The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and related notes thereto as of and for the year ended September 27, 2025, as included within our Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on November 24, 2025. As discussed in the section titled “Cautionary Note on Forward-Looking Statements,” the following discussion and analysis contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified below, and those discussed in the section titled “Risk Factors” included under Part II, Item 1A below.
Company Overview
Our vision is to make the supply chain work better for everyone. We do this by developing, commercializing, and deploying innovative and comprehensive technology solutions that dramatically improve supply chain operations. We automate the processing of pallets, cases and items (known as eaches) in warehouses.
Our robotic based automation systems, which include hardware and essential software, move, store and sort cases and eaches in warehouses. Our systems are operational in a number of the world’s largest retailers, including Walmart, wholesale distributors, including C&S Wholesale Grocers, and are being deployed in GreenBox Systems LLC, which is now doing business as Exol (“Exol”), our warehouse-as-a-service joint venture. We have spent significant time working closely with our customers to develop, test and refine our technology. We have approximately $22.5 billion of backlog as of June 27, 2026, of which our agreements with Walmart and Exol comprise the vast majority.
We have devoted significant funds and resources to date in developing and diversifying our systems and related applications. Our systems are designed to increase efficiency, speed and flexibility of the supply chain by using proprietary robotics and A.I.-powered software for the movement and storage of goods. Our intellectual property is protected by a portfolio of approximately 1,100 issued and/or pending patents as of September 27, 2025.
We believe that the global supply chain has reached a point of critical stress, driving an inflection in demand for intelligent and scalable automation. As consumer buying habits change, the labor market shifts, and cost of living wages increase, the demand on warehouse workers is becoming overly burdensome. Manual operations are becoming unsustainable and older automation systems are not capable of optimally satisfying modern operational needs. The dramatic growth in e-commerce has increased supply chain complexity by putting pressure on retailers to support multiple sales channels and orders of eaches in addition to cases and pallets. Meanwhile, consumer expectations have evolved to demand a larger variety of items to be delivered quickly and seamlessly. This has placed significant strain on the traditional supply chain and the people who support it. We help our customers thrive in this increasingly challenging environment.
In January 2025, we acquired the Advanced Systems and Robotics (“ASR”) business from Walmart and signed a Master Automation Agreement that provides for the development, manufacture and installation of automated systems for online pickup and delivery at Walmart retail stores (“2025 Walmart MAA”). This acquisition added a new product category for us to address the opportunity for automated fulfillment of customer orders at the local and store level, which supports the growth of e-commerce. Under the 2025 Walmart MAA, as of June 27, 2026, we are operating several micro-fulfillment systems, which we will continue to support. We are in the process of developing an advanced micro-fulfillment system for future deployments.
Key Components of Consolidated Statements of Operations
Revenue
We generate revenue through our design and installation of supply chain automation systems to automate customers’ depalletizing, storage, selection, and palletization warehousing processes (“System”). The Systems have both a hardware component and an essential software component that enables the Systems to be programmed to operate within specific customer environments. We enter into contracts with customers that can include various combinations of services to design and install the Systems. These services are generally distinct and accounted for as separate performance obligations. As a result, each customer contract may contain multiple performance obligations. We determine whether performance obligations are distinct based on whether the customer can benefit from the good or service on its own or together with other resources
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that are readily available and whether our commitment to provide the goods or services to the customer is separately identifiable from other promises in the contract.
We have identified the following distinct performance obligations in our contracts with customers:
Systems: We design, assemble, and install Systems and perform configuration of essential software. Systems include the delivery of hardware and an essential software component, sold as either a perpetual or term-based on-premise license, that automate our customers’ depalletizing, storage, selection, and palletization warehousing processes. The hardware and essential software are each not capable of being distinct because our customers cannot benefit from the hardware or software on their own. Accordingly, they are treated as a single performance obligation. Fees for Systems are typically either cost-plus fixed fee amounts, fixed, or in certain cases, subject to a capped cost amount that are due based on the achievement of a variety of milestones beginning at contract inception through final acceptance. The substantial majority of our software is sold as a perpetual on-premise license, however, we do sell an immaterial amount of term-based on-premise licenses.
The key metrics which describe our System from commencement to completion are as follows: (1) “Start” is defined as when we sign a Statement of Work (“SOW”) with a customer; (2) “Deployment” is defined as the period of time following the signed SOW until the acceptance of the System; and (3) “Operational” is defined as achieving acceptance of a System. The majority of Systems revenue occurs during Deployment, and once a System is Operational, software maintenance and support begins.
