Stratasys Ltd.
A maker of industrial 3D printers, Stratasys builds the machines that melt plastic filament and lay it down layer by layer to create parts for aerospace, auto, and medical customers. Its story began in a garage in 1988, when founder Scott Crump built a toy frog for his daughter with a hot glue gun loaded with candle wax — a trick that became the Fused Deposition Modeling process. The name comes from "strata," the layers of rock that echo how its printers build objects.
20-F · Fiscal year ended Dec 31, 2025 · SEC filing ↗
The original filing sections are available below.
Market risk is the risk of loss related to changes in market prices, including mainly interest rates and foreign exchange rates, of financial instruments that may adversely impact our consolidated balance sheets, statements of operations or cash flows. Foreign Currency Exchange…
Market risk is the risk of loss related to changes in market prices, including mainly interest rates and foreign exchange rates, of financial instruments that may adversely impact our consolidated balance sheets, statements of operations or cash flows. Foreign Currency Exchange Risk Due to our international operations, currency exchange rates impact our financial performance. With respect to our monetary assets and liabilities, the majority of our balance sheet exposure arises when the monetary assets and liabilities are denominated in currencies other than the functional currencies of our subsidiaries. Our net Euro and New Israeli Shekel balance sheet exposures as of December 31, 2025 were approximately $38.4 million and $28.7 million, respectively. Our total revenues amounted to $551.1 million in 2025, of which approximately 19.5% were denominated in Euros. During 2025, our Euro-denominated revenues exceeded our Euro-denominated expenses. Conversely, our expenses denominated in shekels are higher than our expected shekel-denominated revenues. For those currencies which do not have a sufficient natural hedge within our operations (such as offsetting revenues and expenses recorded in a given currency, or some other hedge), we may choose from time to time to hedge in order to reduce the impact of currency fluctuations on our operating results. In 2025, we entered into hedging transactions to reduce our potential currency exposure related to the U.S. dollar against each of the Euro and the New Israeli Shekel. Our foreign exchange forward contracts in effect as of December 31, 2025 were for the conversion of €72.0 million into U.S. dollars and $0.0 million into New Israeli Shekels. The net effect of these risks stemming from currency exchange rate fluctuations on our operating results can be quantified as follows: i. A change of 10% in the value of the Euro relative to the U.S. dollar in the year ended December 31, 2025 would have resulted in a change in the U.S. dollar reporting value of our consolidated operating income of $5.4 million for that year, mainly due to revenues earned in Euros. ii. A change of 10% in the value of the New Israeli Shekel relative to the U.S. dollar in the year ended December 31, 2025 would have resulted in a change in the U.S. dollar-reported value of our consolidated operating income of $10.7 million, mainly due to shekel-recorded expenses. We will continue to monitor exposure to currency fluctuations. Instruments that may be used to protect us against future risks may include foreign currency forward and swap contracts. These instruments may be used to selectively manage risks, but there can be no assurance that we will be fully protected against 156 material foreign currency fluctuations. We do not use derivative financial instruments for speculative or trading purposes. Interest Rate Risk Our cash and cash equivalents are mainly consist of cash in bank accounts, and our short-term bank deposits have maturities of 90 days or more. Both are subject to limited interest rate risk, with an average interest rate of 5.4%. A 10% change in interest rates would have resulted a change in our financial condition or results of operations of approximately $1 million.
A. [Reserved] B. Capitalization and Indebtedness. Not applicable. C. Reasons for the Offer and Use of Proceeds. Not applicable. 2 D. Risk Factors. You should carefully consider the risks described below, together with all of the other information in this annual report on Form 20…
A. [Reserved] B. Capitalization and Indebtedness. Not applicable. C. Reasons for the Offer and Use of Proceeds. Not applicable. 2 D. Risk Factors. You should carefully consider the risks described below, together with all of the other information in this annual report on Form 20-F. The risks described below are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially and adversely affect our business operations. If any of these risks actually materializes, our business, financial condition and results of operations could suffer and the price of our shares could decline. Summary of Risk Factors: The following constitutes a summary of the material risks relevant to an investment in our company: Risks related to our business and financial condition •We may not succeed at introducing new or improved products and solutions that gain market share. •Our annual and quarterly operating results and financial condition may fluctuate. •Demand for our products and services may not grow as we expect. •The 3D printing market generally may not grow as we expect. •Global macro-economic factors such as relatively high interest rates, any lingering increases in inflation, and tight credit conditions may have material adverse consequences for our operations, financial position, and cash flows, primarily by continuing to reduce the capital expenditure budgets of our customers and potential customers. •Declines in the prices of our products and services, or in our volume of sales, together with our relatively inflexible cost structure, may adversely affect our financial results. •The focused restructuring actions that we have implemented to streamline operations and enhance our go-to-market strategy have not thus far yielded, and do not guarantee, in the short-term, increases to our revenues. •To the extent that other companies are successful in developing or marketing consumables for use in our systems, our revenues and profits would likely be adversely affected. •If our product mix shifts too far into lower margin products or our revenues mix shifts significantly towards our additive manufacturing, or AM, services business, our profitability could be reduced. •Competition and new technologies may cut into our market share, especially if any competitors in our industry combine with one another successfully. •Impairments of goodwill, other intangible assets, or other assets of companies that we acquire or hold as equity investments have adversely impacted, and may once again adversely impact our results of operations for the periods in which those impairments occur. •Our failure to successfully consummate acquisitions of, or investments in, new business, technologies, products or services, to integrate them into our existing company, or to realize from them expected performance, may adversely affect our financial results. •Our operations could suffer if we are unable to attract and retain key management, directors or other key employees. •If we do not maximize our recurring stream of revenues from the sale of consumables and service contracts, our operating results may be adversely affected. •New import tariffs imposed by the United States and retaliatory responses from other countries have been increasing and could significantly increase the prices we pay for finished goods, thereby reducing our gross margins, and could adversely impact demand for our products and services in industries and countries in which our affected customers operate. •Potential hostile actions by a shareholder or other third party, including a potential additional unsolicited tender offer, or a potential additional attempt to remove and replace our directors with its own nominees, could materially adversely impact our shareholders’ investment in our company and could also strain our cash resources. •Significant disruptions of our information technology systems, including management information systems for inventory management and distribution, or breaches of our data security could adversely affect our business. •We own a number of our manufacturing and office facilities, which may limit our ability to move our operations. Risks related to our intellectual property •Infringement of our intellectual property rights by others (including for replication and sale of consumables for use in our systems), or infringement of others’ intellectual property rights by us, could lead to litigation, could necessitate a redesign of our products to avoid use of certain technology, and may have an adverse impact on our financial results. •If we are unable to obtain patent protection for our products or otherwise protect our intellectual property rights, our business could suffer. •As our patents expire, additional competitors using our technology could enter the market, which could offer competitive printers and consumables, require us to reduce our prices for our products and result in lost sales. Risks related to operations in Israel •Significant hostilities as part of, or in the aftermath of, Israel’s wars against Iran, the terrorist organizations Hamas and Hezbollah, and, intermittently, other regional terrorist groups, may adversely affect our operations. •Exchange rate fluctuations between the U.S. dollar and the New Israeli Shekel (in particular), the Euro, the Yen and other non-U.S. currencies may negatively affect our results of operations. •We are currently eligible for Israeli government tax benefits in respect of our Israeli operations. If we do not meet several conditions for receipt of those benefits, or if the Israeli government otherwise decides to eliminate those benefits, they may be terminated or reduced. Risks related to an investment in our ordinary shares •The market price of our ordinary shares may be subject to fluctuation, regardless of our operating results and financial condition. As a result, our shareholders could incur substantial losses. •The market price of our ordinary shares has experienced significant decline over time, and we cannot guarantee when and whether it will recover. •There are risks associated with our share repurchase program. •We do not anticipate paying any cash dividends in the foreseeable future. 