercise of stock options and vesting of other share-based awards, including tax withholding(4,044)(3,073)
    End of period699,374 684,555 
    Treasury stock
    Beginning of period(1,255,451)(1,190,115)
    Treasury shares purchased(22,391)(12,824)
    End of period(1,277,842)(1,202,939)
    Retained earnings
    Beginning of period1,996,028 1,823,143 
    Net income41,182 37,267 
    End of period2,037,210 1,860,410 
    Accumulated other comprehensive income (loss)
    Beginning of period17,811 10,614 
    Other comprehensive income (loss)3,963 (34,116)
    End of period21,774 (23,502)
    Total stockholders' equity, end of period$1,481,063 $1,319,069 
    The accompanying notes are an integral part of these condensed consolidated financial statements.
    5

    Table of Contents
    PLEXUS CORP. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (in thousands)
    (Unaudited)
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Cash flows from operating activities
    Net income$41,182 $37,267 
    Adjustments to reconcile net income to net cash flows from operating activities:
    Depreciation and amortization19,236 19,408 
    Share-based compensation expense and related charges7,765 6,990 
    Other, net160 (1,085)
    Changes in operating assets and liabilities, excluding impacts of currency:
    Accounts receivable(22,844)17,716 
    Contract assets(2,017)(7,830)
    Inventories(74,889)10,923 
    Other current and non-current assets(12,314)5,535 
    Accrued income taxes payable2,561 1,475 
    Accounts payable43,931 62,196 
    Advanced payments from customers4,347 (79,688)
    Other current and non-current liabilities(22,499)(19,270)
    Cash flows (used in) provided by operating activities(15,381)53,637 
    Cash flows from investing activities
    Payments for property, plant and equipment(35,195)(26,528)
    Other, net64 47 
    Cash flows used in investing activities(35,131)(26,481)
    Cash flows from financing activities
    Borrowings under debt agreements198,000 39,500 
    Payments on debt and finance lease obligations(179,553)(76,366)
    Repurchases of common stock(22,391)(12,824)
    Payments related to tax withholding for share-based compensation(4,044)(3,073)
    Cash flows used in financing activities(7,988)(52,763)
    Effect of exchange rate changes on cash and cash equivalents1,165 (4,006)
    Net decrease in cash and cash equivalents and restricted cash(57,335)(29,613)
    Cash and cash equivalents and restricted cash:
    Beginning of period306,758 347,462 
    End of period$249,423 $317,849 
    The accompanying notes are an integral part of these condensed consolidated financial statements.
    6

    Table of Contents
    PLEXUS CORP. AND SUBSIDIARIES
    NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
    FOR THE THREE MONTHS ENDED JANUARY 3, 2026 AND DECEMBER 28, 2024
    (Unaudited)

    1.    Basis of Presentation
    The accompanying Condensed Consolidated Financial Statements included herein have been prepared by Plexus Corp. and its subsidiaries (together “Plexus” or the “Company”) without audit and pursuant to the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission (“SEC”). The accompanying Condensed Consolidated Financial Statements reflect all adjustments, which include normal recurring adjustments necessary for the fair statement of the condensed consolidated financial position of the Company as of January 3, 2026 and September 27, 2025, the results of operations and shareholders' equity for the three months ended January 3, 2026 and December 28, 2024, and the cash flows for the same three month periods.
    The Company’s fiscal year ends on the Saturday closest to September 30. The Company also uses a "4-4-5" weekly accounting system for the interim periods in each quarter. Each quarter, therefore, ends on a Saturday at the end of the 4-4-5 period. Periodically, an additional week must be added to the fiscal year to re-align with the Saturday closest to September 30. The first quarter of fiscal 2026 included 14 weeks while all other fiscal quarters presented herein included 13 weeks.
    Certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"), have been condensed or omitted pursuant to the SEC’s rules and regulations dealing with interim financial statements. However, the Company believes that the disclosures made in the Condensed Consolidated Financial Statements included herein are adequate to make the information presented not misleading. It is suggested that these Condensed Consolidated Financial Statements be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s 2025 Annual Report on Form 10-K.
    The preparation of financial statements requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and notes thereto. The full extent to which current global events and economic conditions will impact the Company's business and operating results will depend on future developments that are highly uncertain and cannot be accurately predicted. The Company has considered information available as of the date of issuance of these financial statements and is not aware of any specific events or circumstances that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information becomes available. Actual results could differ materially from these estimates.
    Recently Issued Accounting Pronouncements Not Yet Adopted:
    In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09 Income Taxes (Topic 740), which requires enhanced disclosures for income taxes. Early adoption is permitted. The Company intends to adopt the guidance when it becomes effective in the fourth quarter of fiscal 2026. We are currently evaluating the impact that the updated standard will have on our financial statement disclosures.
    In November 2024, the FASB issued ASU 2024-03 Disaggregation of Income Statement Expense (Subtopic 220-40), which requires disaggregated information about certain income statement expense line items. The guidance is effective for the Company beginning in fiscal 2028. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on its financial statement disclosures.
    In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which removes references to project stages, and requires capitalization of software costs to begin when management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used to perform the intended function. The guidance is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods. The Company is currently evaluating the impact the adoption of the standard will have on our financial statement disclosures.
    The Company does not believe that any other recently issued accounting standards will have a material impact on its Consolidated Financial Statements or apply to its operations.

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    2.    Inventories
    Inventories as of January 3, 2026 and September 27, 2025 consisted of the following (in thousands):
    January 3,
    2026
    September 27,
    2025
    Raw materials$1,127,312 $1,069,064 
    Work-in-process68,160 57,988 
    Finished goods109,867 102,787 
    Total inventories$1,305,339 $1,229,839 
    In certain circumstances, per contractual terms, customer deposits are received by the Company to offset inventory risks. The total amount of customer deposits related to inventory are included within advanced payments from customers on the accompanying Condensed Consolidated Balance Sheets. As of January 3, 2026 and September 27, 2025, these customer deposits totaled $386.5 million and $413.7 million, respectively.

    3.    Debt, Finance Lease and Other Financing Obligations
    Debt and finance lease obligations as of January 3, 2026 and September 27, 2025, consisted of the following (in thousands):
    January 3,
    2026
    September 27,
    2025
    4.22% Senior Notes, due June 15, 2028
    $50,000 $50,000 
    Borrowings under the Credit Facility60,000 40,000 
    Finance lease and other financing obligations48,400 48,274 
    Unamortized deferred financing fees(424)(494)
    Total obligations157,976 137,780 
    Less: current portion(66,837)(45,793)
    Long-term debt, finance lease and other financing obligations, net of current portion$91,139 $91,987 
    As of January 3, 2026, the Company was in compliance with covenants for all debt agreements.
    During the three months ended January 3, 2026, the highest daily borrowing under the Company's 5-year senior unsecured revolving credit facility (referred to as the "Credit Facility") was $145.0 million; the average daily borrowings were $86.4 million. During the three months ended December 28, 2024, the highest daily borrowing was $50.0 million; the average daily borrowings were $40.0 million.
    The fair value of the Company’s debt, excluding finance lease and other financing obligations, was $109.3 million and $89.0 million as of January 3, 2026 and September 27, 2025, respectively. The carrying value of the Company's debt, excluding finance lease and other financing obligations, was $110.0 million and $90.0 million as of January 3, 2026 and September 27, 2025, respectively. If measured at fair value in the financial statements, the Company's debt would be classified as Level 1 in the fair value hierarchy. Refer to Note 4, "Derivatives and Fair Value Measurements," for further information regarding the Company's fair value calculations and classifications.