Software Maintenance and Support: “Software Maintenance and Support” is defined as support services that provide our customers with technical support, updates, and upgrades to the software license. Fees for Software Maintenance and Support are typically payable in advance on a quarterly, or annual basis over the term of the Software Maintenance and Support contract, which term can range from one to 15 years, but for a substantial majority of our Software Maintenance and Support contracts is 15 years.
Operation Services: “Operation Services” is defined as assistance services, which can range from training services to managed services to on-site services we provide our customers operating the System and ensuring user experience is optimized for efficiency and effectiveness. Fees for Operation Services are typically invoiced to our customers on a time and materials basis monthly in arrears or using a fixed fee structure. Also included in Operation Services is revenue generated from the sales of spare parts to our customers as needed to service their System.
Cost of Revenue
Our cost of revenue is composed of the following for each of our distinct performance obligations:
Systems: Systems cost of revenue consists primarily of material and labor consumed in the production and installation of Systems, as well as depreciation expense. The design, assembly, and installation of a System includes substantive customer-specified acceptance criteria that allow the customer to accept or reject Systems that do not meet the customer’s specifications. When we cannot objectively determine that acceptance criteria will be met upon contract inception, cost of revenue relating to Systems is deferred and expensed at a point in time upon final acceptance from the customer. If acceptance criteria can be reasonably certain upon contract inception, Systems cost of revenue is expensed as incurred.
Software Maintenance and Support: Cost of revenue attributable to Software Maintenance and Support primarily relates to labor cost for our maintenance team providing routine technical support, and maintenance updates and upgrades to our customers. Software Maintenance and Support cost of revenue is expensed as incurred.
Operation Services: Operation Services cost of revenue consists primarily of labor cost for our operations team who is providing assistance services to our customers. Operation Services cost of revenue also includes the cost of spare parts sold to our customers as needed to service their System. Operation Services cost of revenue is expensed as incurred.
Research and Development
Costs incurred in the research and development of our products are expensed as incurred. Research and development costs include personnel, contracted services, materials, and indirect costs involved in the design and development of new products and services, as well as depreciation expense.
Selling, General, and Administrative
Selling, general, and administrative expenses include all costs that are not directly related to satisfaction of customer contracts or research and development. Selling, general, and administrative expenses include items for our selling and administrative functions, such as sales, finance, legal, human resources, and information technology support. These functions
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include costs for items such as salaries and benefits and other personnel-related costs, maintenance and supplies, professional fees for external legal, accounting, and other consulting services, intangible asset amortization, and depreciation expense.
Restructuring Charges
Restructuring charges are costs associated with restructuring plans and are primarily related to employee severance and benefit arrangements, lower of cost and net realizable value adjustments to inventory and long-lived assets that will no longer be used in operations, and termination fees for any contracts cancelled as part of the restructuring plans.
Other Income (Expense), Net
Other income (expense), net primarily consists of dividend and interest income earned on our money market accounts, the impact of unrealized gains and losses on certain securities held, and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities.
Income Taxes
We are subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to our allocable share of any taxable income or loss of Symbotic Holdings LLC. We also have foreign subsidiaries which are subject to income tax in their local jurisdictions.
Results of Operations for the Three and Nine Months Ended June 27, 2026 and June 28, 2025
The following tables set forth our results of operations for the periods presented and as a percentage of our total revenue for those periods. The data has been derived from the unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q which include, in our opinion, all adjustments, consisting only of normal recurring adjustments, that we consider necessary for a fair statement of the financial position and results of operations for the interim periods presented. The period-to-period comparison of financial results is not necessarily indicative of financial results to be achieved in future periods.
