, a leading provider of architectural building products and services, as well as high-performance coated materials used in a variety of applications, today reported its results for the third quarter of fiscal 2026, ended November 29, 2025. The Company reported the following selected financial results:Apogee Enterprises, Inc. (Nasdaq: APOG)

“I’m proud of our team’s disciplined execution and agility during this transition. Despite a challenging environment, we delivered results in line with expectations and remain focused on serving customers with innovative products and exceptional service. Our strong operational foundation and balance sheet position us to navigate near-term challenges and drive sustainable long-term value,” said Donald Nolan, Executive Chair and CEO.

)Consolidated ResultsThird Quarter Fiscal 2026 compared to Third Quarter Fiscal 2025

(Third Quarter Fiscal 2026 compared to Third Quarter Fiscal 2025)Segment Results

Architectural Metals net sales were $124.4 million, compared to $138.0 million, primarily due to lower volume, partially offset by favorable price and product mix. Adjusted EBITDA was $16.8 million, or 13.5% of net sales, compared to $17.5 million, or 12.7% of net sales. The higher adjusted EBITDA margin was primarily driven by favorable productivity including cost savings related to Fortify Phase 2, lower incentive compensation expense, and favorable price and product mix, partially offset by lower volume.Architectural Metals

at the end of the quarter was $774.7 million, compared to $792.3 million at the end of the second quarter.Architectural Services

¹

Architectural Glass net sales were $70.9 million, compared to $70.2 million, primarily due to increased volume and favorable mix, partially offset by lower price driven by end-market demand. Adjusted EBITDA was $11.5 million, or 16.3% of net sales, compared to $13.2 million, or 18.8% of net sales. The decrease in adjusted EBITDA margin was primarily driven by lower price and higher material costs, partially offset by higher volume, favorable mix and lower incentive compensation expense.Architectural Glass

Performance Surfaces net sales were $53.0 million, compared to $33.2 million. Net sales included $18.4 million of inorganic sales contribution from the acquisition of UW Solutions and organic growth of 4.3%. Adjusted EBITDA was $11.9 million, or 22.5% of net sales compared to $7.8 million, or 23.6% of net sales. The decrease in adjusted EBITDA margin was primarily driven by the dilutive impact of lower adjusted EBITDA margin from UW Solutions and unfavorable productivity, partially offset by favorable product mix and price.Performance Surfaces

Corporate and other adjusted EBITDA expense was $4.3 million, compared to $2.7 million, primarily driven by higher health insurance costs.Corporate and Other

(as defined in the Company’s credit agreement) to 1.4x at the end of the quarter.Financial Condition

²

As previously announced, in the first quarter of fiscal 2026, the Company began the second phase of Project Fortify (referred to as "Project Fortify Phase 2" or "Phase 2") to drive further cost efficiencies, primarily in the Architectural Services and Architectural Metals Segments. The Company is expanding the scope of Phase 2 to include further restructuring actions, primarily in Architectural Metals and Corporate. With the expanded scope, the Company now expects the actions of Phase 2 to incur a total of approximately $28 million to $29 million in pre-tax charges, and deliver estimated annualized pre-tax cost savings of approximately $25 million to $26 million. During the third quarter, the Company incurred $5.1 million of pre-tax costs associated with Phase 2. The Company expects the actions associated with Phase 2 to be substantially completed by the end of the fourth quarter of fiscal 2026.Project Fortify

The Company now expects net sales to be approximately $1.39 billion, diluted EPS in the range of $2.49 to $2.65 and adjusted diluted EPS in the range of $3.40 to $3.50. This includes a projected unfavorable EPS impact from tariffs of approximately $0.30. The Company’s revised outlook assumes an adjusted effective tax rate of approximately 27%. The Company now assumes capital expenditures between $25 million to $30 million.Fiscal 2026 Outlook

. A replay and transcript of the webcast will be available on the Company’s website following the conference call.https://www.apog.com/events-and-presentationsConference Call Information

.www.apog.comAbout Apogee Enterprises

Management uses non-GAAP measures to evaluate the Company’s historical and prospective financial performance, measure operational profitability on a consistent basis, as a factor in determining executive compensation, and to provide enhanced transparency to the investment community. Non-GAAP measures should be viewed in addition to, and not as a substitute for, the reported financial results of the Company prepared in accordance with GAAP. Other companies may calculate these measures differently, limiting the usefulness of the measures for comparison with other companies. This release and other financial communications may contain the following non-GAAP measures:Use of Non-GAAP Financial Measures