    4.    Derivatives and Fair Value Measurements
    All derivatives are recognized in the accompanying Condensed Consolidated Balance Sheets at their estimated fair value. The Company uses derivatives to manage the variability of foreign currency obligations. The Company has cash flow hedges related to forecasted foreign currency obligations, in addition to non-designated hedges to manage foreign currency exposures associated with certain foreign currency denominated assets and liabilities. The Company does not enter into derivatives for speculative purposes.
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    The Company designates some foreign currency exchange contracts as cash flow hedges of forecasted foreign currency expenses. Changes in the fair value of the derivatives that qualify as cash flow hedges are recorded in "Accumulated other comprehensive income" in the accompanying Condensed Consolidated Balance Sheets until earnings are affected by the variability of the cash flows. In the next twelve months, the Company estimates that $13.3 million of unrealized gains, net of tax, related to cash flow hedges will be reclassified from other comprehensive income (loss) into earnings. Changes in the fair value of the non-designated derivatives related to recognized foreign currency denominated assets and liabilities are recorded in "Miscellaneous, net" in the accompanying Condensed Consolidated Statements of Comprehensive Income.
    The Company enters into forward currency exchange contracts for its operations in certain jurisdictions in the AMER and APAC segments on a rolling basis. The Company had cash flow hedges outstanding with a notional value of $274.6 million as of January 3, 2026, and a notional value of $249.4 million as of September 27, 2025. These forward currency contracts fix the exchange rates for the settlement of future foreign currency obligations that have yet to be realized. The total fair value of the forward currency exchange contracts was a $13.3 million asset as of January 3, 2026, and a $10.1 million asset as of September 27, 2025.
    The Company had additional forward currency exchange contracts outstanding with a notional value of $165.0 million as of January 3, 2026, and a notional value of $172.8 million as of September 27, 2025. The Company did not designate these derivative instruments as hedging instruments. The net settlement amount (fair value) related to these contracts is recorded on the Condensed Consolidated Balance Sheets as either a current or long-term asset or liability, depending on the term, and as an element of "Miscellaneous, net" in the Condensed Consolidated Statements of Comprehensive Income. The total fair value of these derivatives was a $1.8 million asset as of January 3, 2026, and a less than $0.1 million liability as of September 27, 2025.
    The tables below present information regarding the fair values of derivative instruments and the effects of derivative instruments on the Company’s Condensed Consolidated Financial Statements:
    Fair Values of Derivative Instruments (in thousands)
      Derivative AssetsDerivative Liabilities
        January 3,
    2026
    September 27,
    2025
      January 3,
    2026
    September 27,
    2025
    Derivatives designated as hedging instrumentsBalance sheet
    classification
    Fair ValueFair ValueBalance sheet
    classification
    Fair ValueFair Value
    Foreign currency forward contractsPrepaid expenses and other$13,300 $10,141 Other accrued liabilities$— $11 
    Fair Values of Derivative Instruments (in thousands)
      Derivative AssetsDerivative Liabilities
        January 3,
    2026
    September 27,
    2025
      January 3,
    2026
    September 27,
    2025
    Derivatives not designated as hedging instrumentsBalance sheet
    classification
    Fair ValueFair ValueBalance sheet
    classification
    Fair ValueFair Value
    Foreign currency forward contractsPrepaid expenses and other$2,614 $579 Other accrued liabilities$829 $599 
    The Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Income ("OCI") (in thousands)
    for the Three Months Ended
    Derivatives in cash flow hedging relationships
    Amount of Gain (Loss) Recognized in OCI on Derivatives
    January 3, 2026December 28, 2024
    Foreign currency forward contracts$8,424 $(14,303)

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    Derivative Impact on Gain Recognized in Condensed Consolidated Statements of Comprehensive Income (in thousands)
    for the Three Months Ended
    Derivatives in cash flow hedging relationships
    Classification of Gain Reclassified from Accumulated OCI into Income
    Amount of Gain Reclassified from Accumulated OCI into Income 
    January 3, 2026December 28, 2024
    Foreign currency forward contractsCost of sales$5,014 $2,303 
    Foreign currency forward contractsSelling and administrative expenses240 150 
    Derivatives not designated as hedging instruments
    Location of Gain Recognized on Derivatives in Income
    Amount of Gain on Derivatives Recognized in Income
    January 3, 2026December 28, 2024
    Foreign currency forward contractsMiscellaneous, net$2,192 $4 

    Fair Value Measurements:
    Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (or exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses quoted market prices when available or discounted cash flows to calculate fair value. The accounting guidance establishes a fair value hierarchy based on three levels of inputs that may be used to measure fair value. The input levels are:
    Level 1: Quoted (observable) market prices in active markets for identical assets or liabilities.
    Level 2: Inputs other than Level 1 that are observable, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability.
    Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the asset or liability.
    The following table lists the fair values of the Company’s derivatives as of January 3, 2026 and September 27, 2025, by input level:
    Fair Value Measurements Using Input Levels Asset (in thousands)
    Fiscal period ended January 3, 2026
    Level 1Level 2Level 3Total
    Derivatives    
    Foreign currency forward contracts$— $15,085 $— $15,085 
    Fiscal period ended September 27, 2025
    Derivatives
    Foreign currency forward contracts$— $10,110 $— $10,110 
    The fair value of foreign currency forward contracts is determined using a market approach, which includes obtaining directly or indirectly observable values from third parties active in the relevant markets. Inputs in the fair value of the foreign currency forward contracts include prevailing forward and spot prices for currency.

    5.    Income Taxes
    Income tax expense for the three months ended January 3, 2026 was $9.9 million compared to $6.2 million for the three months ended December 28, 2024.
    The effective tax rates for the three months ended January 3, 2026 and December 28, 2024 were 19.3% and 14.3%, respectively. The effective tax rate for the three months ended January 3, 2026 was higher than the effective tax rate for the three months ended December 28, 2024 primarily due to the implementation of the global minimum tax across several jurisdictions in which the Company operates.
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    The amount of unrecognized tax benefits recorded for uncertain tax positions increased by $0.1 million for the three months ended January 3, 2026. The Company recognizes accrued interest and penalties on uncertain tax positions as a component of income tax expense. The amount of interest and penalties recorded for the three months ended January 3, 2026 was $0.3 million.
    Within the next 12 months, it is reasonably possible that federal, state and foreign tax audit resolutions could reduce unrecognized tax benefits by approximately $3.8 million, either because the Company’s tax positions are sustained on audit, the Company agrees to their disallowance or the statute of limitations closes.
    The Company maintains valuation allowances when it is more likely than not that all or a portion of a net deferred tax asset will not be realized. During the three months ended January 3, 2026, the Company continued to record a full valuation allowance against its net deferred tax assets in certain jurisdictions within the EMEA and APAC segments and a partial valuation allowance against its net deferred tax assets in certain jurisdictions within the AMER segment, as it was more likely than not that these assets would not be fully realized based primarily on historical performance. The Company will continue to record a valuation allowance against its net deferred tax assets in each of the applicable jurisdictions going forward until it determines it is more likely than not that the deferred tax assets will be realized.