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For the Three Months Ended For the Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
(in thousands)
Revenue:
Systems $ 670,952 $ 559,108 $ 1,895,740 $ 1,536,539
Software maintenance and support 12,765 8,121 36,574 20,331
Operation services 37,121 24,892 94,989 71,595
Total revenue 720,838 592,121 2,027,303 1,628,465
Cost of revenue:
Systems 523,607 453,967 1,489,031 1,246,745
Software maintenance and support 3,486 1,705 9,808 5,593
Operation services 32,835 24,607 84,178 72,476
Total cost of revenue 559,928 480,279 1,583,017 1,324,814
Gross profit 160,910 111,842 444,286 303,651
Operating expenses:
Research and development expenses 43,780 49,729 138,069 150,967
Selling, general, and administrative expenses 84,235 71,557 258,020 205,567
Restructuring charges — 16,361 2,685 16,361
Total operating expenses 128,015 137,647 398,774 372,895
Operating income (loss) 32,895 (25,805) 45,512 (69,244)
Other income, net 30,587 8,451 54,688 27,987
Income (loss) before income tax and equity method investment 63,482 (17,354) 100,200 (41,257)
Income tax benefit (expense) 1,149 (44) (38) 1,204
Income (loss) from equity method investment (9,631) (3,776) (22,375) (7,831)
Net income (loss) $ 55,000 $ (21,174) $ 77,787 $ (47,884)
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For the Three Months Ended For the Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Revenue:
Systems 93 % 94 % 94 % 94 %
Software maintenance and support 2 1 2 1
Operation services 5 4 5 4
Total revenue 100 100 100 100
Cost of revenue:
Systems 73 77 73 77
Software maintenance and support — — — —
Operation services 5 4 4 4
Total cost of revenue 78 81 78 81
Gross profit 22 19 22 19
Operating expenses:
Research and development expenses 6 8 7 9
Selling, general, and administrative expenses 12 12 13 13
Restructuring charges — 3 — 1
Total operating expenses 18 23 20 23
Operating income (loss) 5 (4) 2 (4)
Other income, net 4 1 3 2
Income (loss) before income tax and equity method investment 9 (3) 5 (3)
Income tax benefit (expense) — — — —
Income (loss) from equity method investment (1) (1) (1) —
Net income (loss) 8 % (4) % 4 % (3) %
*Percentages are based on actual values. Totals may not sum due to rounding.
Three and Nine Months Ended June 27, 2026 Compared to the Three and Nine Months Ended June 28, 2025
Revenue
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Systems $ 670,952 $ 559,108 $ 111,844 20 %
Software maintenance and support 12,765 8,121 4,644 57 %
Operation services 37,121 24,892 12,229 49 %
Total revenue $ 720,838 $ 592,121 $ 128,717 22 %
Systems revenue increased during the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, due to there being 77 Systems in Deployment during the fiscal quarter ended June 27, 2026, as compared to 46 Systems in Deployment during the same quarter of fiscal 2025.
The increase in Software Maintenance and Support revenue is due to 56 Operational Systems which are under Software Maintenance and Support contracts for the three months ended June 27, 2026, as compared to 42 Operational Systems which were under Software Maintenance and Support contracts for the three months ended June 28, 2025.
The increase in Operation Services revenue is primarily attributable to an increase in the number of Operational Systems where we are performing Operation Services for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025.
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For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Systems $ 1,895,740 $ 1,536,539 $ 359,201 23 %
Software maintenance and support 36,574 20,331 16,243 80 %
Operation services 94,989 71,595 23,394 33 %
Total revenue $ 2,027,303 $ 1,628,465 $ 398,838 24 %
Systems revenue increased during the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, due to additional revenue generated from the 2025 Walmart MAA and there being 77 Systems in Deployment during the nine months ended June 27, 2026, as compared to 46 Systems in Deployment during the nine months ended June 28, 2025.
The increase in Software Maintenance and Support revenue is due to 56 Operational Systems which are under Software Maintenance and Support contracts for the nine months ended June 27, 2026, as compared to 42 Operational Systems which were under Software Maintenance and Support contracts for the nine months ended June 28, 2025.
The increase in Operation Services revenue is attributable to an increase in the number of Operational Systems where we are performing Operation Services for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, partially offset by a decrease in training services provided to our customers. As we continue to increase the number of Operational Systems, an increase in the number of Operation Services contracts is expected.
Gross Profit
The following table sets forth our gross profit for the three months ended June 27, 2026 and June 28, 2025:
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount
(in thousands)
Systems $ 147,345 $ 105,141 $ 42,204
Software maintenance and support 9,279 6,416 2,863
Operation services 4,286 285 4,001
Total gross profit $ 160,910 $ 111,842 $ 49,068
Systems gross profit increased $42.2 million for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025. The increase in Systems gross profit is primarily driven by there being 77 Systems in Deployment during the three months ended June 27, 2026, as compared to 46 Systems in Deployment during the three months ended June 28, 2025 as well as our capture of the increasing value we are driving for customers. The increase in Systems gross profit was further driven by continued strong project execution and cost discipline, partially offset by increased tariff expenses as tariff regulations continue to evolve.
The increase in Software Maintenance and Support gross profit is driven by the revenue from the additional Operational Systems which are under Software Maintenance and Support contracts for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, while costs to perform our maintenance and support services remained relatively flat.
The increase in Operation Services gross profit for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, is driven by an increase in training services provided to our customers in connection with the increase in the number of Operational Systems, as well as the sale of spare parts to our customers.