3 Risks related to our business and financial condition We may not be able to introduce new 3D printers, high-performance systems and consumables acceptable to customers or to improve the technology, software or consumables used in our current systems in response to changing technology and end-user needs. We derive most of our revenues from the sale of additive manufacturing systems and related consumables. The markets in which we operate are subject to rapid and substantial innovation and technological change, mainly driven by technological advances and end-user requirements and preferences, as well as the emergence of new standards and practices. Our ability to compete in these markets depends, in large part, on our success in enhancing our existing products and developing new additive manufacturing systems and new consumables that will address the increasingly sophisticated and varied needs of prospective end-users, and respond to technological advances and industry standards and practices on a cost-effective and timely basis or otherwise gain market acceptance. In keeping with our strategic goal of strengthening our position in polymers and in the fast-growing mass production parts market, we acquired Origin Laboratories, Inc., or Origin, and its P3™ Programmable PhotoPolymerization technology in December 2020, which we believe will help to further strengthen our position in that area. In order to further expand our polymer suite of solutions across the product life cycle, in 2021, we acquired UK-based RP Support Ltd., or RPS, a provider of industrial stereolithography 3D printers and solutions, and Xaar 3D Ltd., or Xaar, and its powder-based SAF™ technology, thereby accelerating our growth in production-scale 3D printing. To address these dynamics and to strengthen our position in polymer additive manufacturing-particularly in high growth manufacturing applications-we have significantly expanded our technology portfolio and operational capabilities over the past several years. This includes our acquisitions of Origin Laboratories, Inc. and its P3™ Programmable PhotoPolymerization technology, UK based RP Support Ltd. (RPS) and its industrial stereolithography solutions, and Xaar 3D Ltd. and its SAF™ powder based technology. Since those acquisitions, we have focused on integrating and commercializing these platforms, accelerating the development of advanced materials (including through our acquisition of Covestro’s additive manufacturing materials business), broadening our software and workflow capabilities, and deepening relationships with leading OEMs in key manufacturing use cases such as dental, automotive, consumer goods, and aerospace. These actions have expanded our suite of production-oriented solutions and enhanced our ability to compete in the fast-growing market for polymer mass production parts. Even upon successful commercialization of new acquired products and technologies, it is likely that new systems and technologies that we develop will eventually supplant our existing systems or that our competitors will create systems that will replace our systems. As a result, any of our products may be rendered obsolete or uneconomical by our or others’ technological advances. Our operating results and financial condition may fluctuate. The operating results and financial condition of our company have fluctuated from quarter to quarter and year to year and are likely to continue to vary due to a number of factors, many of which will not be within our control. We do not always have visibility as to the expected movements of the global economy and, consequently, as to the expected changes in our operating results over time. This began during the COVID pandemic, during which we began analyzing our quarterly results on a linear basis, comparing consecutive quarters with one another, in addition to comparing each quarter with the corresponding quarter of the previous year, thereby enabling us to track the most updated economic trends and their impact on our operating results.After having suspended providing quarterly or annual guidance in the second quarter of 2020, we returned to providing guidance (initially, on a more limited basis) in subsequent years. However, if our operating results do not meet that guidance or the expectations of 4 securities analysts or investors, the market price of our ordinary shares will likely decline, as occurred following our announcement of our operating results for each of the second and third quarters of 2025. Fluctuations in our operating results and financial condition may be due to a number of factors, including the latest global economic developments concerning inflation, interest rates and unemployment, as well as those additional factors listed below and those identified throughout this “Risk Factors” section: •the degree of market acceptance of our products and services, particularly in the fast-growing sector of mass production parts; •the mix of products and services that we sell during any period; •the geographic distribution of our sales; •our responses to price competition; •long sales cycles; •unforeseen liabilities or difficulties in integrating our acquisitions or newly acquired businesses; •changes in the amount that we spend to develop, acquire or license new products, consumables, technologies or businesses; •changes in the amounts that we spend to promote our products and services; •changes in the cost of satisfying our warranty obligations and servicing our installed base of systems; •delays between our expenditures to develop and market new or enhanced systems and consumables and the generation of sales from those products; •delays in orders of our products from period to period due to outside factors, such as U.S. government shutdowns, which may delay orders by U.S. government agencies or other end-users whose business activities are heavily dependent on U.S. government agency contracts; •global interruptions and delays involving freight carriers and other third parties, which may interfere with our supply chain and distribution network and frustrate our ability to sell our existing and new products; •development of new competitive products and services by others, and whether those products and services draw from our market share; •difficulty in predicting sales patterns and reorder rates that may result from multi-tier distribution strategy associated with new product categories such as entry level desktop 3D printers; •impairment charges that we may be required to record in respect of our goodwill and/or other long-lived assets; •potential cyber attacks against, or other breaches to, our information technologies systems; •litigation or threats of litigation, including intellectual property claims by third parties; •changes in accounting rules and tax laws; •tax benefit that we may record due to partial or full release of valuation allowances against our deferred tax assets; •general economic and industry conditions that affect end-user demand and end-user levels of product design and manufacturing; and 5 •changes in dollar-shekel and dollar-euro exchange rates that affect the value of our net assets, revenues and expenditures from and/or relating to our activities carried out in those currencies; Due to all of the foregoing factors, and the other risks discussed in this annual report, you should not rely on quarter-over-quarter and year-over-year comparisons of our operating results as an indicator of our future performance. If demand for our products and services, or in the 3D printing market generally, does not grow as expected, our revenues may stagnate or decline and our profitability may be adversely affected. The commercial marketplace for prototyping and manufacturing, which was once dominated by conventional production technologies, is gradually adopting additive manufacturing as a new production technology. This is true with respect to prototype development, and to a growing extent, with respect to direct digital manufacturing, or DDM, as an alternative to traditional manufacturing. If the commercial marketplace does not continue to transform towards the broader acceptance of 3D printing and DDM as alternatives for prototype development and traditional manufacturing, or if it adopts 3D printing based on technologies other than the technologies that we use, we may not be able to increase or sustain current or future levels of sales of our products and related materials and services, and our results of operations may be adversely affected as a result. Adverse macro-economic trends such as inflation and moderately high interest rates have had adverse impacts, and may continue to adversely impact, our sales, our business, results of operations and financial condition. The global economic environment has been adversely impacting our revenues and results of operations in recent periods. The lingering impact of inflation, which, while having declined recently, was high in recent years and increased the prices of goods and services, has eaten into the capital budgets of our customers and potential customers, who have less money to invest in our systems. Higher interest rates, which were implemented by central banks to curb inflation, while having been reduced partially recently, have worsened credit/financing conditions for our customers and adversely impacted their ability to purchase our products. In certain cases, shifts in interest rates have impacted investor preferences as to investments in different countries, which has triggered shifts in exchange rates between various currencies, which has, in turn, exerted an unsteady impact on our results of operations. Since 2022, these macro-economic trends have been adversely impacting our target markets and our results of operations. In light of these uncertainties, we continue to utilize cost-control measures that we first implemented in February 2020, when the COVID-19 pandemic began, some of which we have maintained in place since that time. Our restructuring program, announced in August 2024, counteracted negative macroeconomic trends with greater efficiency on our part, including a downsize in our workforce by approximately 15% in the last four months of 2024 and a decision to focus on the highest growth potential products, materials and software solutions. While we believe that following the implementation of our restructuring plan, we remain well-positioned to withstand the current adverse macro-economic trends, given our balance sheet (primarily due to our cash reserves and lack of debt) and our emphasis on operational efficiencies and execution, we continue to monitor the situation, assessing further implications for our operations, supply chain, liquidity, cash flow and customer orders, in an effort to mitigate potential new adverse consequences should they arise. However, there is no assurance that we will continue to succeed at doing so. Given the uncertainties associated with macroeconomic conditions, it is difficult to fully predict the magnitude of their effects on our, and our business partners’, business, financial condition and results of operations. 