    6.    Earnings Per Share
    The following is a reconciliation of the amounts utilized in the computation of basic and diluted earnings per share for the three months ended January 3, 2026 and December 28, 2024 (in thousands, except per share amounts):
    Three Months Ended
     January 3,
    2026
    December 28,
    2024
    Net income$41,182 $37,267 
    Basic weighted average common shares outstanding26,766 27,087 
    Dilutive effect of share-based awards and options outstanding583 676 
    Diluted weighted average shares outstanding27,349 27,763 
    Earnings per share:
    Basic$1.54 $1.38 
    Diluted$1.51 $1.34 
    For the three months ended January 3, 2026, share-based awards for less than 0.1 million shares were not included in the computation of diluted earnings per share as they were antidilutive awards. For the three months ended December 28, 2024, there were no antidilutive awards.
    See also Note 12, "Shareholders' Equity," for information regarding the Company's share repurchase plans.

    7.    Leases
    The components of lease expense for the three months ended January 3, 2026 and December 28, 2024 indicated were as follows (in thousands):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Finance lease expense:
       Amortization of right-of-use assets$1,305 $1,357 
       Interest on lease liabilities1,602 1,426 
    Operating lease expense2,808 2,584 
    Other lease expense1,497 908 
    Total$7,212 $6,275 
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    Based on the nature of the right-of-use ("ROU") asset, amortization of finance lease ROU assets, operating lease expense and other lease expense are recorded within either cost of goods sold or selling and administrative expenses and interest on finance lease liabilities is recorded within interest expense on the Condensed Consolidated Statements of Comprehensive Income. Other lease expense includes lease expense for leases with an estimated total term of twelve months or less and variable lease expense related to variations in lease payments as a result of a change in factors or circumstances occurring after the lease possession date.
    The following tables set forth the amount of lease assets and lease liabilities included in the Company’s Condensed Consolidated Balance Sheets (in thousands):
    Financial Statement Line ItemJanuary 3,
    2026
    September 27,
    2025
    ASSETS
       Finance lease assetsProperty, plant and equipment, net$35,439 $36,127 
       Operating lease assetsOperating lease right-of-use assets70,346 72,863 
          Total lease assets$105,785 $108,990 
    LIABILITIES AND SHAREHOLDERS' EQUITY
    Current
      Finance lease liabilitiesCurrent portion of long-term debt and finance lease obligations$3,609 $3,468 
    Operating lease liabilitiesOther accrued liabilities7,943 8,253 
    Non-current
      Finance lease liabilitiesLong-term debt and finance lease obligations, net of current portion40,840 41,071 
      Operating lease liabilitiesLong-term operating lease liabilities27,327 29,422 
            Total lease liabilities$79,719 $82,214 

    8.    Share-Based Compensation
    The Company recognized $7.8 million and $7.0 million of compensation expense associated with share-based awards for the three months ended January 3, 2026 and December 28, 2024, respectively.

    9.    Litigation
    The Company is party to lawsuits in the ordinary course of business. We record provisions in the consolidated financial statements for pending legal matters when we determine that an unfavorable outcome is probable and the amount of the loss can be reasonably estimated.
    Management does not believe that any such proceedings, individually or in the aggregate, will have a material positive or adverse effect on the Company’s consolidated financial position, results of operations or cash flows. However, legal proceedings and regulatory and governmental matters are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial fines, civil or criminal penalties, and other expenditures.

    10.    Reportable Segments
    Reportable segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (CODM) in assessing performance and allocating resources. The Company uses an internal management reporting system, which provides important financial data to evaluate performance and allocate the Company’s resources on a regional basis. Net sales for the segments are attributed to the region in which the product is manufactured or the service is performed. The services provided, manufacturing processes used, class of customers serviced and order fulfillment processes used are similar and generally interchangeable across the segments. A segment’s
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    performance is evaluated based upon its segment income. Segment income includes its net sales less cost of sales and selling and administrative expenses, but excludes corporate and other expenses. Corporate and other expenses primarily represent corporate selling and administrative expenses, and restructuring costs and other charges, if any. Inter-segment transactions are generally recorded at amounts that approximate arm’s length transactions. The accounting policies for the segments are the same as for the Company taken as a whole. The CODM for the Company is the chief executive officer. The CODM uses income generated from each segment in evaluating segment performance and whether to reinvest profits or allocate resources into the corresponding segment, in addition to long-term growth potential and other qualitative factors. Segment income is used to monitor budget versus actual results.
    Information about the Company’s three reportable segments for the three months ended January 3, 2026 and December 28, 2024 is as follows (in thousands):
    Three Months Ended January 3, 2026
    AMERAPACEMEAEliminationsTotal
    Net sales$344,762 $611,704 $118,384 $(4,998)$1,069,852 
    Cost of sales314,695 521,643 107,105 
    Selling and administrative expenses6,116 3,294 1,867 
    Segment income$23,951 $86,767 $9,412 $120,130 
    Corporate and other costs65,666 
    Other income (expense):
    Interest expense(2,888)
    Interest income984 
    Miscellaneous, net(1,528)
    Income before income taxes$51,032 
    Three Months Ended December 28, 2024
    AMERAPACEMEAEliminationsTotal
    Net sales$273,871 $607,147 $101,238 $(6,134)$976,122 
    Cost of sales247,858 516,167 94,687 
    Selling and administrative expenses6,892 3,232 2,047 
    Segment income$19,121 $87,748 $4,504 $111,373 
    Restructuring and other charges4,683 
    Corporate and other costs59,830 
    Other income (expense):
    Interest expense(3,554)
    Interest income1,234 
    Miscellaneous, net(1,046)
    Income before income taxes$43,494 
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    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Capital expenditures:
       AMER$5,568 $12,532 
       APAC27,716 11,613 
    EMEA385 123 
    Corporate1,526 2,260 
    $35,195 $26,528 
    Depreciation:
    AMER$5,823 $5,754 
    APAC8,264 8,040 
    EMEA2,663 2,407 
    Corporate2,486 2,911 
    $19,236 $19,112 

    11.    Guarantees
    The Company offers certain indemnifications under its customer manufacturing agreements. In the normal course of business, the Company may from time to time be obligated to indemnify its customers or its customers’ customers against damages or liabilities arising out of the Company’s negligence, misconduct, breach of contract, or infringement of third-party intellectual property rights. Certain agreements have extended broader indemnification, and while most agreements have contractual limits, some do not. However, the Company generally does not provide for such indemnities and seeks indemnification from its customers for damages or liabilities arising out of the Company’s adherence to customers’ specifications or designs or use of materials furnished, or directed to be used, by its customers. The Company does not believe its obligations under such indemnities are material.
    In the normal course of business, the Company also provides its customers a limited warranty covering workmanship, and in some cases materials, on products manufactured by the Company. Such warranty generally provides that products will be free from defects in the Company’s workmanship and meet mutually agreed-upon specifications for periods generally ranging from 12 to 24 months. The Company’s obligation is generally limited to correcting, at its expense, any defect by repairing or replacing such defective product. The Company’s warranty generally excludes defects resulting from faulty customer-supplied components, design defects or damage caused by any party or cause other than the Company.
    The Company provides for an estimate of costs that may be incurred under its limited warranty at the time product revenue is recognized and establishes additional reserves for specifically identified product issues. These costs primarily include labor and materials, as necessary, associated with repair or replacement and are included in the Company's accompanying Condensed Consolidated Balance Sheets in "other accrued liabilities." The primary factors that affect the Company’s warranty liability include the value and the number of shipped units and historical and anticipated rates of warranty claims. As these factors are impacted by actual experience and future expectations, the Company assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary.