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The following table sets forth our gross profit for the nine months ended June 27, 2026 and June 28, 2025:
For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount
(in thousands)
Systems $ 406,709 $ 289,794 $ 116,915
Software maintenance and support 26,766 14,738 12,028
Operation services 10,811 (881) 11,692
Total gross profit $ 444,286 $ 303,651 $ 140,635
Systems gross profit increased $116.9 million for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025. The increase in Systems gross profit is primarily driven by our capture of the increasing value we are driving for customers as well as the 77 Systems in Deployment during the nine months ended June 27, 2026, as compared to 46 Systems in Deployment during the nine months ended June 28, 2025. The increase in Systems gross profit was further driven by continued strong project execution and cost discipline, partially offset by increased tariff expenses as tariff regulations continue to evolve, and increased warranty expense.
The increase in Software Maintenance and Support gross profit is driven by the revenue from the additional Operational Systems which are under Software Maintenance and Support contracts for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, while costs to perform our maintenance and support services remained relatively flat.
The increase in Operation Services gross profit for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, is primarily driven by operational efficiencies and an increase in the number of Operational Systems from the prior year.
Research and Development Expenses
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Research and development $ 43,780 $ 49,729 $ (5,949) (12) %
Percentage of total revenue 6 % 8 %
The decrease in research and development expenses for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, is due to the following:
Change
(in thousands)
Employee-related costs $ (3,199)
Prototyping-related costs, allocated overhead expenses, and other (2,750)
$ (5,949)
Employee-related costs decreased for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025. The decrease in employee-related costs was primarily driven by a decrease in stock-based compensation expense as well as cost savings realized from the restructuring which occurred in the third quarter of fiscal year 2025.
Prototyping-related costs, allocated overhead expenses, and other expenses decreased for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, primarily from there being fewer developed technology intangible assets with remaining amortization for the three months ended June 27, 2026 as compared to the three months ended June 28, 2025.
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For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Research and development $ 138,069 $ 150,967 $ (12,898) (9) %
Percentage of total revenue 7 % 9 %
The decrease in research and development expenses for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, is due to the following:
Change
(in thousands)
Employee-related costs $ (5,293)
Prototyping-related costs, allocated overhead expenses, and other (7,605)
$ (12,898)
Employee-related costs decreased for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025. The primary driver in the decrease to employee-related costs for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, was from an increase in engineering resources assigned to customer projects, which was primarily related to the 2025 MAA.
Prototyping-related costs, allocated overhead expenses, and other expenses decreased for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, primarily from a decrease in prototype-related costs as we have completed older research and development projects, while costs for current research and development projects require fewer prototypes.
Selling, General, and Administrative Expenses
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Selling, general, and administrative $ 84,235 $ 71,557 $ 12,678 18 %
Percentage of total revenue 12 % 12 %
The increase in selling, general, and administrative expenses for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, is due to the following:
Change
(in thousands)
Employee-related costs $ 12,227
Allocated overhead expenses and other 451
$ 12,678
Employee-related costs increased in the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, primarily as a result of our full-time employee and contractor headcount growth within our selling, general, and administrative functions. We increased our headcount primarily to support the increased number of Systems in Deployment and business transformation. We incurred incremental costs related to building both shorter-term as well as permanent processes and infrastructure to ramp partnerships and operations.
Allocated overhead and other expenses increased in the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, primarily due to an increase in information technology related costs to support growth within our employee base and infrastructure. This increase was partially offset by a decrease in legal expenses from the prior year as we incurred more legal expenses related to our internal controls remediation and acquisition activity for the three months ended June 28, 2025.
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For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Selling, general, and administrative $ 258,020 $ 205,567 $ 52,453 26 %
Percentage of total revenue 13 % 13 %
The increase in selling, general, and administrative expenses for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, is due to the following:
Change
(in thousands)
Employee-related costs $ 51,904
Allocated overhead expenses and other 549
$ 52,453
Employee-related costs increased in the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, primarily as a result of our full-time employee and contractor headcount growth within our selling, general, and administrative functions. We increased our headcount primarily to support the increased number of Systems in Deployment and business transformation. We incurred incremental costs related to building both shorter-term as well as permanent processes and infrastructure to ramp partnerships and operations.
Allocated overhead and other expenses increased in the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, primarily due to an increase in information technology related costs to support growth within our employee base and infrastructure as well as an increase in rent and property tax as we have increased our number of properties as we expand into other locations. This increase was partially offset by a decrease in legal expenses from the prior year as we incurred more legal expenses related to our internal controls remediation and acquisition activity for the nine months ended June 28, 2025.
Other income, net
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Other income, net $ 30,587 $ 8,451 $ 22,136 262 %
Percentage of total revenue 4 % 1 %
The increase in other income, net for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, was primarily due to fair value adjustments made on certain of our strategic investments for observable price changes in the three months ended June 27, 2026, when such observable price changes were not present in the three months ended June 28, 2025.