6 The guidance that we provide for 2026 and for future periods (including medium term guidance) may lack the degree of certainty that we once had in providing guidance, due to the number of variables surrounding the current macro-economic environment. The trends associated with the current economic environment may also have the effect of amplifying many of the other risks described herein. Declines in the prices of our products and services, or in our volume of sales, together with our relatively inflexible cost structure and increased costs of producing and selling our products, may adversely affect our financial results. Our business is subject to price competition. Such price competition may adversely affect our ability to maintain the same degree of profitability, especially during periods of decreased demand. Decreased demand also adversely impacts the volume of our systems sales. If our business is not able to offset price reductions resulting from these pressures, or decreased volume of sales due to contractions in the market, by improved operating efficiencies and reduced expenditures, then our operating results will be adversely affected. Certain of our operating costs are fixed and cannot readily be reduced, which diminishes the positive impact of our reorganization programs on our operating results. As the market for our products has slowed in recent periods, and the 3D printing market has not grown as much as expected, if that trend were to continue, we would be faced with excess manufacturing capacity and excess related costs that cannot readily be reduced, which will adversely impact our results of operations. The impact of higher inflation in recent years on the cost of producing and selling our products has also made it more difficult for us to maintain our profit margins and thereby also adversely impacting our results of operations. The focused restructuring actions that we have implemented to streamline operations and enhance our go-to-market strategy have not yielded, thus far, and may not yield, in the short-term future, an increase to our revenues. Our focused restructuring program, announced in August 2024 and implemented in the periods that followed, attempted to counteract negative macroeconomic trends with greater efficiency on our part, including a downsize in our workforce by approximately 15% in the last four months of 2024 and a decision to focus on the highest growth potential use cases, products, materials and software solutions. While this restructuring program has enabled us to withstand challenging macro-economic conditions, by emphasizing operational efficiencies, execution and better profitability, thus far it has not yielded, and there is no guarantee that it will yield in the near term, an increase to our revenues. Ultimately, to a certain extent, we are impacted by the market for 3D printing generally and need that market to return to its prior trend of growth for our revenues to once again grow, which would also improve our other measures of operating performance. In the interim, we continue to monitor the situation, assessing further implications of the relatively stagnant period for 3D printing for our operations, supply chain, liquidity, cash flow and customer orders, in an effort to mitigate potential new adverse consequences should they arise. There is no guarantee as to when capital spending in the 3D printing industry will recover. To the extent that other companies are successful in developing or marketing consumables for use in our systems, our revenues and profits would likely be adversely affected. We sell a substantial portion of the consumables used in our systems. Our consumables have been a source of increased revenues for us. We attempt to protect against replication of our proprietary consumables through differentiation patents and trade secrets and provide that warranties on those systems may be invalid if customers use non-genuine consumables. We have also acquired companies that sell our materials, as a means to broaden our official materials offerings. Other companies have nevertheless developed and sold, and may continue to develop and sell, consumables that are used with 7 our systems, which may reduce our consumables sales and impair our overall revenues and profitability. While we have taken measures such as expanding our open materials ecosystem through our IAM Marketplace, which we believe may increase our involvement with those third-party materials that are being used with our systems, there are no assurances that our overall approach will enable us to maintain control over the consumables used in our systems. If our product mix shifts too far into lower margin products or our revenues mix shifts significantly towards our AM services business, our profitability could be reduced. Sales of certain of our existing products have higher margins than others. For instance, some of our high-end systems and related consumables yield a greater gross margin than our entry-level systems. Sales of our entry-level systems may displace sales of our other systems. If sales of our entry-level systems have the effect of reducing sales of our higher margin products, or if for any other reason, our product mix shifts too far into lower margin products, and we are not able to sufficiently reduce the engineering, production and other costs associated with those products or substantially increase the sales of those products, our profitability could be reduced. A similar negative impact on our gross margins could result due to a significant shift towards revenues generated by our AM parts service business, Stratasys Direct, which are characterized by lower margins relative to our products. The markets in which we participate are competitive. Our failure to compete successfully could cause our revenues and the demand for our products to decline. We compete with a wide variety of producers of systems that create end-use parts, 3D printed models, prototypes, manufacturing aids, and medical guides and end-use parts as well as producers of materials, services and software for these systems, including both additive and subtractive manufacturing methodologies, such as metal extrusion, computer-controlled machining and manual modeling techniques. Our leading 3D systems competitors currently consist of other manufacturers of systems for prototype development and manufacturing processes, including Formlabs, 3D Systems Corporation, Carbon, HP, EOS GmbH, Markforged and Desktop Metal, as well as newer entrants such as Bambu Lab. For our AM parts and services business, our leading competitors include 3D Systems, Materialise, Protolabs and other service providers. We may face additional competition in the future from other new entrants into the marketplace, including companies that may have significantly greater resources than we have that may become new market entrants or may enter through acquisition or strategic or marketing partnerships with current competitors. Some of our current and potential competitors have longer operating histories and more extensive name recognition than we have and may also have greater financial, marketing, manufacturing, distribution and other resources than we have. Current and future competitors may be able to respond more quickly to new or emerging technologies and changes in end-user demands and to devote greater resources to the development, promotion and sale of their products than we can. Our current and potential competitors may develop and market new technologies that render our existing or future products obsolete, unmarketable or less competitive (whether from a price perspective or otherwise). Some of our current and potential competitors may furthermore engage in value adding acquisitions, which, if completed, would create a more significant player. We cannot assure that we will be able to maintain or enhance our current competitive position or continue to compete successfully against current and future sources of competition. 8 If additional goodwill, other intangible assets, or equity investments that we have recorded become impaired, we could have to take future charges against earnings As of December 31, 2025, the carrying value of all of our goodwill and other intangible assets was approximately $197.4 million compared to a carrying value of $205.3 million as of December 31, 2024. Under accounting principles generally accepted in the United States of America, or GAAP, we are required to review goodwill for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. Intangible assets are generally amortized into earning based on their useful life, but are also reviewed for impairment whenever events or changes in circumstances indicate that their carrying value may not be recoverable. Assets that we carry on our balance sheet as equity investments are also reviewed for potential impairment when circumstances warrant. In the third quarter of 2025, we experienced a significant impairment charge, in an aggregate amount of $33.9 million, which was attributable to our equity investment in Ultimaker. That impairment resulted in a much larger GAAP loss for that quarter than what we had anticipated. Any further impairments to our goodwill, intangible assets or equity investments in the future could result in further significant charges against our earnings and could have a material adverse effect on our results of operations. For further information, please see Notes 8 and 9 to our consolidated financial statements included elsewhere in this annual report. As part of our growth strategy, we have sought, and will continue to seek, to acquire or to make investments in other businesses, patents, technologies, products or services. Our failure to do so successfully (including, if applicable, to finance such acquisitions or investments on favorable terms, to avoid adverse financial consequences, and to realize expected results from such acquisitions, investments or divestments) may adversely affect our financial results. Our growth strategy, which we sometimes refer to as our “North Star” strategy, is focused on providing a complete portfolio offering of products and services within additive manufacturing, in polymers, and metals. In order to implement this strategy, we expect to continue to regularly evaluate acquisitions or investments to expand our suite of products and services. Even if we are able to identify a suitable acquisition or investment, we may not be able to consummate any such transaction if we cannot reach an agreement on favorable terms or if we lack sufficient resources to finance the transaction on our own and cannot obtain financing at a reasonable cost or if regulatory authorities prevent such transaction from being consummated. If we proceed with a particular acquisition or investment, we may have to use cash, issue new equity securities with dilutive effects on existing shareholders, incur indebtedness, assume contingent liabilities or amortize assets or expenses in a manner that might have a material adverse effect on our financial condition, results of operations or liquidity. Acquisitions will also require us to record certain acquisition-related costs and other items as current period expenses, which would have the effect of reducing our reported earnings in the period in which an acquisition is consummated. In addition, we could also face unknown liabilities or write-offs due to our acquisitions and investments, which could result in a significant charge to our earnings in the period in which they occur. We will also be required to record goodwill or other long-lived asset impairment charges (if any) in the periods in which they occur, which could result in a significant charge to our earnings in any such period. If an acquired entity or investment does not perform as projected and in accordance with our expectations, and is not accretive to our earnings, it may adversely impact our overall results of operations and hurt, rather than help, our business. We may decide to divest the acquired assets in such a situation, in order to generate cash or even merely to stop potential future losses. 