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. The words “may,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” “will,” “continue,” and similar expressions are intended to identify “forward-looking statements”. These statements reflect Apogee management’s expectations or beliefs as of the date of this release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. All forward-looking statements are qualified by factors that may affect the results, performance, financial condition, prospects and opportunities of the Company, including the following: (A) North American and global economic conditions, including the cyclical nature of the North American and Latin American non-residential construction industries and the potential impact of an economic downturn or recession; (B) U.S. and global instability and uncertainty arising from events outside of our control; (C) actions of new and existing competitors; (D) departure of key personnel and ability to source sufficient labor; (E) product performance, reliability and quality issues; (F) project management and installation issues that could affect the profitability of individual contracts; (G) dependence on a relatively small number of customers in one operating segment; (H) financial and operating results that could differ from market expectations; (I) self-insurance risk related to a material product liability or other events for which the Company is liable; (J) maintaining our information technology systems and potential cybersecurity threats; (K) cost of regulatory compliance, including environmental regulations; (L) supply chain disruptions, including fluctuations in the availability and cost of materials used in our products and the impact of trade policies and regulations, including existing and potential future tariffs; (M) integration and future operating results of acquisitions, including but not limited to the acquisition of UW Solutions, and management of acquired contracts; (N) impairment of goodwill or indefinite-lived intangible assets; (O) our ability to successfully manage and implement our enterprise strategy; (P) our ability to maintain effective internal controls over financial reporting; (Q) our judgments regarding accounting for tax positions and resolution of tax disputes; (R) the impacts of cost inflation and interest rates; and (S) the impact of changes in capital and credit markets on our liquidity and cost of capital. The Company cautions investors that actual future results could differ materially from those described in the forward-looking statements and that other factors may in the future prove to be important in affecting the Company’s results, performance, prospects, or opportunities. New factors emerge from time to time, and it is not possible for management to predict all such factors, nor can it assess the impact of each factor on the business or the extent to which any factor, or a combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. More information concerning potential factors that could affect future financial results is included in the Company’s Annual Report on Form 10-K and in subsequent filings with the U.S. Securities and Exchange Commission.Forward-Looking Statements

View source version on businesswire.com:https://www.businesswire.com/news/home/20260107865677/en/

	Three Months Ended
(Unaudited, $ in thousands, except per share amounts)	November 29, 2025			November 30, 2024			% Change
Net sales	$	348,563		$	341,344		2.1	%
Net earnings	$	16,549		$	20,989		(21.2	)%
Diluted earnings per share	$	0.77		$	0.96		(19.8	)%
Additional Non-GAAP Measures⁽¹⁾
Adjusted EBITDA	$	46,131		$	45,803		0.7	%
Adjusted EBITDA margin		13.2	%		13.4	%
Adjusted diluted earnings per share	$	1.02		$	1.19		(14.3	)%

(1)

Earnings before interest, taxes, depreciation and amortization (EBITDA), EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, and adjusted diluted earnings per share (EPS) are non-GAAP financial measures. See Use of Non-GAAP Financial Measures and reconciliations to the most directly comparable GAAP measures later in this press release.

_____________________________
¹	Backlog is a non-GAAP financial measure. See Use of Non-GAAP Financial Measures later in this press release for more information.
²	Consolidated Leverage Ratio is a non-GAAP financial measure. See Use of Non-GAAP Financial Measures later in this press release for more information.

Apogee Enterprises, Inc.
Consolidated Condensed Statements of Income
(Unaudited)

	Three Months Ended								Nine Months Ended
(In thousands, except per share amounts)	November 29,			November 30,			% Change		November 29,			November 30,			% Change
Net sales	$	348,563		$	341,344		2.1	%	$	1,053,379		$	1,015,300		3.8	%
Cost of sales		265,571			252,195		5.3	%		812,654			729,975		11.3	%
Gross profit		82,992			89,149		(6.9	)%		240,725			285,325		(15.6	)%
Selling, general and administrative expenses		58,113			60,520		(4.0	)%		182,026			173,350		5.0	%
Operating income		24,879			28,629		(13.1	)%		58,699			111,975		(47.6	)%
Interest expense, net		3,227			1,044		209.1	%		11,148			2,634		323.2	%
Other income, net		(2,458	)		(60	)	3,996.7	%		(6,916	)		(493	)	1,302.8	%
Earnings before income taxes		24,110			27,645		(12.8	)%		54,467			109,834		(50.4	)%
Income tax expense		7,561			6,656		13.6	%		16,956			27,268		(37.8	)%
Net earnings	$	16,549		$	20,989		(21.2	)%	$	37,511		$	82,566		(54.6	)%