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    Below is a table summarizing the activity related to the Company’s limited warranty liability for the three months ended January 3, 2026 and December 28, 2024 (in thousands):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Reserve balance, beginning of period$7,419 $6,752 
    Accruals for warranties issued during the period529 834 
    Settlements (in cash or in kind) during the period(502)(556)
    Reserve balance, end of period$7,446 $7,030 

    12.    Shareholders' Equity
    On August 14, 2024, the Board of Directors approved a share repurchase program under which the Company was authorized to repurchase up to $50.0 million of its common stock (the "2025 Program"). The 2025 Program became effective upon completion of the 2024 Program and was completed in fiscal 2025. During the three months ended December 28, 2024, the Company repurchased 84,823 shares under this program for $12.8 million at an average price of $151.19 per share.
    On May 14, 2025, the Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up to $100.0 million of its common stock (the “2026 Program”). The 2026 Program became effective upon completion of the 2025 Program and has no expiration. During the three months ended January 3, 2026, the Company repurchased 152,987 shares under this program for $22.4 million at an average price of $146.36 per share. As of January 3, 2026, $62.6 million of authority remained under the 2026 Program.
    All shares repurchased under the aforementioned programs were recorded as treasury stock.

    13.    Trade Accounts Receivable Sale Programs
    The Company has Master Accounts Receivable Purchase Agreements with MUFG Bank, New York Branch (formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.) (the "MUFG RPA"), HSBC Bank (China) Company Limited, Xiamen branch (the "HSBC RPA") and other unaffiliated financial institutions, under which the Company may elect to sell receivables; at a discount. All facilities are uncommitted facilities. The maximum facility amount under the MUFG RPA is $340.0 million. The maximum facility amount under the HSBC RPA is $70.0 million. The MUFG RPA will be automatically extended each year unless any party gives no less than 10 days prior notice that the agreement should not be extended. The terms of the HSBC RPA are generally consistent with the terms of the MUFG RPA.
    Transfers of receivables under the programs are accounted for as sales and, accordingly, receivables sold under the programs are excluded from accounts receivable on the Condensed Consolidated Balance Sheets and are reflected as cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. Proceeds from the transfer reflect the face value of the receivables less a discount. The sale discount is recorded within "Miscellaneous, net" in the Condensed Consolidated Statements of Comprehensive Income in the period of the sale. The Company continues servicing receivables sold and performing all accounts receivable administrative functions, in exchange receives a servicing fee, under both the MUFG RPA and HSBC RPA. Servicing fees related to trade accounts receivable programs recognized during the three months ended January 3, 2026 and December 28, 2024 were not material.

    The Company sold $216.3 million and $151.2 million of trade accounts receivable under these programs, or their predecessors, during the three months ended January 3, 2026 and December 28, 2024, respectively, in exchange for cash proceeds of $214.5 million and $149.7 million, respectively.
    As of January 3, 2026 and September 27, 2025, $225.2 million and $214.4 million, respectively, of accounts receivables sold under trade accounts receivable programs and subject to servicing by the Company remained outstanding and had not yet been collected.


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    14.    Revenue from Contracts with Customers
    Revenue is recognized over time for arrangements with customers for which: (i) the Company's performance does not create an asset with an alternative use to the Company, and (ii) the Company has an enforceable right to payment, including reasonable profit margin, for performance completed to date. Revenue recognized over time is estimated based on costs incurred to date plus a reasonable profit margin. If either of the two conditions noted above are not met to recognize revenue over time, revenue is recognized following the transfer of control of such products to the customer, which typically occurs upon shipment or delivery depending on the terms of the underlying arrangement.
    The Company recognizes revenue when a contract exists and when, or as, it satisfies a performance obligation by transferring control of a product or service to a customer. Contracts are accounted for when they have approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer.
    The Company generally enters into a master services arrangement that establishes the framework under which business will be conducted. These arrangements represent the master terms and conditions of the Company's services that apply to individual orders, but they do not commit the customer to work with, or to continue to work with, the Company nor do they obligate the customer to any specific volume or pricing of purchases. Moreover, these terms can be amended in appropriate situations.
    Customer purchase orders are received for specific quantities with predominantly fixed pricing and delivery requirements. Thus, for the majority of our contracts, there is no guarantee of any revenue to the Company until a customer submits a purchase order. As a result, the Company generally considers its arrangement with a customer to be the combination of the master services arrangement and the purchase order. Most of the Company's arrangements with customers create a single performance obligation as the promise to transfer the individual manufactured product or service is capable of being distinct.
    The Company’s performance obligations are satisfied over time as work progresses or at a point in time. A performance obligation is satisfied over time if the Company has an enforceable right to payment, including a reasonable profit margin. Determining if an enforceable right to payment includes a reasonable profit margin requires judgment and is assessed on a contract-by-contract basis.
    Generally, there are no subjective customer acceptance requirements or further obligations related to goods or services provided; if such requirements or obligations exist, then a sale is recognized at the time when such requirements are completed and such obligations are fulfilled.
    The Company does not allow for a general right of return. Net sales include amounts billed to customers for shipping and handling and out-of-pocket expenses. The corresponding shipping and handling costs and out-of-pocket expenses are included in cost of sales. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from net sales.
    Contract Costs
    For contracts requiring over time revenue recognition, the selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. The Company uses a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress toward completion is measured based on the costs incurred to date.

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    Disaggregated Revenue
    The table below includes the Company’s revenue for the three months ended January 3, 2026 and December 28, 2024 (in thousands):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Net sales:
    Aerospace/Defense$177,931 $159,730 
    Healthcare/Life Sciences466,027 374,089 
    Industrial425,894 442,303 
    Total net sales$1,069,852 $976,122 
    For the three months ended January 3, 2026 and December 28, 2024, approximately 85% of the Company's revenue was recognized as products and services transferred over time.
    Contract Balances
    The timing of revenue recognition, billings and cash collections results in billed accounts receivable, contract assets and deferred revenue on the Company’s accompanying Condensed Consolidated Balance Sheets.
    Contract Assets: For performance obligations satisfied at a point in time, billing occurs subsequent to revenue recognition, at which point the customer has been billed and the resulting asset is recorded within accounts receivable. For performance obligations satisfied over time as work progresses, the Company has an unconditional right to payment, which results in the recognition of contract assets. The following table summarizes the activity in the Company's contract assets during the three months ended January 3, 2026 and December 28, 2024 (in thousands):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Contract assets, beginning of period$150,654 $120,560 
    Revenue recognized during the period938,801 802,487 
    Amounts collected or invoiced during the period(936,773)(794,961)
    Contract assets, end of period$152,682 $128,086 
    Deferred Revenue: Deferred revenue is recorded when consideration is received from a customer prior to transferring goods or services to the customer under the terms of the contract, which is included in advanced payments from customers on the Condensed Consolidated Balance Sheets. As of January 3, 2026 and September 27, 2025, the balance of advance payments from customers attributable to deferred revenue was $185.7 million and $151.3 million, respectively. The advance payment is not considered a significant financing component because it is used to meet working capital demands that can be higher in the early stages of a contract and to protect the company from the other party failing to adequately complete some or all of its obligations under the contract. Deferred revenue is recognized into revenue when all revenue recognition criteria are met. For performance obligations satisfied over time, recognition will occur as work progresses; otherwise, deferred revenue will be recognized based upon shipping terms.