9 Our operations could suffer if we are unable to attract and retain key management or other key employees in the Israeli market or other markets in which we operate where competition for highly skilled technical and other personnel is intense. Our success depends upon the continued service and performance of our senior management and other key personnel. Our executive team is critical to the management of our business and operations, as well as to the development of our strategy. The loss of the services of any members of our senior executive team could delay or prevent the successful implementation of our strategy, or our commercialization of new applications for our systems or other products, or could otherwise adversely affect our ability to manage our company effectively and carry out our business plan. Towards the end of 2024, as part of our organizational restructuring, we reduced the size of our Core Leadership Team, causing it to be smaller and dispersed among the U.S., Germany and Israel. There can be no assurance that we will be able to maintain our small Leadership Team in the future, and if we need to fill additional management positions in the future, that we will be able to rapidly do so, without any adverse impact on our operations. Our dependence on key employees extends beyond our senior executive team, to our highly skilled scientific, technical (including software) and sales personnel. Our principal research and development as well as significant elements of our general and administrative activities are conducted at one of our two headquarters. In Israel, we face significant competition for suitably skilled employees. While there has been intense competition for qualified human resources in the Israeli high-tech industry historically (including the additive manufacturing, or AM, industry in which we operate), the industry experienced record growth and activity in the couple of years preceding Israel’s recent wars (i.e., prior to October 2023), both at the earlier stages of venture capital and growth equity financings, and at the exit stage of initial public offerings and mergers and acquisitions. This flurry of growth and activity caused an increase in job openings in both Israeli high-tech companies and Israeli research and development centers of foreign companies, and intensification of competition between these employers to attract qualified employees in Israel. As a result, the high-tech industry in Israel experienced significant levels of employee attrition and sometimes faces a shortage of skilled human capital, including engineering, research and development, software, sales and customer support personnel. Similar shortages of key personnel also exist in the regions surrounding our Minnesota facilities. Companies with which we compete for qualified personnel may have greater resources than we do, and we may not succeed in recruiting additional experienced or professional personnel, retaining personnel or effectively replacing current personnel who may depart with qualified or effective successors. If we cannot attract and retain sufficiently qualified technical employees for our research and development and/or product development activities (including for the software in our products), we may be unable to achieve the synergies 10 expected from mergers and acquisitions that we may effect from time to time, or to develop and commercialize new products or new applications for existing products. In addition, as a result of the competition for qualified human resources, the Israeli high-tech and other high-tech markets have also experienced, in the recent past, and may once again experience significant wage inflation. Accordingly, our efforts to attract, retain and develop personnel may also result in significant additional expenses, which could adversely affect our profitability. Furthermore, in making employment decisions, particularly in the high-technology industry, job candidates often consider the value of the equity they are to receive in connection with their employment. Employees may be more likely to leave us if the shares they own or the shares underlying their equity incentive awards have significantly appreciated or significantly decreased in value. During 2024 and 2025, our share price decreased significantly and remained relatively low. As a result, many of our key employees who received restricted share units, or RSUs, in previous years, saw their value diminish, which could heighten the risk of employee attrition. While we utilize non-competition agreements with our employees in jurisdictions where non-compete undertakings are lawful, as a means of improving our employee retention, those agreements may not be effective towards that goal. These agreements prohibit our employees, if they cease working for us, from competing directly with us or working for our competitors for a limited period. We may be unable to enforce these agreements under Israeli law or the law of other jurisdictions, and it may be difficult for us to restrict our competitors from benefiting from the expertise our former employees developed while working for us. In light of the foregoing, there can be no assurance that qualified employees will remain in our employment or that we will be able to attract and retain qualified personnel in the future. Failure to retain or attract qualified personnel could have a material adverse effect on our business, financial condition and results of operations. Defects in new products or in enhancements to our existing products could give rise to product returns or product liability, warranty or other claims that could result in material expenses, diversion of management time and attention, and damage to our reputation. Our products are complex and may contain defects or experience failures or unsatisfactory performance due to any number of issues in design, fabrication, packaging, materials, and/or use within a system. These defects or errors could result in significant warranty, support and repair or replacement costs, cause us to lose market share and divert the attention of our engineering personnel from our product development efforts to find and correct the issue. This risk of product liability claims may also be greater due to the use of certain hazardous chemicals used in the manufacture of certain of our products. Those hazardous chemicals fall within three different categories (with several of the chemicals falling within multiple categories): irritants, harmful chemicals and chemicals dangerous for the environment. In addition, we may be subject to claims that our 3D printers have been, or may be, used to create parts that are not in compliance with legal requirements or that intellectual property posted by third parties on our GrabCAD website infringes the intellectual property rights of others. Furthermore, certain materials we manufacture are now classified as medical devices, subjecting them to additional regulatory requirements and oversight in various jurisdictions. This classification introduces new risks, including the need to obtain and maintain regulatory approvals (such as FDA clearance or CE marking), ongoing compliance with stringent quality and safety standards, and the potential for product recalls or enforcement actions if our products are found to be non-compliant. Failure to comply with these medical device regulations could result in significant costs, delays in product launches, loss of market 11 access, reputational harm, and increased exposure to product liability claims. Additionally, changes in regulatory requirements or interpretations could impose further obligations or restrict our ability to market certain materials for medical applications. Any claim brought against us, regardless of its merit, could result in material expense, diversion of management time and attention, and damage to our reputation, and could cause us to fail to retain existing end-users or to attract new end-users. Although we maintain product liability insurance, such insurance is subject to significant deductibles and there is no guarantee that such insurance will be available or adequate to protect against all such claims, or we may elect to self-insure with respect to certain matters. Costs or payments made in connection with warranty and product liability claims and product recalls or other claims could materially affect our financial condition and results of operations. Our sales of end-use parts to customers in the aerospace, medical, dental and automotive industries, and of 3D printing systems to customers in the aerospace industry, carry with them greater potential for liability claims against us. Our manufacturing services business, Stratasys Direct Manufacturing, produces parts used as prototypes, benchmarks, and end-use parts. In the case of end-use parts, our sales to customers in the aerospace, medical, dental and automotive industries, in particular, makes us more susceptible to product and other liability claims, which characterize operations in those industries. Sales of our 3D printing systems to customers in the aerospace industry similarly carry with them potential liability claims if the parts produced by those systems do not function properly. Any such claims that are not adequately covered by insurance or for which insurance is not available may adversely affect our results of operations and financial condition. We may experience significant delays or obstacles to realizing the success of our product offerings. Our products aim to leverage our proprietary additive manufacturing technologies and materials to grow the market for existing applications in the dental market and identify, develop and/or commercialize future solutions in the medical and dental markets spanning dentistry, orthodontics, dermatology, orthopedics, cardiology, plastic surgery. These businesses operate in a highly competitive space which may make it difficult for us to implement business plans and expectations and identify and realize opportunities. In addition, their technology, products, materials, and applications may be subject to strict regulatory requirements in the United States and other countries. The regulatory approval or clearance process may be lengthy and costly, and regulatory requirements may impact the timing of, or our ability to, commercialize the regulated technology, products, materials, and applications. The success of these parts of our business will also depend on our ability to attract, hire, and retain qualified personnel, establish sales, marketing and distribution infrastructure, and establish and maintain supply and manufacturing relationships. 