Basic earnings per share	$	0.78		$	0.96		(18.8	)%	$	1.76		$	3.79		(53.6	)%
Diluted earnings per share	$	0.77		$	0.96		(19.8	)%	$	1.74		$	3.76		(53.7	)%
Weighted average basic shares outstanding		21,302			21,782		(2.2	)%		21,349			21,789		(2.0	)%
Weighted average diluted shares outstanding		21,592			21,917		(1.5	)%		21,568			21,937		(1.7	)%
Cash dividends per common share	$	0.26		$	0.25		4.0	%	$	0.78		$	0.75		4.0	%

Apogee Enterprises, Inc.
Consolidated Condensed Balance Sheets
(Unaudited)
(In thousands)	November 29, 2025		March 1, 2025
Assets
Current assets
Cash and cash equivalents	$	41,315	$	41,448
Receivables, net		176,588		185,590
Inventories, net		102,495		92,305
Contract assets		66,645		71,842
Other current assets		48,954		50,919
Total current assets		435,997		442,104
Property, plant and equipment, net		253,092		268,139
Operating lease right-of-use assets		50,903		62,314
Goodwill		236,386		235,775
Intangible assets, net		113,673		128,417
Other non-current assets		25,977		38,520
Total assets	$	1,116,028	$	1,175,269
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable		92,844		98,804
Accrued compensation and benefits		33,906		48,510
Contract liabilities		43,086		35,193
Operating lease liabilities		14,504		15,290
Other current liabilities		45,405		87,659
Total current liabilities		229,745		285,456
Long-term debt		255,000		285,000
Non-current operating lease liabilities		41,981		51,632
Non-current self-insurance reserves		32,180		30,382
Other non-current liabilities		44,831		34,901
Total shareholders’ equity		512,291		487,898
Total liabilities and shareholders’ equity	$	1,116,028	$	1,175,269

Apogee Enterprises, Inc.
Consolidated Statement of Cash Flows
(Unaudited)
	Nine Months Ended
(In thousands)	November 29, 2025			November 30, 2024
Operating Activities
Net earnings	$	37,511		$	82,566
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		37,456			30,798
Share-based compensation		6,570			8,067
Deferred income taxes		16,762			5,109
Loss on disposal of property, plant and equipment		418			159
Impairment on intangible assets		7,418			—
Settlement of New Markets Tax Credit transaction		(6,740	)		—
Non-cash lease expense		10,901			9,926
Other, net		4,596			1,800
Changes in operating assets and liabilities, net of business acquired:
Receivables		9,431			(2,191	)
Inventories		(9,842	)		(8,284	)
Contract assets		5,317			(8,168	)
Accounts payable		(3,873	)		6,796
Accrued compensation and benefits		(14,782	)		(20,958	)
Contract liabilities		7,823			11,499
Operating lease liability		(10,628	)		(9,387	)
Accrued income taxes		(3,279	)		(6,498	)
Other current assets and liabilities		(28,437	)		(6,104	)
Net cash provided by operating activities		66,622			95,130
Investing Activities
Capital expenditures		(18,315	)		(24,696	)
Proceeds from sales of property, plant and equipment		1,606			744
Purchases of marketable securities		(550	)		(2,394	)
Sales/maturities of marketable securities		1,485			2,370
Acquisition of business, net of cash acquired		—			(233,125	)
Net cash used in investing activities		(15,774	)		(257,101	)
Financing Activities
Proceeds from revolving credit facilities		80,000			95,201
Repayment on revolving credit facilities		(110,000	)		(115,201	)
Proceeds from term loans		—			250,000
Repayment of term loans		—			(20,000	)
Repurchase of common stock		—			(15,061	)
Dividends paid		(16,567	)		(16,238	)
Payments of debt issuance costs		—			(3,798	)
Other, net		(5,342	)		(5,884	)
Net cash (used in) provided by financing activities		(51,909	)		169,019
Effect of exchange rates on cash		928			(409	)
(Decrease) increase in cash, cash equivalents and restricted cash		(133	)		6,639
Cash, cash equivalents and restricted cash at beginning of period		41,448			37,216
Cash and cash equivalents at end of period	$	41,315		$	43,855
Non-cash Activity
Capital expenditures in accounts payable	$	970		$	2,299