For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Other income, net $ 54,688 $ 27,987 $ 26,701 95 %
Percentage of total revenue 3 % 2 %
The increase in other income, net for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, was primarily due to an increase in fair value adjustments made on certain of our strategic investments for observable price changes in the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025. Additionally, the increase in other income, net for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, was due to higher interest earned on invested cash balances for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025.
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Income Taxes
For the Three Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Income tax benefit (expense) $ 1,149 $ (44) $ 1,193 (2,711) %
Percentage of total revenue nil nil
The decrease in income tax expense for the three months ended June 27, 2026, as compared to the three months ended June 28, 2025, is attributable to the expense related to current international income taxes.
For the Nine Months Ended Change
June 27, 2026 June 28, 2025 Amount %
(dollars in thousands)
Income tax benefit (expense) $ (38) $ 1,204 $ (1,242) (103) %
Percentage of total revenue nil nil
The increase in income tax expense for the nine months ended June 27, 2026, as compared to the nine months ended June 28, 2025, is attributable to the expense related to current international and state income taxes. In fiscal year 2025, the expense incurred was offset by a partial release of the valuation allowance in connection with the ASR Acquisition.
Non-GAAP Financial Measures
In addition to providing financial measurements based on GAAP, we provide additional financial metrics that are not prepared in accordance with GAAP, or non-GAAP financial measures. We use these non-GAAP financial measures, in addition to GAAP financial measures, to understand and compare operating results across accounting periods, for financial and operational decision making, for planning and forecasting purposes, to measure executive compensation, and to evaluate our financial performance. These non-GAAP financial measures are Adjusted EBITDA, Adjusted gross profit, Adjusted gross profit margin, Adjusted research and development expenses, Adjusted selling, general, and administrative expenses, and free cash flow, as discussed below.
We believe that these non-GAAP financial measures reflect our ongoing business in a manner that allows for meaningful comparisons and analysis of trends in the business, as it facilitates comparing financial results across accounting periods and to those of peer companies. We also believe that these non-GAAP financial measures enable investors to evaluate our operating results and future prospects in the same manner as we do. These non-GAAP financial measures may exclude expenses and gains that may be unusual in nature, infrequent, or not reflective of our ongoing operating results.
The non-GAAP financial measures do not replace the presentation of our GAAP financial measures and should only be used as a supplement to, not as a substitute for, our financial results presented in accordance with GAAP.
We consider Adjusted EBITDA to be an important indicator of the operational strength and performance of our business and a good measure of our historical operating trends. Adjusted EBITDA eliminates items that we do not consider to be part of our core operations. We define Adjusted EBITDA as GAAP net loss excluding the following items: interest income; income taxes; depreciation and amortization of tangible and intangible assets; stock-based compensation; business combination transaction expenses; equity method investment; internal control remediation; business transformation costs; fair value adjustments on strategic investments; restructuring charges; and other infrequent items that may arise from time to time.
The non-GAAP adjustments, and our basis for excluding them from our non-GAAP financial measures, are outlined below:
•Stock-based compensation – Although stock-based compensation is an important aspect of the compensation paid to our employees, the grant date fair value varies based on the derived stock price at the time of grant, varying valuation methodologies, subjective assumptions, and the variety of award types. This makes the comparison of our current financial results to previous and future periods difficult to interpret; therefore, we believe it is useful to exclude stock-based compensation from our non-GAAP financial measures in order to highlight the performance of our business and to be consistent with the way many investors evaluate our performance and compare our operating results to peer
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companies. Our stock-based compensation non-GAAP financial measures exclusion includes non-cash stock-based compensation expense and payroll taxes related to stock-based compensation awards.
•Business combination transaction expenses – Business combination transaction expenses represent the expenses incurred related to strategic acquisition opportunities. It primarily includes investment banker fees, legal fees, professional fees for accountants, transaction fees, advisory fees, due diligence costs, certain other professional fees, and other direct costs associated with strategic activities. These amounts are impacted by the timing of the strategic acquisition opportunities which we may pursue. We exclude business combination transaction expenses from our non-GAAP financial measures to provide a useful comparison of our operating results to prior periods and to peer companies because such amounts vary significantly based on the magnitude of the transaction and do not reflect our core operations.