12 If our relationships with suppliers for our products and services, especially with single source suppliers of components of our products, were to terminate or our manufacturing arrangements were to be disrupted, our business could be interrupted. We purchase components and sub-assemblies for our systems, raw materials that are used in our consumables, and AM systems, component parts and raw materials for our Stratasys Direct Manufacturing services business, from third-party suppliers, some of whom may compete with us. While there are several potential suppliers of most of these component parts, sub-assemblies and raw materials that we use, we currently choose to use only one or a limited number of suppliers for several of these components and materials. Furthermore, the suppliers of AM systems and materials used in our Stratasys Direct Manufacturing parts service may refuse to sell us additional AM systems or component parts and materials for AM systems that our Stratasys Direct Manufacturing service uses. Our reliance on a single or limited number of vendors involves a number of risks, including: •potential shortages of some key components; •product performance shortfalls, if traceable to particular product components, since the supplier of the faulty component cannot readily be replaced; •discontinuation of a product or certain materials on which we rely; •potential insolvency of these vendors; and •reduced control over delivery schedules, manufacturing capabilities, quality and costs. In addition, we require any new supplier to become “qualified” pursuant to our internal procedures. The qualification process involves evaluations of varying durations, which may cause production delays if we were required to qualify a new supplier unexpectedly. We generally assemble our systems and parts based on our internal forecasts and the availability of raw materials, assemblies, components and finished goods that are supplied to us by third parties, which are subject to various lead times. If certain suppliers were to decide to discontinue production of an assembly, component or raw material that we use, the unanticipated change in the availability of supplies, or unanticipated supply limitations, could cause delays in, or loss of, sales, increased production or related costs and consequently reduced margins, and damage to our reputation. If we were unable to find a suitable supplier for a particular component, material or compound, we could be required to modify our existing products or the end- parts that we offer to accommodate substitute components, material or compounds. While we have introduced periodic risk analysis internally concerning our sourcing (particularly concerning raw materials), which has increased the levels of our inventories, there is no guarantee that will sufficiently protect us if we suddenly lose access to supplies unexpectedly. In particular, we rely on a sole supplier, Ricoh Printing Systems America, Inc., or Ricoh, for the printer heads for our PolyJet 3D printers. Under the terms of our agreement with Ricoh, we purchase printer heads and associated electronic components, and receive a non-transferable, non-exclusive right to assemble, use and sell these purchased products under Ricoh’s patent rights and trade secrets. Due to the risk of a discontinuation of the supply of Ricoh printer heads and other key components of our products, we maintain excess inventory of those printer heads and other components. However, if our forecasts exceed actual orders, we may hold large inventories of slow- moving or unusable parts or raw materials, which could result in inventory write offs or write downs and have an adverse effect on our cash flow, profitability and results of operations. See “Item 4. Information on the Company-Business Overview-Manufacturing and Suppliers-Inventory and Suppliers-Ricoh Agreement” for further discussion of this agreement. 13 Discontinuation of operations at our manufacturing sites could prevent us from timely filling customer orders and could lead to unforeseen costs for us. We assemble and test the systems that we sell, and, in many cases, produce consumables for our systems, at single facilities in various locations that are specifically dedicated to separate categories of systems and consumables. We similarly rely on a single facility for assembly of the component parts and materials for AM systems that our Stratasys Direct Manufacturing service uses. Because of our reliance on all of these production facilities, a disruption at any of those facilities could materially damage our ability to supply 3D printers, other systems or consumable materials to the marketplace in a timely manner. Depending on the cause of the disruption, we could also incur significant costs to remedy the disruption and resume product shipments. Such disruptions may be caused by, among other factors, earthquakes, fire, flood and other natural disasters. There are no assurances that we will be adequately protected from any significant disruptions at our manufacturing sites. Accordingly, any such disruption could result in a material adverse effect on our revenue, results of operations and earnings, and could also potentially damage our reputation. A loss of, or reduction in revenues from, a significant number of our resellers and our independent sales agents would impair our ability to sell our products and services and could reduce our revenues and adversely impact our operating results. We rely heavily on our network of resellers and independent sales agents to sell and (in the case of resellers) to service our products for end-users in their respective geographic regions. These resellers and sales agents may not be as effective in selling our products or servicing our end-users as we are. Further, if our relationships with a significant number of these resellers and sales agents were to be terminated or if a significant number of these resellers and sales agents would otherwise fail or refuse to sell our products, we may not be able to find replacements that are as qualified or as successful in a timely manner, if at all. If these resellers and independent sales agents do not perform as anticipated or if we are unable to find qualified and successful replacements, our sales will suffer, which would have an adverse effect on our revenues and operating results. Additionally, a default by one or more resellers that have a significant receivables balance could have an adverse financial impact on our financial results. Global interruptions and delays involving freight carriers and other third parties have adversely impacted, and may once again adversely impact our supply chain and distribution network, and, consequently, frustrate our ability to sell our 3D printing systems, especially those systems that are based on newly acquired technologies that we have recently launched. Our business relies on an efficient and effective supply chain, including delivery of raw materials and parts for our 3D printing systems, and the manufacture and transport of those systems to resellers or end-users (as applicable). Global supply chains have generally been functioning at normal levels in recent times, however periodic delays and interruptions, similar to those caused by the recent Houthis attacks in the area of the Red Sea-Suez Canal trade route, could once again adversely the distribution of our products. That may also result in higher out-of-stock inventory positions due to difficulties in timely obtaining raw materials and parts from our suppliers, as well as transportation of our products after manufacture to our distribution destinations. Further, as a result of such delays, we may need to source raw materials and parts from different geographic locations or manufacturers, which could result in, among other things, higher product costs, increased transportation costs, delays in sales of our products or lower quality of our products. The adverse impact of these irregularities in our supply chain on our ability to distribute our 3D printing systems may be most acute for systems that are based on our three recently-acquired technologies, where we have just recently implemented our distribution channels. 14 Additionally, the operation of our manufacturing facilities, where our 3D printing systems are assembled, is crucial to our business operations. If our manufacturing facilities experience closures or worker shortages (similar to what occurred during the COVID-19 pandemic), whether temporary or sustained, we could sustain significant adverse impacts related to the distribution of our products to their destinations, whether to resellers or end-users (as applicable). Any of these circumstances could adversely affect our ability to deliver our 3D printing systems in a timely manner, which could impair our ability to meet customer demand for products and result in lost sales and services revenues, increased supply chain costs, and, potentially, damage to our reputation. Our business model is predicated in part on building an end-user base that will generate a recurring stream of revenues through our sale of consumables and service contracts. If that recurring stream of revenues does not continue, or if our business model changes as the industry evolves, our operating results may be adversely affected. Our business model is dependent in part on our ability to maintain a differentiated portfolio of proprietary consumables, and to increase our sales of our proprietary and third-party consumables and service contracts as that generates recurring revenues. Our consumables have been a source of increased revenues for us. However, existing and future end-users of our systems may not purchase our consumables or related service contracts at the same rate at which end-users currently purchase those consumables and services. In addition, the use of our systems for prototyping applications, which is often carried out with entry-level systems generally requires a lower volume of consumables relative to the use of our systems for manufacturing, which is usually carried out with our higher end systems. If our current and future end-users do not transition towards manufacturing applications for our systems that are handled through our high end systems and do not, therefore, purchase a higher volume of our consumables, or if our end users do not enter into an increasing number of service contracts with us, our recurring revenue stream relative to our total revenues would be reduced, and our operating results would be adversely affected. Import tariffs, taxes, customs duties and other trading regulations imposed by the U.S. government and retaliatory responses from other countries, have been increasing the prices we pay for finished goods and reducing our gross margins, and could also adversely impact the industries and countries in which our customers operate, thereby reducing demand for our 3D printing products and services in those industries and countries. Import tariffs, taxes, customs duties and other trading regulations imposed by the U.S. government on foreign countries, or by foreign countries on the U.S., have been directly or indirectly increasing the prices we pay for finished goods that are critical to our ability to manufacture our products. In particular, the current U.S. administration has imposed and negotiated the terms of substantial new or increased tariffs on goods imported from certain trade partners, such as the EU and China, as well as Israel, the United Kingdom and the Netherlands, which have resulted, and may continue to result, in an increase in the cost of finished goods and components used in certain of our products, which has, in turn, increased our cost of goods sold. Our financial results in 2025 reflected decreases in gross profit and gross margin that were partially due to the impact of U.S. tariff charges. Trade barriers and other governmental action related to tariffs around the world also have the potential to hurt the industries, such as manufacturing, in which our customers operate, by decreasing demand for our customers’ products. New tariffs could also more broadly adversely impact the country-specific or regional economies in which we operate and into which we offer our products and services. Those adverse effects could, in turn, decrease our customers’ demand for our 3D printing products and related services, and result in a decrease in our revenues. 