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    ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    "SAFE HARBOR" CAUTIONARY STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:

    The statements contained in this Form 10-Q that are guidance or which are not historical facts (such as statements in the future tense and statements including believe, expect, intend, plan, anticipate, goal, target and similar terms and concepts), including all discussions of periods which are not yet completed, are forward-looking statements that involve risks and uncertainties. These risks and uncertainties include the effects of tariffs, trade disputes, trade agreements and other trade protection measures; the effects of shortages, delays and price fluctuations in obtaining components as a result of economic cycles, capacity constraints, natural disasters or otherwise; the risk of customer delays, changes, cancellations or forecast inaccuracies in both ongoing and new programs; the particular risks relative to new or recent customers, programs or services, which risks include customer and other delays, start-up costs, potential inability to execute, the establishment of appropriate engagement terms, and the lack of a track record of order volume and timing; the risk that new program wins and/or customer demand may not result in the expected revenue or profitability; the lack of visibility of future orders, particularly in view of changing economic conditions; the economic performance of the industries, sectors and customers we serve; the effects of the volume of revenue from certain sectors or programs on our margins in particular periods; our ability to secure new customers, maintain our current customers and deliver product on a timely basis; the risks of concentration of work for certain customers; the effects of start-up costs of new programs and facilities or the costs associated with winding down programs or the closure or consolidation of facilities; possible unexpected costs and operating disruption in transitioning programs, including transitions between Company facilities; the risks associated with excess and obsolete inventory, including the risk that inventory purchased on behalf of our customers may not be consumed or otherwise paid for by the customer, resulting in an inventory write-off; the fact that customer orders may not lead to long-term relationships; our ability to manage successfully and execute a complex business model characterized by high product mix and demanding quality, regulatory, and other requirements; the outcome of litigation and regulatory investigations and proceedings, including the results of any challenges with regard to such outcomes; the ability to realize anticipated savings from restructuring or similar actions, as well as the adequacy of related charges as compared to actual expenses; risks related to information technology systems and data security; increasing regulatory and compliance requirements; any tax law changes and related foreign jurisdiction tax developments; current or potential future barriers to the repatriation of funds that are currently held outside of the United States as a result of actions taken by other countries or otherwise; the potential effects of jurisdictional results on our taxes, tax rates, and our ability to use deferred tax assets and net operating losses; the weakness of the economy regionally or globally; the effect of changes in the pricing and margins of our services; raw materials and component cost fluctuations; the potential effect of fluctuations in the value of the currencies in which we transact business; the effects of changes in economic conditions, political conditions and regulatory matters in the United States and in the other countries in which we do business; the potential effect of other events outside our control, such as the conflict between Russia and Ukraine, conflict in the Middle East, escalating tensions between China and Taiwan or China and the United States, tensions in or amongst countries in which we operate or transact business, changes in energy prices, terrorism, global health epidemics and weather events; the impact of increased competition; an inability to successfully manage human capital; changes in financial accounting standards; and other risks detailed herein and in our other Securities and Exchange Commission filings, particularly in Risk Factors contained in our fiscal 2025 Form 10-K.
    *    *    *
    OVERVIEW
    At Plexus, we help create the products that build a better world. Driven by a passion for excellence, we partner with our customers to design, manufacture and service highly complex products in demanding regulatory environments. From life-saving medical devices and mission-critical aerospace and defense products to industrial automation systems and semiconductor capital equipment, our innovative solutions across the lifecycle of a product converge where advanced technology and human impact intersect. We provide these solutions to market-leading as well as disruptive global companies in the Aerospace/Defense, Healthcare/Life Sciences, and Industrial sectors, supported by a global team of over 20,000 members across our 27 facilities.
    The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to provide an analysis of both short-term results and future prospects from management’s perspective, including an assessment of the financial condition and results of operations, events and uncertainties that are not indicative of future operations and any other financial or statistical data that we believe will enhance the understanding of our company’s financial condition, cash flows and other changes in financial condition and results of operations.
    The following information should be read in conjunction with our condensed consolidated financial statements included herein and "Risk Factors" included in Part II, Item 1A included herein as well as Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 27, 2025, and our "Safe Harbor" Cautionary Statement included above.
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    RESULTS OF OPERATIONS
    Consolidated Performance Summary. The following table presents selected consolidated financial data (dollars in millions, except per share data):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Net sales$1,069.9 $976.1 
    Cost of sales963.7 875.4 
    Gross profit106.1 100.7 
    Gross margin9.9 %10.3 %
    Operating income54.5 46.9 
    Operating margin5.1 %4.8 %
    Other expense3.4 3.4 
    Income tax expense9.9 6.2 
    Net income 41.2 37.3 
    Diluted earnings per share$1.51 $1.34 
    Return on invested capital*13.2 %13.8 %
    Economic return*4.2 %4.9 %
    *Non-GAAP metric; refer to "Return on Invested Capital ("ROIC") and economic return" below and Exhibit 99.1 for more information.
    Net sales. For the three months ended January 3, 2026, net sales increased $93.8 million, or 9.6%, as compared to the three months ended December 28, 2024.
    Net sales are analyzed by management by geographic segment, which reflects our reportable segments, and by market sector. Management measures operational performance and allocates resources on a geographic segment basis. Our global business development strategy is based on our targeted market sectors.
    A discussion of net sales by reportable segment is presented below (in millions):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Net sales:
    AMER$344.8 $273.9 
    APAC611.7 607.1 
    EMEA118.4 101.2 
    Elimination of inter-segment sales(5.0)(6.1)
    Total net sales$1,069.9 $976.1 