Apogee Enterprises, Inc.
Components of Changes in Net Sales
(Unaudited)

*Three months ended November 29, 2025, compared with the three months ended November 30, 2024*

(In thousands, except	Architectural			Architectural			Architectural			Performance			Intersegment			Consolidated
Fiscal 2025 net sales	$	138,039		$	104,921		$	70,236		$	33,196		$	(5,048	)	$	341,344
Organic business⁽¹⁾		(13,606	)		245			616			1,417			180			(11,148	)
Acquisition⁽²⁾		—			—			—			18,367			—			18,367
Fiscal 2026 net sales	$	124,433		$	105,166		$	70,852		$	52,980		$	(4,868	)	$	348,563

Total net sales growth (decline)		(9.9	)%		0.2	%		0.9	%		59.6	%		(3.6	)%		2.1	%
Organic business⁽¹⁾		(9.9	)%		0.2	%		0.9	%		4.3	%		(3.6	)%		(3.3	)%
Acquisition⁽²⁾		—	%		—	%		—	%		55.3	%		—	%		5.4	%

*Nine months ended November 29, 2025, compared with the nine months ended November 30, 2024*

(In thousands, except	Architectural			Architectural			Architectural			Performance			Intersegment			Consolidated
Fiscal 2025 net sales	$	412,561		$	301,966		$	247,040		$	74,232		$	(20,499	)	$	1,015,300
Organic business⁽¹⁾		(18,570	)		10,195			(30,734	)		4,117			7,800			(27,192	)
Acquisition⁽²⁾		—			—			—			65,271			—			65,271
Fiscal 2026 net sales	$	393,991		$	312,161		$	216,306		$	143,620		$	(12,699	)	$	1,053,379

Total net sales growth (decline)		(4.5	)%		3.4	%		(12.4	)%		93.5	%		(38.1	)%		3.8	%
Organic business⁽¹⁾		(4.5	)%		3.4	%		(12.4	)%		5.5	%		(38.1	)%		(2.7	)%
Acquisition⁽²⁾		—	%		—	%		—	%		87.9	%		—	%		6.4	%

(1)	Organic business includes net sales associated with acquired product lines or geographies that occur after the first twelve months from the date the product line or business is acquired and net sales from internally developed product lines or businesses.
(2)	The acquisition of UW Solutions, completed on November 4, 2024.

Apogee Enterprises, Inc.
Business Segment Information
(Unaudited)

	Three Months Ended								Nine Months Ended
(In thousands)	November 29,			November 30,			% Change		November 29,			November 30,			% Change
Segment net sales
Architectural Metals	$	124,433		$	138,039		(9.9	)%	$	393,991		$	412,561		(4.5	)%
Architectural Services		105,166			104,921		0.2	%		312,161			301,966		3.4	%
Architectural Glass		70,852			70,236		0.9	%		216,306			247,040		(12.4	)%
Performance Surfaces		52,980			33,196		59.6	%		143,620			74,232		93.5	%
Total segment sales		353,431			346,392		2.0	%		1,066,078			1,035,799		2.9	%
Intersegment eliminations		(4,868	)		(5,048	)	(3.6	)%		(12,699	)		(20,499	)	(38.1	)%
Net sales	$	348,563		$	341,344		2.1	%	$	1,053,379		$	1,015,300		3.8	%
Segment adjusted EBITDA
Architectural Metals	$	16,750		$	17,483		(4.2	)%	$	46,946		$	63,551		(26.1	)%
Architectural Services		10,198			9,994		2.0	%		21,279			23,911		(11.0	)%
Architectural Glass		11,534			13,180		(12.5	)%		36,598			57,551		(36.4	)%
Performance Surfaces		11,921			7,828		52.3	%		31,100			18,053		72.3	%
Corporate and Other		(4,272	)		(2,682	)	59.3	%		(11,040	)		(11,519	)	(4.2	)%
Adjusted EBITDA	$	46,131		$	45,803		0.7	%	$	124,883		$	151,547		(17.6	)%
Segment adjusted EBITDA margins
Architectural Metals		13.5	%		12.7	%				11.9	%		15.4	%
Architectural Services		9.7	%		9.5	%				6.8	%		7.9	%
Architectural Glass		16.3	%		18.8	%				16.9	%		23.3	%
Performance Surfaces		22.5	%		23.6	%				21.7	%		24.3	%
Corporate and Other		N/M			N/M					N/M			N/M
Adjusted EBITDA margin		13.2	%		13.4	%				11.9	%		14.9	%