15 The widespread imposition of new or increased tariffs has, therefore, increased the cost of producing, and could potentially reduce the demand for, our products, and such cost increases may require us to increase prices (which could reduce our sales) or could continue to negatively impact our profit margins. Overall, these effects could potentially have a material adverse effect on our financial condition, results of operations and cash flows. Global economic, political and social conditions may adversely impact our sales. Uncertainty with respect to the global economy, difficulties in the financial services sector and credit markets, geopolitical uncertainties and other macroeconomic factors all affect spending behavior of potential end-users of our products and services. The uncertain prospects for economic growth in some of the regions in which we sell our products may cause end-users to delay or reduce technology purchases. We also face risks that may arise from financial difficulties experienced by our end-users, suppliers and distributors, which may be exacerbated by continued uncertainty in the global economy or by other geopolitical factors, including: •moderately high interest rates in many countries and regions throughout the world, including the regions where our customers are located; •supply chain disruptions, which have slowed the delivery of raw materials, and which have increased the price of certain materials due to the significant increase in costs of raw materials and shipping costs; •U.S.-China reciprocal tariffs may impact the cost of finished products or components used in our products, and our ability to sell our products in China; •threats of massive cyber attacks that could cause severe economic damage; •extended U.S. federal government shutdowns (resulting from the failure to pass budget appropriations or adopt continuing funding resolutions) may delay orders of our products by U.S. government agencies or other end-users whose business activities are heavily dependent on U.S. government agency contracts; •end-user demand for products and manufacturing activity levels may be reduced; •distributors and end-users may be unable to obtain credit financing to finance purchases of our products; •suppliers may be unable to obtain credit financing to finance purchases of sub-assemblies used to build components of products or purchases of raw materials to produce consumables; •end-users or distributors may face financial difficulties or may become insolvent, which could lead to our inability to obtain payment for our products; and •key suppliers of raw materials, finished products or components used in our products and consumables may face financial difficulties or may become insolvent, which could lead to disruption in the supply of systems, consumables or spare parts to our end-users. 16 Our existing and planned international operations currently expose us and will continue to expose us to additional market and operational risks, and failure to manage these risks may adversely affect our business and operating results. We derive a substantial percentage of our sales from international markets. We derived 40.3% of our revenues in 2025 from countries outside the Americas. Accordingly, we face significant operational risks from doing business internationally, including: •fluctuations in foreign currency exchange rates; •potentially longer sales and payment cycles; •potentially greater difficulties in collecting accounts receivable; •potentially adverse tax consequences; •reduced protection of intellectual property rights in certain countries, particularly in Asia and South America; •difficulties in staffing and managing foreign operations; •laws and business practices favoring local competition; •costs and difficulties of customizing products for foreign countries; •compliance with a wide variety of complex foreign laws, treaties and regulations; •tariffs, trade barriers and other regulatory or contractual limitations on our ability to sell or develop our products in certain foreign markets; and •being subject to the laws, regulations and the court systems of many jurisdictions. Our failure to manage the market and operational risks associated with our international operations effectively could limit the future growth of our business and adversely affect our operating results. Significant cybersecurity disruptions of our information technology systems or breaches of our data security could adversely affect our business. A significant invasion, interruption, destruction or breakdown of our information technology, or IT, systems and/or infrastructure by persons with authorized or unauthorized access could negatively impact our business and operations. We could also experience business interruption, information theft and/or reputational damage from cyber-attacks, which may compromise our systems and lead to data leakage either internally or at our third-party providers. Both data that has been inputted into our main IT platform, which covers records of transactions, financial data and other data reflected in our results of operations, as well as data related to our proprietary rights (such as research and development, and other intellectual property- related data), are subject to material cyber security risks. Our IT systems have been, and are expected to continue to be, the target of malware and other cyber-attacks. To date, we are not aware that we have experienced any loss of, or disruption to, material information as a result of any such malware or cyber attack. We have invested and will continue to invest in advanced protective systems to reduce these risks, some of which have been installed, and others that are still in the process of installation. Based on information provided to us by the suppliers of our protective systems, we believe that our level of protection is in keeping with the customary practices of peer technology companies, market standards and best practice. We also maintain back-up files for much of our information, as a means of assuring that a breach or cyber attack does not necessarily cause the loss of that information. We furthermore review our protections and remedial measures periodically in order to ensure that they are adequate. 17 Despite these protective systems and remedial measures, techniques used to obtain unauthorized access are constantly changing, are becoming increasingly more sophisticated and often are not recognized until after an exploitation of information has occurred. We may be unable to anticipate these techniques or implement sufficient preventative measures, and we therefore cannot assure you that our preventative measures will be successful in preventing compromise and/or disruption of our information technology systems and related data. We furthermore cannot be certain that our remedial measures will fully mitigate the adverse financial consequences of any cyber attack or incident. We are subject to environmental laws and export control laws due to the import and export of our products, as well as environmental, health, safety and medical device laws and regulations related to our operations and the use of our systems and materials, including requirements imposed due to use of our products by our customers, which could subject us to compliance costs and/or potential liability in the event of non-compliance. The export of our products internationally subjects us to environmental laws and regulations concerning the import and export of chemicals and hazardous substances such as the United States Toxic Substances Control Act, or TSCA, and the Registration, Evaluation, Authorization and Restriction of Chemical Substances, or REACH. These laws and regulations require the testing and registration of some chemicals that we ship along with, or that form a part of, our systems and other products. If we fail to comply with these or similar laws and regulations, we may be required to make significant expenditures to reformulate the chemicals that we use in our products and materials or incur costs to register such chemicals to gain and/or regain compliance. Additionally, we could be subject to significant fines or other civil and criminal penalties should we not achieve such compliance. The export of our products is also subject to several export regulations, including but not limited to the United States. Export Administration Regulations, the United States International Traffic in Arms Regulations, the United States Arms Export Control Act and regulations and orders administered by the United States Treasury Department’s Office of Foreign Assets Control (which we refer to collectively as Export/Import Laws). Our products are governed by civil controls, but failure to comply with these Export/Import Laws may potentially lead to the imposition of greater restrictions on our ability to export those products and penalties if we fail to comply with our restrictions. 18 We are furthermore subject to extensive environmental, health and safety laws, regulations and permitting requirements in multiple jurisdictions due to our use of chemicals and production of waste materials as part of our operations and in connection with the operation of our systems by our customers. In certain cases, the required compliance with health or safety regulations is imposed by our customers themselves. These laws, regulations and requirements (which include the Directive on Waste Electrical and Electronic Equipment of the European Union (EU) and the EU Directive on Restriction of Use of Certain Hazardous Substances) govern, among other things, the generation, use, storage, registration, handling and disposal of chemicals and waste materials, the presence of specified substances in electrical products, the emission and discharge of hazardous materials into the ground, air or water, the cleanup of contaminated sites, including any contamination that results from spills due to our failure to properly dispose of chemicals and other waste materials and the health and safety of our employees. Under these laws, regulations and requirements, we could also be subject to liability for improper disposal of chemicals and waste materials, including those resulting from the use of our systems and accompanying materials by end-users. These or future laws and regulations could potentially require the expenditure of significant amounts for compliance and/or remediation. If our operations fail to comply with such laws or regulations, we may be subject to fines and other civil, administrative or criminal sanctions, including the revocation of permits and licenses necessary to continue our business activities. In addition, we may be required to pay damages or civil judgments in respect of third-party claims, including those relating to personal injury (including exposure to hazardous substances that we generate, use, store, handle, transport, manufacture or dispose of), property damage or contribution claims. Some environmental laws allow for strict, joint and several liabilities for remediation costs, regardless of fault. We may be identified as a potentially responsible party under such laws. Since February 2023, we have been subject to medical device regulations, such as the U.S. FDA Code of Federal Regulations, as a result of our launch of our first certified medical device with TrueDent resin in the United States. We also have plans to expand the countries and products that we certify as medical devices in the coming years. If we fail to comply with any such regulations or are subject to related liability, such developments could have a material adverse effect on our business, financial condition and results of operations. As a public company with significant operations in several countries, we are subject to regulation and must comply with reporting, privacy and other requirements in a number of jurisdictions and, to the extent