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    AMER. Net sales for the three months ended January 3, 2026 in the AMER segment increased $70.9 million, or 25.9%, as compared to the three months ended December 28, 2024. The increase in net sales was driven by an increase of $81.6 million due to production ramps of new products for existing customers and overall net increased customer end-market demand. The increase was partially offset by a decrease of $8.7 million due to disengagements with customers.
    APAC. Net sales for the three months ended January 3, 2026 in the APAC segment increased $4.6 million, or 0.8%, as compared to the three months ended December 28, 2024. The increase in net sales was driven by an increase of $5.8 million due to production ramps of new products for existing customers and overall net increased customer end-market demand. The increase was partially offset by a decrease of $5.8 million due to a disengagement with a customer.
    EMEA. Net sales for the three months ended January 3, 2026 in the EMEA segment increased $17.2 million, or 17.0%, as compared to the three months ended December 28, 2024. The increase in net sales was driven by an increase of $10.0 million due to production ramps of new products for existing customers and overall net increased customer end-market demand.
    Our net sales by market sector for the indicated fiscal period were as follows (in millions):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Net sales:
    Aerospace/Defense$178.0 $159.7 
    Healthcare/Life Sciences466.0 374.1 
    Industrial425.9 442.3 
    Total net sales$1,069.9 $976.1 
    Aerospace/Defense. Net sales for the three months ended January 3, 2026 in the Aerospace/Defense sector increased $18.3 million, or 11.5%, as compared to the three months ended December 28, 2024. The increase in net sales was driven by an increase of $33.9 million in production ramps of new products for existing customers.
    Healthcare/Life Sciences. Net sales for the three months ended January 3, 2026 in the Healthcare/Life Sciences sector increased $91.9 million, or 24.6%, as compared to the three months ended December 28, 2024. The increase in net sales was driven by an increase of $53.9 million in production ramps of new products for existing customers and overall net increased customer end-market demand.
    Industrial. Net sales for the three months ended January 3, 2026 in the Industrial sector decreased $16.4 million, or 3.7%, as compared to the three months ended December 28, 2024. The decrease in net sales was driven by a decrease of $10.3 million due to a disengagement with a customer and overall net decreased customer end-market demand.
    Cost of sales. Cost of sales for the three months ended January 3, 2026 increased $88.3 million, or 10.1%, as compared to the three months ended December 28, 2024. Cost of sales is comprised primarily of material and component costs, labor costs and overhead. For each of the three months ended January 3, 2026 and December 28, 2024, approximately 89% of the total cost of sales was variable in nature and fluctuated with sales volumes. Approximately 88% of these costs were related to material and component costs.
    As compared to the three months ended December 28, 2024, the increase in cost of sales in the three months ended January 3, 2026 was primarily driven by an increase in net sales and an increase in fixed costs.
    Gross profit. Gross profit for the three months ended January 3, 2026 increased $5.4 million, or 5.4%, as compared to the three months ended December 28, 2024. Gross margin of 9.9% for the three months ended January 3, 2026 decreased 40 basis points compared to the three months ended December 28, 2024. The primary driver of the increase in gross profit was the increase in net sales, partially offset by an increase in fixed costs which drove the decrease in gross margin.
    Operating income. Operating income for the three months ended January 3, 2026 increased $7.6 million, or 16.2%, as compared to the three months ended December 28, 2024. Operating margin of 5.1% for the three months ended January 3, 2026 increased 30 basis points compared to the three months ended December 28, 2024. The primary drivers of the increase in operating income and operating margin for the three months ended January 3, 2026 were the result of the increase in gross profit as well as a decrease of $4.7 million in restructuring and other charges. The restructuring and other charges for the three months ended December 28, 2024 consisted of severance costs associated with a reduction in the Company's workforce in the EMEA and AMER regions. The increase in operating income was partially offset by an increase of $2.5 million in selling and administrative expenses ("S&A"). The increase in S&A was primarily due to an increase in compensation costs.
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    A discussion of operating income by reportable segment for the indicated fiscal period is presented below (in millions):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Operating income:
    AMER$24.0 $19.1 
    APAC86.8 87.7 
    EMEA9.4 4.5 
    Corporate and other costs(65.7)(64.4)
    Total operating income$54.5 $46.9 
    AMER. Operating income increased $4.9 million for the three months ended January 3, 2026 as compared to the three months ended December 28, 2024, primarily as a result of an increase in net sales, partially offset by a negative shift in customer mix and an increase in fixed costs.
    APAC. Operating income decreased $0.9 million for the three months ended January 3, 2026 as compared to the three months ended December 28, 2024, primarily as a result of an increase in fixed costs.
    EMEA. Operating income increased $4.9 million for the three months ended January 3, 2026 as compared to the three months ended December 28, 2024, primarily as a result of an increase in net sales and a positive shift in customer mix.
    Other expense. Other expense for the three months ended January 3, 2026 remained flat compared to the three months ended December 28, 2024.
    Income taxes. Income tax expense for the three months ended January 3, 2026 was $9.9 million compared to $6.2 million for the three months ended December 28, 2024. This increase was primarily driven by the implementation of the global minimum tax across several jurisdictions in which we operate, as well as an increase in pre-tax book income.

    Our annual effective tax rate varies from the U.S. statutory rate of 21.0% primarily due to the geographic distribution of worldwide earnings as well as a tax holiday granted to a subsidiary located in the APAC segment where we derive a significant portion of our earnings. Our effective tax rate may also be impacted by disputes with taxing authorities, tax planning activities, adjustments to uncertain tax positions and changes in valuation allowances.
    The annual effective tax rate for fiscal 2026 is expected to be approximately 16.0% to 18.0% assuming no changes to tax laws.
    Net income. Net income for the three months ended January 3, 2026 increased $3.9 million, or 10.5%, from the three months ended December 28, 2024 to $41.2 million. Net income increased primarily as a result of the increase in operating income, partially offset by the increase in tax expense as previously discussed.
    Diluted earnings per share. Diluted earnings per share increased to $1.51 for the three months ended January 3, 2026 from $1.34 for the three months ended December 28, 2024, primarily as a result of increased net income due to the factors discussed above.
    Return on Invested Capital ("ROIC") and economic return. We use a financial model that is aligned with our business strategy and includes an ROIC goal of 15%, which would exceed our weighted average cost of capital ("WACC") by more than 500 basis points and represent positive economic return. Economic return is the amount our ROIC exceeds our WACC.
    Non-GAAP financial measures, including ROIC and economic return, are used for internal management goals and decision making because such measures provide management and investors additional insight into financial performance. In particular, we provide ROIC and economic return because we believe they offer insight into the metrics that are driving management decisions. We view ROIC and economic return as important measures in evaluating the efficiency and effectiveness of our long-term capital investments. We also use ROIC as a performance criteria in determining certain elements of compensation as well as economic return performance.
    We define ROIC as tax-effected operating income before restructuring and other charges divided by average invested capital over a rolling two-quarter period for the first fiscal quarter. Invested capital is defined as equity plus debt and operating lease liabilities, less cash and cash equivalents. Other companies may not define or calculate ROIC in the same way. ROIC and other non-GAAP financial measures should be considered in addition to, not as a substitute for, measures of our financial performance prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP").
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    We review our internal calculation of WACC annually. Our WACC is 9.0% for fiscal 2026 and 8.9% for fiscal 2025. By exercising discipline to generate ROIC in excess of our WACC, our goal is to create value for our shareholders. For the three months ended January 3, 2026, ROIC of 13.2% reflects an economic return of 4.2%, based on our WACC of 9.0%, and for the three months ended December 28, 2024, ROIC of 13.8% reflects an economic return of 4.9%, based on our WACC of 8.9%.
    For a reconciliation of ROIC, economic return and adjusted operating income (tax-effected) to our financial statements that were prepared using U.S. GAAP, see Exhibit 99.1 to this Quarterly Report on Form 10-Q, which exhibit is incorporated herein by reference.
    Refer to the table below, which includes the calculation of ROIC and economic return for the indicated fiscal period (dollars in millions):
    Three Months Ended
     January 3,
    2026
    December 28,
    2024
    Adjusted operating income (tax-effected)$180.8 $175.2 
    Average invested capital1,374.5 1,268.3 
    After-tax ROIC13.2 %13.8 %
    WACC9.0 %8.9 %
    Economic return4.2 %4.9 %

    LIQUIDITY AND CAPITAL RESOURCES
    Cash and cash equivalents and restricted cash were $249.4 million as of January 3, 2026, as compared to $306.8 million as of September 27, 2025.
    As of January 3, 2026, 91% of our cash and cash equivalents balance was held outside of the U.S. by our foreign subsidiaries. Based on current expectations, we believe that our projected cash flows provided by operations, available cash and cash equivalents, potential borrowings under the Credit Facility, and our leasing capabilities should be sufficient to meet our working capital and fixed capital requirements, as well as execute our share repurchase authorization as management deems appropriate, for the next twelve months.
    Cash Flows. The following table provides a summary of cash flows (in millions):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Cash flows (used in) provided by operating activities$(15.4)$53.6 
    Cash flows used in investing activities(35.1)(26.4)
    Cash flows used in financing activities(8.0)(52.8)
    Effect of exchange rate changes on cash and cash equivalents1.2 (4.0)
    Net decrease in cash and cash equivalents and restricted cash$(57.3)$(29.6)
    Operating Activities. Cash flows used in operating activities were $15.4 million for the three months ended January 3, 2026, as compared to cash flows provided by operating activities of $53.6 million for the three months ended December 28, 2024. The decrease was primarily due to cash flow improvements (reductions) of:

    •$3.9 million increase in net income.
    •$(85.8) million in inventory cash flows driven by an increase in inventory associated with ramping programs in the three months ended January 3, 2026 compared to a decrease in inventory driven by inventory reduction efforts in the three months ended December 28, 2024.
    •$(40.6) million in accounts receivable cash flows driven by an increase in net sales as well as the timing of shipments and mix of customer payment terms.
    •$(18.3) million in accounts payables cash flows primarily driven by the timing of materials procurement and payments to suppliers.
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    •$(17.8) million in other current and non-current asset cash flows primarily driven by an increase in non-hedge derivative assets and prepayments to suppliers in the three months ended January 3, 2026 as compared a decrease in the three months ended December 28, 2024.
    •$84.0 million in advanced payments from customers cash flows as prior year had a significant outflow of deposit returns due to inventory management efforts.
    •$5.8 million in contract assets cash flows corresponding to changes in demand from over time customers.