•Restructuring charges – Restructuring charges are costs associated with restructuring plans and are primarily related to employee severance and benefit arrangements, lower of cost and net realizable value adjustments to inventory and long-lived assets that will no longer be used in operations, and termination fees for any contracts cancelled as part of the restructuring plan. The restructuring charges in fiscal year 2025 represent those charges incurred related to a reduction of our workforce across all areas of the employees that joined our workforce in connection with the ASR Acquisition. The restructuring charges in fiscal year 2026 represent those charges incurred related to a reduction of our workforce across the organization to align resource investment to business needs. We exclude these items from our non-GAAP financial measures when evaluating our continuing business performance as such items vary significantly based on the magnitude of the restructuring action and do not reflect future expected operating expenses. In addition, these charges do not necessarily provide meaningful insight into the fundamentals of current or past operations of our business.
•Equity method investment – Equity method investment represents our proportionate share of income or loss of unconsolidated variable interest entities. We exclude this from our non-GAAP financial measures to provide a useful comparison of our operating results to prior periods and to our peer companies because such amounts are not representative of our normal operating activities.
•Internal control remediation – Internal control remediation costs represent professional services fees related to our efforts to remediate internal control material weaknesses. We excluded these fees from our non-GAAP financial measures to provide a useful comparison of our operating results to prior periods and to our peer companies because such amounts are not representative of our normal operating activities.
•Business transformation costs – Business transformation costs represent consultancy fees incurred for specific business initiatives that do not reflect the cost of normal business operations.
•Fair value adjustments on strategic investments – Fair value adjustments on strategic investments primarily consist of the gain or loss on strategic investments, which includes recurring fair value adjustments which are adjusted for observable price changes and any potential impairments. See Note 12, Fair Value Measures, included in this report for additional information on our strategic investment activity. We exclude fair value adjustments on strategic investments given the volatility in ongoing adjustments to the valuation of these strategic investments and because such adjustments are unrelated to the operating performance of our business.
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The following table reconciles GAAP net income (loss) to Adjusted EBITDA for the three and nine months ended June 27, 2026 and June 28, 2025 (in thousands):
Three Months Ended Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Net income (loss) $ 55,000 $ (21,174) $ 77,787 $ (47,884)
Interest income (11,335) (8,373) (33,840) (23,371)
Income tax expense (benefit) (1,149) 44 38 (1,204)
Depreciation and amortization 10,241 12,940 30,249 30,969
Stock-based compensation 50,519 39,527 151,824 102,984
Business combination transaction expenses 244 422 965 7,522
Equity method investment 9,631 3,776 22,375 7,831
Internal control remediation 1,486 1,795 5,832 7,046
Business transformation costs 54 75 3,134 2,475
Fair value adjustments on strategic investments (19,378) — (21,039) (4,481)
Restructuring charges (76) 16,361 2,560 16,130
Adjusted EBITDA $ 95,237 $ 45,393 $ 239,885 $ 98,017
We consider Adjusted gross profit and Adjusted gross profit margin to be important indicators of profitability which we use in our financial and operational decision-making and evaluation of our overall operating performance. We define Adjusted gross profit, a non-GAAP financial measure, as GAAP gross profit excluding the following items: depreciation, stock-based compensation, and restructuring charges. We define Adjusted gross profit margin, a non-GAAP financial measure, as non-GAAP Adjusted gross profit divided by total revenue. The following table reconciles GAAP gross profit to Adjusted gross profit and gross profit margin to Adjusted gross profit margin during the periods presented (dollars in thousands):
Three Months Ended Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Gross profit $ 160,910 $ 111,842 $ 444,286 $ 303,651
Depreciation and amortization 1,507 3,538 4,603 8,957
Stock-based compensation 17,545 11,813 44,424 22,844
Restructuring charges (76) — (124) (231)
Adjusted gross profit $ 179,886 $ 127,193 $ 493,189 $ 335,221
Gross profit margin 22.3 % 18.9 % 21.9 % 18.6 %
Adjusted gross profit margin 25.0 % 21.5 % 24.3 % 20.6 %
We consider Adjusted research and development expenses and Adjusted selling, general, and administrative expenses to be important indicators of profitability which we use in our financial and operational decision-making and evaluation of our overall operating performance. We define Adjusted research and development expenses and Adjusted selling, general, and administrative expenses as GAAP research and development expense or selling, general, and administrative expense excluding the items indicated in the tables below. The following tables reconcile GAAP research and development expenses to Adjusted research and development expenses and GAAP selling, general, and administrative expenses to Adjusted selling, general, and administrative expenses during the periods presented (in thousands):
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Three Months Ended Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Research and development expenses $ 43,780 $ 49,729 $ 138,069 $ 150,967