that regulatory authorities assert that we are not in compliance, we could be subject to sanctions which, if material, could materially and adversely affect our business. As a public company with significant operations in Israel, the United States, Europe and many other countries, we are subject to regulation and must comply with reporting and other requirements in a number of jurisdictions. In particular, we are subject to the rules and regulations of the SEC and FINRA, which may elect from time to time to review or investigate our operations, various aspects of our financial statements, our disclosure practices and other matters. As such reviews progress, the regulating agencies may determine that we are and have been in compliance with applicable rules, or they may determine to pursue enforcement actions or other sanctions against us for alleged noncompliance. New privacy laws have increased data privacy compliance costs. Our California operations are subject to the California Consumer Privacy Act, as amended by the California Privacy Rights Act, which entered into substantial effect on January 1, 2023 (as amended, the CCPA). The CCPA imposes enhanced disclosure requirements for us vis-à-vis our interactions with customers that are residents of California, such as comprehensive privacy notices for consumers when we or our agents collect their personal information. We may be further required to ensure third party compliance, as under the CCPA we could be liable if third parties that collect, process or retain personal information on our behalf violate the CCPA’s privacy requirements. The sanctions for non-compliance could include fines and/or civil 19 lawsuits. Other U.S. states, including Colorado, Virginia, Utah, Texas, Florida, Minnesota, Montana and Connecticut, have enacted similar - but not identical - laws, which have gone into effect. In addition to the imposition of U.S.-based regulations on our operations, our European activities are subject to the European Union General Data Protection Regulation, or GDPR, which has created additional compliance requirements for us. GDPR broadens the scope of personal privacy laws to protect the rights of European Union citizens and requires organizations to report on data breaches within 72 hours and be bound by stringent rules for obtaining the consent of individuals on how their data can be used. GDPR became enforceable on May 25, 2018, and non-compliance exposes entities such as our company to significant fines or other regulatory claims. The United Kingdom has also implemented its own version of the GDPR, the so-called U.K. GDPR. While we have invested in, and intend to continue to invest in, reasonably necessary resources to comply with these privacy standards (in each of Europe, the United Kingdom and the United States), to the extent that we fail to adequately comply, that failure could have an adverse effect on our business, financial conditions, results of operations and cash flows. Failure to comply with the U.S. Foreign Corrupt Practices Act or other applicable anti-corruption legislation could result in fines, criminal penalties and an adverse effect on our business. We operate in a number of countries throughout the world, including countries known to have a reputation for corruption. We are committed to doing business in accordance with applicable anti-corruption laws. We are subject, however, to the risk that our affiliated entities or our and our affiliates’ respective officers, directors, employees and agents (including distributors of our products) may take action determined to be in violation of such anti-corruption laws, including the U.S. Foreign Corrupt Practices Act of 1977 and the U.K. Bribery Act of 2010, as well as trade sanctions administered by the Office of Foreign Assets Control and the U.S. Department of Commerce. Any violation by any of these persons could result in substantial fines, sanctions, civil and/or criminal penalties, or curtailment of operations in certain jurisdictions, and might adversely affect our results of operations. In addition, actual or alleged violations could damage our reputation and ability to do business. We own or lease, long-term, a number of our manufacturing and office facilities, which may limit our ability to move those operations. While we have, from time to time, relocated certain processes between our facilities, if we were to move some or all of the remaining operations from those facilities, we could incur unforeseen charges. We own buildings in Eden Prairie, Minnesota, which we use to conduct our FDM manufacturing and assembly operations, and we also own our office facility in Rehovot, Israel and manufacturing facility in Kiryat Gat, Israel. Ownership of our buildings and facilities may adversely affect our ability to move some or all of those operations to other locations that may be more favorable. If we were to move any of those operations to other locations, we may have difficulty selling or leasing the property that we vacate. This risk also applies to the facilities that we lease under non-cancellable lease agreements, where we cannot freely vacate the facilities. The new lease that we entered into in June 2024 for our new United States campus in Minnetonka, Minnesota has a 10-year term, which commits us to that campus for the entirety of that period, thereby limiting our flexibility to reduce the accompanying financial commitment to the extent desirable later on during that term. In order to combat these risks, in most leases we have limited our commitment by providing ourselves with a “break” option after three years or less, and we have also obtained for ourselves the right to sublease a portion or all of the facilities under the lease. These limitations on our ability to move could result in an impairment charge, as occurred in the prior periods in respect of some of our leased facilities, which negatively impacted our results of operations, and could, in future periods, once again have an adverse effect on our results of operations. 20 Default in payment by one or more resellers or customers from which we have large account receivable balances could adversely impact our results of operations and financial condition. From time to time, our accounts receivable balances have been concentrated with certain resellers or customers. Default by one or more of these resellers or customers could result in a significant charge against our current reported earnings. We have reviewed our policies that govern credit and collections, and will continue to monitor them in light of current payment status and economic conditions. In addition, we try to reduce the credit exposures of our accounts receivable by credit limits and credit insurance for many of our customers. However, there can be no assurance that our efforts to identify potential credit risks will be successful. Our inability to timely identify resellers and customers that are credit risks could result in defaults at a time when such resellers or customers have high accounts receivable balances with us. Any such default would result in a significant charge against our earnings and adversely affect our results of operations and financial condition. We are, and have been in the recent past, subject to litigation. Any current or future lawsuits to which we are subject may have a significant adverse effect on our financial condition or profitability. We are currently, and have been in the recent past, subject to litigation, and could be subject to further litigation in the future. We can provide no assurance as to the outcome of any future lawsuits, and any such actions may result in judgments against us for significant damages. Resolution of any such matters can be prolonged and costly, and the ultimate results or judgments are uncertain due to the inherent uncertainty in litigation and other proceedings. Moreover, our potential liabilities are subject to change over time due to new developments, changes in settlement strategy or the impact of evidentiary requirements. Regardless of the outcome, litigation has resulted in the past, and may result in the future, in significant legal expenses and require significant attention and resources of management. As a result, any present or future litigation could result in losses, damages and expenses that have a significant adverse effect on our financial condition or profitability. Potential hostile actions by a shareholder or other third party, including a potential unsolicited tender offer, or a potential attempt to remove and replace our directors with its own nominees, as occurred in the recent past, could materially adversely impact our shareholders’ investment in our company and could also strain our cash resources. We have in the recent past been subject to litigation in Israel and other hostile actions initiated by our shareholder, Nano Dimension Ltd., or Nano, which challenged the validity, under Israeli law, of our then-current limited-duration shareholder rights plan, which expired on December 19, 2025. Our shareholder rights plan was designed to give all shareholders (other than an offeror) a way to voice their position directly to our board of directors on certain types of offers and whether the plan should apply to those offers, and in other circumstances, to exempt an offer from the applicability of the rights altogether. We agreed to an exemption from the applicability of our former shareholder rights plan for Fortissimo Capital’s (which, together with its affiliates, is referred to as Fortissimo) acquisition of a significant equity stake in our company (in connection with our private investment in public equity (PIPE) agreements with Fortissimo), which acquisition was completed in April 2025. Pursuant to Fortissimo’s shareholder agreement with us, Fortissimo is subject to certain standstill and voting limitations and a required advisory vote of our shareholders (other than Fortissimo and any shareholders affiliated with it) if it were to seek to acquire more than 24.99% of the outstanding ordinary shares of our company, which acquisition would be required to be accomplished by way of a special tender offer under Israeli law in which Fortissimo acquires at least 15% of our outstanding shares. 