N/M - Indicates calculation is not meaningful. Segment net sales is defined as net sales for a certain segment and includes revenue related to intersegment transactions. Net sales intersegment eliminations are reported separately to exclude these sales from our consolidated total. Adjusted EBITDA represents adjusted net earnings before interest, taxes, depreciation, and amortization.

Apogee Enterprises, Inc.
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted EBITDA Margin
(Unaudited)
	Three Months Ended November 29, 2025
(In thousands)	Architectural			Architectural			Architectural			Performance			Corporate and			Consolidated
Net earnings (loss)	$	12,264		$	7,614		$	8,248		$	7,749		$	(19,326	)	$	16,549
Interest expense (income), net		430			(89	)		(174	)		—			3,060			3,227
Income tax expense		—			—			81			—			7,480			7,561
Depreciation and amortization		3,662			809			3,379			3,913			753			12,516
EBITDA		16,356			8,334			11,534			11,662			(8,033	)		39,853
Acquisition-related costs⁽¹⁾		—			—			—			259			56			315
Restructuring costs⁽²⁾		2,537			1,864			—			—			679			5,080
CEO transition costs⁽³⁾		—			—			—			—			3,026			3,026
NMTC settlement gain⁽⁴⁾		(2,143	)		—			—			—			—			(2,143	)
Adjusted EBITDA	$	16,750		$	10,198		$	11,534		$	11,921		$	(4,272	)	$	46,131

EBITDA margin		13.1	%		7.9	%		16.3	%		22.0	%		N/M			11.4	%
Adjusted EBITDA margin		13.5	%		9.7	%		16.3	%		22.5	%		N/M			13.2	%

	Three Months Ended November 30, 2024
(In thousands)	Architectural			Architectural			Architectural			Performance			Corporate and			Consolidated
Net earnings (loss)	$	12,146		$	9,734		$	10,115		$	4,841		$	(15,847	)	$	20,989
Interest expense (income), net		563			(4	)		(121	)		—			606			1,044
Income tax expense		—			—			117			—			6,539			6,656
Depreciation and amortization		3,932			981			3,069			2,461			691			11,134
EBITDA		16,641			10,711			13,180			7,302			(8,011	)		39,823
Acquisition-related costs⁽¹⁾		—			—			—			526			4,542			5,068
Restructuring costs⁽²⁾		842			(717	)		—			—			787			912
Adjusted EBITDA	$	17,483		$	9,994		$	13,180		$	7,828		$	(2,682	)	$	45,803

EBITDA margin		12.1	%		10.2	%		18.8	%		22.0	%		N/M			11.7	%
Adjusted EBITDA margin		12.7	%		9.5	%		18.8	%		23.6	%		N/M			13.4	%

(1)	Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition and excludes $0.8 million of backlog amortization added back as part of the depreciation and amortization above.
(2)	Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.
(3)	Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.
(4)	Gain related to the settlement of a New Market Tax Credit transaction.

Apogee Enterprises, Inc.
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted EBITDA Margin
(Unaudited)
	Nine Months Ended November 29, 2025
(In thousands)	Architectural			Architectural			Architectural			Performance			Corporate			Consolidated
Net earnings (loss)	$	36,806		$	2,855		$	26,880		$	18,126		$	(47,156	)	$	37,511
Interest expense (income), net		1,331			(227	)		(450	)		—			10,494			11,148
Income tax (benefit) expense		(43	)		(8	)		198			—			16,809			16,956
Depreciation and amortization		11,229			2,789			9,970			11,251			2,217			37,456
EBITDA		49,323			5,409			36,598			29,377			(17,636	)		103,071
Acquisition-related costs⁽¹⁾		—			—			—			1,723			249			1,972
Restructuring costs⁽²⁾		4,363			15,870			—			—			3,321			23,554
CEO transition costs⁽³⁾		—			—			—			—			3,026			3,026
NMTC settlement gain⁽⁴⁾		(6,740	)		—			—			—			—			(6,740	)
Adjusted EBITDA	$	46,946		$	21,279		$	36,598		$	31,100		$	(11,040	)	$	124,883