Depreciation and amortization (5,959) (7,133) (16,110) (15,044)
Stock-based compensation (8,642) (10,442) (33,686) (34,408)
Adjusted research and development expenses $ 29,179 $ 32,154 $ 88,273 $ 101,515
Three Months Ended Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Selling, general, and administrative expenses $ 84,235 $ 71,557 $ 258,020 $ 205,567
Depreciation and amortization (2,775) (2,270) (9,537) (6,969)
Stock-based compensation (24,332) (17,272) (73,714) (45,731)
Business combination transaction expenses (244) (422) (965) (7,522)
Internal control remediation (1,486) (1,795) (5,832) (7,046)
Business transformation costs (54) (75) (3,134) (2,475)
Adjusted selling, general, and administrative expenses $ 55,344 $ 49,723 $ 164,838 $ 135,824
We consider free cash flow to be an important indicator of financial liquidity, which we use in our financial and operational decision-making and evaluation of our overall operating performance. We define free cash flow as net cash provided by, or used in, operating activities less purchases of property and equipment and capitalization of internal use software development costs. The following table reconciles GAAP net cash provided by, or used in, operating activities to free cash flow during the periods presented (in thousands):
Three Months Ended Nine Months Ended
June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025
Revised Revised
Net cash provided by (used in) operating activities $ (147,297) $ (196,512) $ 305,584 $ 278,090
Purchases of property and equipment and capitalization of internal use software development costs (17,333) (14,867) (62,753) (42,784)
Free cash flow $ (164,630) $ (211,379) $ 242,831 $ 235,306
Liquidity and Capital Resources
As of June 27, 2026, our principal sources of liquidity were cash received from customers upon the inception and continuation of contracts to install Systems.
The following table shows net cash provided by operating activities, net cash used in investing activities, and net cash provided by (used in) financing activities for the nine months ended June 27, 2026 and June 28, 2025:
Nine Months Ended
June 27, 2026 June 28, 2025
Revised
(in thousands)
Net cash provided by (used in):
Operating activities $ 305,584 $ 278,090
Investing activities $ (206,157) $ (226,840)
Financing activities $ 426,997 $ (954)
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Operating Activities
Our net cash provided by operating activities consists of net income (loss) adjusted for certain non-cash items, including depreciation and amortization, foreign currency gains and losses, loss on disposal of assets, provision for excess and obsolete inventory, and stock-based compensation, as well as changes in operating assets and liabilities. The primary changes in working capital items, such as the changes in accounts receivable and deferred revenue, result from the difference in timing of payments from our customers related to System Deployments and the associated costs incurred by us to fulfill the System performance obligation. This may result in an operating cash flow source or use for the period, depending on the timing of payments received as compared to the fulfillment of the System performance obligation.
Net cash provided by operating activities was $305.6 million during the nine months ended June 27, 2026. Net cash provided by operating activities was primarily due to our net income of $77.8 million adjusted for non-cash items of $189.4 million, primarily consisting of $142.9 million stock-based compensation, $30.3 million depreciation and amortization, and $13.8 million provision for excess and obsolete inventory as well as cash provided by operating assets and liabilities of $38.3 million. Cash provided by operating assets and liabilities of $38.3 million was primarily driven by net working capital changes, including the timing of cash payments to vendors and cash receipts from customers.
Net cash provided by operating activities was $278.1 million during the nine months ended June 28, 2025. Net cash provided by operating activities was primarily due to our net loss of $47.9 million adjusted for non-cash items of $134.8 million, primarily consisting of $92.3 million stock-based compensation, $31.0 million depreciation and amortization, offset by cash provided by operating assets and liabilities of $191.1 million. Cash provided by operating assets and liabilities of $191.1 million was primarily driven by net working capital changes, including the timing of cash payments to vendors and cash receipts from customers, an increase in inventory purchases to meet our installation timeline for our customers’ Deployments in connection with the Walmart MAA and other customer contracts, as well as an increase in deferred revenue resulting from an increase in the number of Deployments.
Investing Activities
Our investing activities have consisted primarily of property and equipment purchases, capitalization of internal use software development costs, and acquisitions of strategic investments.
Net cash and cash equivalents used in investing activities during the nine months ended June 27, 2026 consisted of $62.8 million of purchased property and equipment and $123.2 million of cash paid for strategic investments, which includes our investment in our unconsolidated variable interest entity, Exol, and cash paid for business and asset acquisitions of $20.2 million. No other significant investing activities occurred during the nine months ended June 27, 2026.
Net cash and cash equivalents used in investing activities during the nine months ended June 28, 2025 consisted of $42.8 million of purchased property and equipment and $42.2 million related to acquisitions of strategic investments, which includes our investment in our unconsolidated variable interest entity, Exol, and cash paid for the acquisition of ASR of $141.8 million.