    The following table provides a summary of cash cycle days for the periods indicated (in days):
    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Days in accounts receivable5856
    Days in contract assets1312
    Days in inventory124134
    Days in accounts payable(71)(69)
    Days in advanced payments(55)(65)
    Annualized cash cycle6968
    We calculate days in accounts receivable and contract assets as each balance sheet item for the respective quarter divided by annualized sales for the respective quarter by day. We calculate days in inventory, accounts payable and advanced payments as each balance sheet line item for the respective quarter divided by annualized cost of sales for the respective quarter by day. We calculate annualized cash cycle as the sum of days in accounts receivable, days in contract assets and days in inventory, less days in accounts payable and days in advanced payments.
    As of January 3, 2026, annualized cash cycle days increased one day compared to December 28, 2024 due to the following:
    Days in accounts receivable for the three months ended January 3, 2026 increased two days compared to the three months ended December 28, 2024. The increase is primarily attributable to the timing of customer shipments and payments as well as the mix of customer payment terms.
    Days in contract assets for the three months ended January 3, 2026 increased one day compared to the three months ended December 28, 2024. The increase is primarily attributed to an increase in demand from customers with arrangements requiring revenue to be recognized over time as products are produced.
    Days in inventory for the three months ended January 3, 2026 decreased ten days compared to the three months ended December 28, 2024. The decrease is primarily attributable to increased net sales and continued inventory management efforts.
    Days in accounts payable for the three months ended January 3, 2026 increased two days compared to the three months ended December 28, 2024. The increase is primarily attributable to timing of materials procurement and payments to suppliers.
    Days in advanced payments for the three months ended January 3, 2026 decreased ten days compared to the three months ended December 28, 2024. The decrease was primarily attributable to a return of advanced payments to customers due to continued inventory management efforts.
    Free Cash Flow. We define free cash flow ("FCF"), a non-GAAP financial measure, as cash flow generated or used in operations less capital expenditures. FCF was $(50.6) million for the three months ended January 3, 2026 compared to $27.1 million for the three months ended December 28, 2024, a decrease of $77.7 million.
    Non-GAAP financial measures, including FCF, are used for internal management assessments because such measures provide additional insight to investors into ongoing financial performance. In particular, we provide FCF because we believe it offers insight into the metrics that are driving management decisions. We view FCF as an important financial metric as it demonstrates our ability to generate cash and can allow us to pursue opportunities that enhance shareholder value. FCF is a non-GAAP financial measure that should be considered in addition to, not as a substitute for, measures of our financial performance prepared in accordance with GAAP.
    A reconciliation of FCF to our financial statements that were prepared using GAAP as follows (in millions):
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    Three Months Ended
    January 3,
    2026
    December 28,
    2024
    Cash flows (used in) provided by operating activities$(15.4)$53.6 
    Payments for property, plant and equipment(35.2)(26.5)
    Free cash flow$(50.6)$27.1 
    Investing Activities. Cash flows used in investing activities were $35.1 million for the three months ended January 3, 2026 compared to $26.4 million for the three months ended December 28, 2024. The increase in cash used in investing activities was due to an $8.7 million increase in capital expenditures.
    We currently estimate capital expenditures for fiscal 2026 will be approximately $100.0 million to $120.0 million to support new program ramps and replace older equipment.
    Financing Activities. Cash flows used in financing activities were $8.0 million for the three months ended January 3, 2026 compared to $52.8 million for the three months ended December 28, 2024. The decrease was primarily attributable to net borrowings on the credit facility for the three months ended January 3, 2026 of $20.0 million compared to net repayments on the credit facility for the three months ended December 28, 2024 of $35.0 million, partially offset by an increase of $9.6 million in cash used to repurchase our common stock.
    On August 14, 2024, the Board of Directors approved a share repurchase program under which we were authorized to repurchase up to $50.0 million of our common stock (the "2025 Program"). The 2025 Program became effective upon completion of the 2024 Program and was completed in fiscal 2025. During the three months ended December 28, 2024, we repurchased 84,823 shares under this program for $12.8 million at an average price of $151.19 per share.
    On May 14, 2025, the Board of Directors approved a share repurchase program under which we are authorized to repurchase up to $100.0 million of our common stock (the “2026 Program”). The 2026 Program became effective upon completion of the 2025 Program and has no expiration. During the three months ended January 3, 2026, we repurchased 152,987 shares under this program for $22.4 million at an average price of $146.36 per share. As of January 3, 2026, $62.6 million of authority remained under the 2026 Program.
    All shares repurchased under the aforementioned programs were recorded as treasury stock.
    We have Master Accounts Receivable Purchase Agreements with MUFG Bank, New York Branch (formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.) (the "MUFG RPA"), HSBC Bank (China) Company Limited, Xiamen branch (the "HSBC RPA") and other unaffiliated financial institutions, under which we may elect to sell receivables, at a discount. These facilities are uncommitted facilities. The maximum facility amount under the MUFG RPA as of January 3, 2026 is $340.0 million. The maximum facility amount under the HSBC RPA as of January 3, 2026 is $70.0 million. The MUFG RPA will be automatically extended each year unless any party gives no less than 10 days prior notice that the agreement should not be extended. The terms of the HSBC RPA are generally consistent with the terms of the MUFG RPA previously discussed.
    We sold $216.3 million and $151.2 million of trade accounts receivable under these programs during the three months ended January 3, 2026 and December 28, 2024, respectively, in exchange for cash proceeds of $214.5 million and $149.7 million, respectively. As of January 3, 2026 and September 27, 2025, $225.2 million and $214.4 million, respectively, of accounts receivables sold under trade accounts receivable programs and subject to servicing by us remained outstanding.
    In all cases, the sale discount was recorded within "Miscellaneous, net" in the Condensed Consolidated Statements of Comprehensive Income in the period of the sale. For further information regarding the receivable sale programs, see Note 13, "Trade Accounts Receivable Sale Programs," in Notes to Condensed Consolidated Financial Statements.
    Based on current expectations, we believe that our projected cash flows provided by operations, available cash and cash equivalents, potential borrowings under the Credit Facility, and our leasing capabilities should be sufficient to meet our working capital and fixed capital requirements, as well as execution upon our share repurchase authorizations as management deems appropriate, for the next twelve months. We believe our balance sheet is positioned to support the potential future challenges presented by macroeconomic factors including increased working capital requirements associated with longer lead-times for components, increased component and labor costs, and operating inefficiencies due to supply chain constraints. As of the end of the first quarter of fiscal 2026, cash and cash equivalents and restricted cash were $249 million, while debt, finance lease and other financing obligations were $158 million. If our future financing needs increase, then we may need to arrange additional debt or equity financing. Accordingly, we evaluate and consider from time to time various financing alternatives to
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    supplement our financial resources. However, we cannot be assured that we will be able to make any such arrangements on acceptable terms or at all.