EBITDA margin		12.5	%		1.7	%		16.9	%		20.5	%		N/M			9.8	%
Adjusted EBITDA margin		11.9	%		6.8	%		16.9	%		21.7	%		N/M			11.9	%

	Nine Months Ended November 30, 2024
(In thousands)	Architectural			Architectural			Architectural			Performance			Corporate and			Consolidated
Net earnings (loss)	$	46,509		$	21,460		$	49,342		$	13,481		$	(48,226	)	$	82,566
Interest expense (income), net		1,671			23			(317	)		—			1,257			2,634
Income tax expense (benefit)		7			—			(632	)		—			27,893			27,268
Depreciation and amortization		12,609			2,887			9,158			4,046			2,098			30,798
EBITDA		60,796			24,370			57,551			17,527			(16,978	)		143,266
Acquisition-related costs⁽¹⁾		—			—			—			526			4,542			5,068
Restructuring costs⁽²⁾		2,755			(459	)		—			—			917			3,213
Adjusted EBITDA	$	63,551		$	23,911		$	57,551		$	18,053		$	(11,519	)	$	151,547

EBITDA margin		14.7	%		8.1	%		23.3	%		23.6	%		N/M			14.1	%
Adjusted EBITDA margin		15.4	%		7.9	%		23.3	%		24.3	%		N/M			14.9	%

(1)	Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition and excludes $0.8 million of backlog amortization added back as part of the depreciation and amortization above.
(2)	Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.
(3)	Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.
(4)	Gain related to the settlement of a New Market Tax Credit transaction.

Apogee Enterprises, Inc.
Reconciliation of Non-GAAP Financial Measures
Adjusted diluted earnings per share
(Unaudited)

	Three Months Ended						Nine Months Ended
(In thousands)	November 29,			November 30,			November 29,			November 30,
Net earnings	$	16,549		$	20,989		$	37,511		$	82,566
Acquisition-related costs⁽¹⁾		315			5,873			1,972			5,873
Restructuring costs⁽²⁾		5,080			912			23,554			3,213
CEO transition costs⁽³⁾		3,026			—			3,026			—
NMTC settlement gain⁽⁴⁾		(2,143	)		—			(6,740	)		—
Income tax impact on above adjustments⁽⁵⁾		(797	)		(1,662	)		(4,342	)		(2,226	)
Adjusted net earnings	$	22,030		$	26,112		$	54,981		$	89,426

	Three Months Ended						Nine Months Ended
	November 29,			November 30,			November 29,			November 30,
Diluted earnings per share	$	0.77		$	0.96		$	1.74		$	3.76
Acquisition-related costs⁽¹⁾		0.01			0.27			0.09			0.27
Restructuring costs⁽²⁾		0.24			0.04			1.09			0.15
CEO transition costs⁽³⁾		0.14			—			0.14			—
NMTC settlement gain⁽⁴⁾		(0.10	)		—			(0.31	)		—
Income tax impact on above adjustments⁽⁵⁾		(0.04	)		(0.08	)		(0.20	)		(0.10	)
Adjusted diluted earnings per share	$	1.02		$	1.19		$	2.55		$	4.08

Weighted average diluted shares outstanding		21,592			21,917			21,568			21,937

(1)	Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition.
(2)	Restructuring costs related to Project Fortify. Costs incurred in fiscal year 2025 were associated with Phase 1 and costs incurred in fiscal year 2026 are associated with Phase 2.
(3)	Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.
(4)	Gain related to the settlement of a New Market Tax Credit transaction.
(5)	Income tax impact reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.