Financing Activities
Our financing activities typically consist of payments and proceeds related to our equity incentive plans for both RSUs and ESPP, and also include proceeds from equity financing transactions.
During the nine months ended June 27, 2026, we received net proceeds of $424.3 million from the issuance of Class A common stock upon completion of our equity financing transaction in December 2025. Additionally, we received proceeds from the issuance of common stock under our ESPP of $3.9 million. These proceeds were offset by $1.2 million in distributions to or on behalf of Symbotic Holdings partners to fund all or part of their obligations with respect to the taxable income of Symbotic Holdings that is allocated to them. No other significant financing activities occurred during the nine months ended June 27, 2026.
During the nine months ended June 28, 2025, we paid taxes of $3.0 million related to net share settlement of RSUs and we also paid $1.2 million in distributions to or on behalf of Symbotic Holdings partners to fund all or part of their obligations with respect to the taxable income of Symbotic Holdings that is allocated to them. These payments were offset by proceeds received from the issuance of common stock under our ESPP of $3.2 million. No other significant financing activities occurred during the nine months ended June 28, 2025.
Contractual Obligations and Commitments and Liquidity Outlook
Our cash flows from operations along with equity infusions have historically been sufficient to fund our operating activities and other cash requirements. At June 27, 2026, we had a cash and cash equivalents balance of $1,746.4 million. Our
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cash requirements for the three and nine months ended June 27, 2026 were primarily related to inventory purchases in order to deliver our Systems to our customers in an orderly manner in line with our installation timeline, and acquisitions of strategic investments to expand our investment profile.
Based on our present business plan, we expect our current cash and cash equivalents, working capital, and our forecasted cash flows from operations to be sufficient to meet our foreseeable cash needs for at least the next 12 months. Our foreseeable cash needs, in addition to our recurring operating expenses, include our expected capital expenditures to support expansion of our infrastructure and workforce, potential strategic acquisitions, capital calls that may arise from time to time from Exol, and minimum contractual obligations. Contractual obligations are cash that we are obligated to pay as part of certain contracts that we have entered into during our course of business. Our contractual obligations consist of operating lease liabilities that are included in our condensed consolidated balance sheet and vendor commitments associated with agreements that are legally binding. Our operating lease cash requirements have not changed materially since September 27, 2025, and are disclosed within Note 5, Leases, included elsewhere in this Quarterly Report on Form 10-Q.
The following table summarizes our current and long-term material cash requirements as of June 27, 2026 for our vendor commitments:
Payments due in:
Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years
(in thousands)
Vendor commitments $ 1,080,823 $ 1,015,983 $ 64,644 $ 196 $ —
Our future capital requirements will depend on many factors, including our growth rate, the timing and extent of spending to support research and development efforts, the expansion of sales and marketing activities, the introduction of new and enhanced product and service offerings, and the cost of any future acquisitions of technology or businesses. In the event that additional financing is required from outside sources, we may be unable to raise the funds on acceptable terms, if at all.
Critical Accounting Policies and Estimates
Other than the change in accounting principle disclosed below, there have been no significant changes in our critical accounting policies and estimates during the nine months ended June 27, 2026, as compared to the critical accounting policies and estimates disclosed in the audited consolidated financial statements and related notes thereto as of and for the year ended September 27, 2025, which are included within the Annual Report on Form 10-K filed with the SEC on November 24, 2025.
In the first quarter of fiscal year 2026, we changed our stock-based compensation policy for recognizing expense for graded vesting awards with only service conditions from the accelerated attribution method to the straight-line attribution method. In connection with the Business Combination in June 2022, we granted RSUs with accelerated vesting terms. As those initial RSU awards with accelerated vesting terms have fully vested since the Business Combination, we believe the straight-line attribution method for stock-based compensation expense for awards solely subject to time-based vesting conditions is the preferable accounting policy in accordance with ASC Topic 718 because it more accurately reflects how our ongoing equity awards are earned over the service period and is the predominant method used in our industry. With the transition from the accelerated attribution method to the straight-line attribution method, we no longer consider stock-based compensation related to our service-based RSUs to be a critical accounting policy.
Off-Balance Sheet Arrangements
As of June 27, 2026, we had no off-balance sheet arrangements as defined in Instruction 8 to Item 303(b) of Regulation S-K.
Recent Accounting Pronouncements
For information on recent accounting pronouncements, see Note 2, Summary of Significant Accounting Policies - Recent Accounting Pronouncements in the notes to the unaudited condensed consolidated financial statements appearing elsewhere in this Quarterly Report on Form 10-Q.
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