    DISCLOSURE ABOUT CRITICAL ACCOUNTING ESTIMATES
    Our critical accounting policies are disclosed in our 2025 Annual Report on Form 10-K. During the first quarter of fiscal 2026, there were no material changes.

    NEW ACCOUNTING PRONOUNCEMENTS
    See "Recently Issued Accounting Pronouncements Not Yet Adopted," in Note 1, "Basis of Presentation" in Notes to Condensed Consolidated Financial Statements regarding recent accounting pronouncements.

    ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    During the first quarter of fiscal 2026, there were no material changes in our exposure to market risk from changes in foreign exchange and interest rates from those disclosed in our 2025 Annual Report on Form 10-K.
    Foreign Currency Risk
    Our international operations create potential foreign exchange risk. Our policy is to selectively hedge our foreign currency denominated transactions in a manner that partially offsets the effects of changes in foreign currency exchange rates. We typically use foreign currency contracts to hedge only those currency exposures associated with certain assets and liabilities denominated in non-functional currencies. Corresponding gains and losses on the underlying transaction generally offset the gains and losses on these foreign currency hedges. We cannot predict changes in currency rates, nor the degree to which we will be able to manage the impacts of currency exchange rate changes. Such changes could have a material effect on our business, results of operations and financial condition.
    Our percentages of transactions denominated in currencies other than the U.S. dollar for the indicated periods were as follows: 
    Three Months Ended
     January 3,
    2026
    December 28,
    2024
    Net Sales10%10%
    Total Costs17%16%
    We have evaluated the potential foreign currency exchange rate risk on transactions denominated in currencies other than the U.S. dollar for the periods presented above. Based on our overall currency exposure, as of January 3, 2026, a 10.0% change in the value of the U.S. dollar relative to our other transactional currencies would not have a material effect on our financial position, results of operations, or cash flows.

    Interest Rate Risk
    We have financial instruments, including cash equivalents and debt, which are sensitive to changes in interest rates. The primary objective of our investment activities is to preserve principal while maximizing yields without significantly increasing market risk. To achieve this, we limit the amount of principal exposure to any one issuer.
    As of January 3, 2026, our only material interest rate risk was associated with our Credit Facility. Borrowings under the Credit Facility bear interest, at the Company's option, at (a)(1) for borrowings denominated in U.S. dollars, the Term Secured Overnight Financing Rate ("SOFR"), (2) for borrowings denominated in pounds sterling, the Daily Simple Risk-Free Rate, plus, in each case of (a)(1) and (2), 10 basis points, (b) for borrowings denominated in euros, the EURIBOR Rate plus a statutory reserve rate, or (c) an Alternate Base Rate equal to the highest of (i) 100 basis points per annum, (ii) the prime rate last quoted by The Wall Street Journal (or, if not quoted, as otherwise provided in the Credit Facility), (iii) the greater of the federal funds effective rate and the overnight bank funding rate in effect on such day plus, in each case, 50 basis points per annum (or, if neither are available, as otherwise provided in the Credit Facility), and (iv) Term SOFR for a one month interest period on such day plus 110 basis points, plus, in each case of (a), (b), and (c), an applicable interest rate margin based on the Company's then current consolidated total indebtedness (minus certain unrestricted cash and cash equivalents in an amount not to exceed $100
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    million) to consolidated EBITDA. As of January 3, 2026, the borrowing rate under the Credit Facility was SOFR plus 1.00%. Borrowings under the 2018 NPA are based on a fixed interest rate, thus mitigating much of our interest rate risk. Based on our overall interest rate exposure, as of January 3, 2026, a 10.0% change in interest rates would not have a material effect on our financial position, results of operations, or cash flows.

    ITEM 4.    CONTROLS AND PROCEDURES
    Disclosure Controls and Procedures
    The Company maintains disclosure controls and procedures designed to ensure that the information the Company must disclose in its filings with the Securities and Exchange Commission ("SEC") is recorded, processed, summarized and reported on a timely basis. The Company’s President and Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO") have reviewed and evaluated, with the participation of the Company’s management, the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") as of the end of the period covered by this report. Based on such evaluation, the CEO and CFO have concluded that, as of January 3, 2026, the Company’s disclosure controls and procedures were effective, at the reasonable assurance level, (a) in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports the Company files or submits under the Exchange Act, and (b) in assuring that information is accumulated and communicated to the Company’s management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
    Changes in Internal Control Over Financial Reporting
    During the first quarter of fiscal 2026, there were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

    26

    Table of Contents
    PART II.     OTHER INFORMATION
    ITEM 1A.    RISK FACTORS
    In addition to the risks and uncertainties discussed herein, particularly those discussed in the “Safe Harbor” Cautionary Statement and "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part I, Item 2, see the risk factors set forth in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 27, 2025 that have had no material changes.

    ITEM 2.    Unregistered Sales of Equity Securities and Use of Proceeds
    The following table provides the specified information about the repurchases of shares by us during the three months ended January 3, 2026:
    PeriodTotal number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced plans or programsMaximum approximate dollar value of shares that may yet be purchased under the plans or programs (1)
    September 28, 2025- November 1, 202558,768 $145.54 58,768 $76,477,972 
    November 2, 2025- November 29, 202547,892 141.30 47,892 69,710,991 
    November 30, 2025- January 3, 2026 46,327 152.63 46,327 62,639,956 
    Total152,987 $146.36 152,987 
    (1) On May 14, 2025, the Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up to $100.0 million of its common stock (the “2026 Program”). The 2026 Program became effective upon completion of the 2025 Program and has no expiration.
    The table above reflects the maximum dollar amount remaining available for purchase under the 2026 Program as of January 3, 2026.

    ITEM 5.    OTHER INFORMATION
    (c) During the first quarter of fiscal 2026, none of our directors or Section 16 officers adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as each term is defined in Item 408(a) of Regulation S-K), except that on November 20, 2025, Todd Kelsey, the Company's President and Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 23,231 shares of the Company's common stock through February 18, 2027.










    27

    Table of Contents


    ITEM 6.    EXHIBITS
    The list of exhibits is included below.
    Exhibit 
    No.
      Exhibit
    10.1
    Plexus Corp. Compensation Recovery Policy.
    31.1
    Certification of President and Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
    31.2
    Certification of Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
    32.1
    Certification of the CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
    32.2
    Certification of the CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
    99.1
    Reconciliation of ROIC to GAAP and Economic Return Financial Statements.
    101
    The following materials from Plexus Corp.’s Quarterly Report on Form 10-Q for the fiscal quarter ended January 3, 2026, formatted in Inline Extensible Business Reporting Language ("XBRL"): (i) the Condensed Consolidated Statements of Comprehensive Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Shareholders’ Equity, (iv) the Condensed Consolidated Statements of Cash Flows, (v) Notes to Condensed Consolidated Financial Statements, and (vi) the information included in Part II, Item 5(c).
    101.INSInline XBRL Instance Document (the instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document).
    101.SCHInline XBRL Taxonomy Extension Schema Document.
    101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
    101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
    101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
    101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
    104
    The cover page from the Company’s Quarterly Report on Form 10-Q for the fiscal first quarter ended January 3, 2026, formatted in Inline XBRL and contained in Exhibit 101.
    28

    Table of Contents
    SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
     Plexus Corp.
    Registrant
    Date:February 5, 2026/s/ Todd P. Kelsey
     Todd P. Kelsey
    President and Chief Executive Officer
    Date:February 5, 2026/s/ Patrick J. Jermain
    Patrick J. Jermain
    Executive Vice President and Chief Financial Officer
    29
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