Apogee Enterprises, Inc.
Fiscal 2026 Outlook
Reconciliation of Fiscal 2026 outlook of estimated Diluted Earnings per Share to Adjusted Diluted Earnings per Share
(Unaudited)

	Fiscal Year Ending February 28,
	Low Range			High Range
Diluted earnings per share	$	2.49		$	2.65
Acquisition-related costs⁽¹⁾		0.12			0.09
Restructuring costs⁽²⁾		1.35			1.30
CEO transition costs⁽³⁾		0.14			0.14
New Market Tax Credit settlement gains⁽⁴⁾		(0.31	)		(0.31	)
Income tax impact on above adjustments⁽⁵⁾		(0.39	)		(0.37	)
Adjusted diluted earnings per share	$	3.40		$	3.50

(1)	Acquisition-related costs include costs related to one-time expenses incurred to integrate the UW Solutions acquisition.
(2)	Restructuring costs related to Project Fortify Phase 2.
(3)	Transition costs related to departure of Chief Executive Officer during the third quarter of fiscal 2026.
(4)	Gains related to the settlement of New Market Tax Credit transactions in the 2nd quarter and 3rd quarter.
(5)	Income tax impact reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.

Consolidated net sales increased 2.1%, to $348.6 million, driven by $18.4 million of inorganic sales contribution from the acquisition of UW Solutions and favorable product mix, partially offset by lower volume.
Gross margin decreased to 23.8%, compared to 26.1%, primarily due to the impact of lower volume and price, and higher aluminum, restructuring and health insurance costs, partially offset by lower incentive compensation expense.
Selling, general and administrative (SG&A) expense as a percent of net sales decreased to 16.7%, compared to 17.7%. The decrease was primarily due to lower acquisition-related costs and lower incentive compensation expense, partially offset by higher amortization expense related to the UW Solutions acquisition and CEO transition costs.
Operating income declined to $24.9 million from $28.6 million, and operating margin decreased 130 basis points to 7.1%.
Adjusted EBITDA increased to $46.1 million, compared to $45.8 million, and adjusted EBITDA margin decreased to 13.2%, compared to 13.4%. The decrease in adjusted EBITDA margin was primarily driven by lower volume and price, higher aluminum and health insurance costs, partially offset by lower incentive compensation expense and benefits from cost savings related to Fortify Phase 2.
Interest expense increased to $3.2 million, primarily due to a higher average debt balance resulting from the acquisition of UW Solutions in November 2024.
Other income was $2.5 million, compared to $0.1 million. The change was primarily due to a $2.1 million gain related to a New Market Tax Credit recognized in the current period.
Income tax expense as a percentage of earnings before income tax was 31.4%, compared to 24.1%. The increase in the effective tax rate was primarily driven by an increase in tax expense for discrete items.

Adjusted net earnings, adjusted diluted EPS, and adjusted EBITDA are used by the Company to provide meaningful supplemental information about its operating performance by excluding amounts that are not considered part of core operating results to enhance comparability of results from period to period.
Adjusted EBITDA represents adjusted net earnings before interest, taxes, depreciation, and amortization, and adjusted EBITDA margin is adjusted EBITDA as a percentage of net sales. We use adjusted EBITDA and adjusted EBITDA margin to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.
Consolidated Leverage Ratio is calculated as Consolidated Funded Indebtedness minus Unrestricted Cash at the end of the current period, divided by Consolidated EBITDA (calculated as EBITDA plus certain non-cash charges and allowed addbacks, less certain non-cash income, plus the pro forma effect of acquisitions and certain pro forma run-rate cost savings for acquisitions and dispositions, as applicable for the trailing twelve months ended as of the current period). All capitalized and undefined terms used in this bullet are defined in the Company’s credit agreement dated July 19, 2024. The Company is unable to present a quantitative reconciliation of forward-looking expected Consolidated Leverage Ratio to its most directly comparable forward-looking GAAP financial measure because such information is not available, and management cannot reliably predict all the necessary components of such GAAP financial measure without unreasonable effort or expense. In addition, the Company believes such reconciliation would imply a degree of precision that would be confusing or misleading to investors.
Backlog is an operating measure used by management to assess future potential sales revenue. Backlog is defined as the dollar amount of signed contracts or firm orders, generally as a result of a competitive bidding process, which is expected to be recognized as revenue. It is most meaningful for the Architectural Services segment, due to the longer-term nature of their projects. Backlog is not a term defined under U.S. GAAP and is not a measure of contract profitability. Backlog should not be used as the sole indicator of future revenue because the Company has a substantial number of projects with short lead times that book-and-bill within the same reporting period that are not included in backlog.