21 While we do not currently have a shareholder rights plan in place, if our board of directors were to seek to reinstate such a plan, there is no guarantee that it would be legally upheld. The Israeli courts have not formally ruled on the legality of a shareholder rights plan or so-called “poison pill” under the Companies Law. On July 18, 2023, in the context of an interim procedural decision in a litigation initiated by Nano against our company, the court expressed its preliminary view that: it is inclined to rule that rights plans are permissible under Israeli law; the adoption of a rights plan by a board should be viewed “with suspicion”; and a board bears the burden of proving that it was informed, that it acted in good faith, that experts were consulted, and that it considered the interests of the company and its shareholders, rather than acting for the sake of entrenching itself, when adopting a shareholder rights plan. On December 19, 2023, the court issued an order noting that, from the parties' written submissions, it is appropriate to rule upon one critical question: whether, under Israeli law, a company can adopt a ‘poison pill’. However, the court never rendered such a ruling, as on July 1, 2024, following a request submitted by Nano, which was unopposed by our company, the court dismissed Nano's claim without prejudice. While the court’s interim ruling opened the way for a potential final court ruling that our shareholder rights plan was valid and validly adopted (before it expired in December 2025), there can be no assurance that an Israeli court will determine that our board of directors actually meets the requisite burden of proof for upholding the validity of any future shareholder rights plan that we may adopt. In addition to a legal challenge to our shareholder rights plan, a shareholder or other third party may also launch, in the future, a hostile tender offer that may be similar to the Nano tender offer that it launched on May 25, 2023 and that expired (without any purchase of our ordinary shares) on July 31, 2023, pursuant to which any such shareholder or other third party may seek to acquire our ordinary shares which, together with any ordinary shares that it already owns, may represent a majority or, even if less than a majority, a significant percentage of the outstanding ordinary shares. Nano had furthermore followed up on its uncompleted tender offer by announcing on December 23, 2023 a preliminary proposal to purchase all outstanding shares of our company that it did not then own for $16.50 per share in cash. Our board of directors acknowledged receipt of, and considered, Nano’s offer, but ultimately determined not to proceed with any particular strategic transaction when exploring strategic alternatives for our company, instead opting in August 2024 to adopt a restructuring plan. There can be no assurances that any shareholder or other third party will not once again disregard a determination by our board of directors not to proceed with a coordinated transaction with it and instead attempt a hostile tender offer or other action to attempt to take over our company in a manner that our board of directors believes would not maximize shareholder value. Any major shareholder (as Nano did in 2023) may also utilize its rights pursuant to the provisions of the Companies Law to demand, as a greater-than 10% shareholder, to call an extraordinary general meeting of shareholders at which the removal of some or all of our then-incumbent directors and the election of its nominees in their stead would be on the agenda. The relevant majority for approval of any such proposal would be an ordinary majority of shares represented in person or by proxy and voting at a general meeting, without excluding the shares of interested shareholders. If a major shareholder were to hold a substantial portion of our ordinary shares when doing so, its votes in favor of such a proposal would give it an advantage in having the proposal approved. To the extent that an Israeli court would invalidate any shareholder rights plan that we may have in place, or declare or provide any remedies to a hostile shareholder that facilitate, and thereby allow, such a shareholder to launch a tender offer that is similar to the Nano tender offer, that may result in that shareholder having an opportunity to attempt to become a majority or significant shareholder of our company. Such a shareholder would then have significant ability to impact the operations of Stratasys. Similarly, if any such hostile shareholder would succeed in replacing any of our directors, that would also give it significant influence over the management and policies of our company. Either or both of those 22 outcomes would enable the hostile shareholder to influence the operations of our company for its own interests, which may be to the detriment of our public/minority shareholders. Such a shareholder could use its voting power, whether as a substantial (or even controlling) shareholder or on the Stratasys board, to significantly influence the policies of our company in a manner that benefits it and adversely impacts our company and our results of operations in a material way. Such a shareholder’s possession of a substantial or controlling interest in Stratasys could also adversely impact trading in our ordinary shares and liquidity for our public/minority shareholders, potentially causing a decline in the value of public shareholders’ investment in our company. Under applicable employment laws, we may not be able to enforce covenants not to compete and therefore may be unable to prevent our competitors from benefiting from the expertise of some of our former employees. We generally enter into non-competition agreements with our employees in jurisdictions where non-compete undertakings are lawful and enforceable. These agreements prohibit our employees from competing directly with us or working for others for a limited period and geographic scope after they cease working for us. We may be unable to enforce these agreements under the laws of the jurisdictions in which our employees work and it may be difficult for us to restrict our competitors from benefiting from the expertise that our former employees or consultants developed while working for us. For example, Israeli courts have required employers seeking to enforce non-compete undertakings of a former employee to demonstrate that the competitive activities of the former employee will harm one of a limited number of material interests of the employer that have been recognized by the courts, such as the secrecy of a company’s confidential commercial information or the protection of its intellectual property. If we cannot demonstrate that such interests will be harmed, we may be unable to prevent our competitors from benefiting from the expertise of our former employees or consultants and our ability to remain competitive may be diminished. As to our U.S. operations, in California, where many employees of our Stratasys Direct Manufacturing parts service as well as Origin's employees, are located, non-competition agreements with employees are generally illegal, void and unenforceable after termination of employment, including under a new law that went into effect on January 1, 2024, regardless of when the agreement was signed or whether it was signed in California. Other U.S. states as well have been expanding laws restricting the use of non-compete clauses. On the U.S. federal level, there was movement in 2023 by federal agencies to make noncompete agreements unenforceable in general. The Federal Trade Commission finalized a rule on April 23, 2024 to ban employers nationwide from using non-compete agreements with their employees and independent contractors. On August 20, 2024, a district court issued an order prohibiting the final rule from taking effect and the FTC from enforcing the rule. The FTC has appealed that decision and in the meantime the district court’s decision does not prevent the FTC from addressing noncompete restrictions through case-by-case enforcement actions. In addition, the General Counsel of the National Labor Relations Board issued a memo in March 2023 opining that many types of non-compete and non-solicitation restrictions unlawfully interfere with employees’ protected rights under Section 7 of the National Labor Relations Act. If U.S. federal restrictions on non-competition agreements become effective, or if more states in which we have operations continue to expand restrictions or bans on use of non-compete restrictions, that could adversely impact our ability to protect our investment in our key employees in our U.S. locations, and harm our competitive position. 23 We rely on our management information systems for inventory management, distribution, and other key functions. If our information systems fail to adequately perform these functions, or if we experience an interruption in their operation, our business and operating results could be adversely affected. The efficient operation of our business is dependent on our management information systems. We rely on our management information systems: to, among other things, effectively manage our accounting and financial functions, including maintaining our internal controls; to manage our manufacturing and supply chain processes; and to maintain our research and development data. The failure of our management information systems to perform properly could disrupt our business and product development, which may result in decreased sales, increased overhead costs, excess or obsolete inventory, and product shortages, causing our business and operating results to suffer. Although we take steps to secure our management information systems, including our computer systems, intranet and internet sites, email and other telecommunications and data networks, the security measures we have implemented may not be effective and our systems may be vulnerable to theft, loss, damage and interruption from a number of potential sources and events, including unauthorized access or security breaches, natural or man-made disasters (such as floods or earthquakes), cyber-attacks, computer viruses, power loss, or other disruptive events. Our reputation, brand, and financial condition could be adversely affected if, as a result of a significant cyber event or otherwise, our operations are disrupted or shut down; our confidential, proprietary information is stolen or disclosed; we incur costs or are required to pay fines in connection with stolen customer, employee, or other confidential information; we must dedicate significant resources to system repairs or increase cyber security protection; or we otherwise incur significant litigation or other costs. Risks related to our intellectual property If we are unable to obtain patent protection for our products or to otherwise protect our intellectual property rights, our business could suffer. We rely on a combination of patent and trademark laws in the United States and other countries, trade secret protection, confidentiality agreements and other contractual arrangements with our employees, end-users and others to maintain our competitive position. In particular, our success depends, in part, on our ability, and the ability of our licensors, to obtain patent protection for our and their products, technologies and inventions, maintain the confidentiality of our and their trade secrets and know-how, operate without infringing upon the proprietary rights of others and prevent others from infringing upon our and their proprietary rights. As we acquire companies and their technologies, such as Origin and its P3 technology, acquired in December 2020, RPS and its stereolithography technology, acquired in February 2021, Xaar and its powder-based SAF technology, acquired in November 2021, and our acquisition of the Covestro Additive Manufacturing business unit in April 2023, the risks related to potential infringement of our proprietary rights in technology become more pronounced. Despite our efforts to protect our proprietary rights, it is possible that competitors or other unauthorized third parties may obtain, copy, use or disclose our technologies, inventions, processes or improvements. In 2024, we brought claims against Bambu Lab in U.S. federal district court in Texas alleging that several of Bambu's printer models infringe our patents. We are seeking a court order providing us with financial compensation and other remedies for the infringements and prohibiting future infringement by Bambu. The proceedings for those claims are ongoing, with a trial date of June 2026. We also face challenges to our registered IP brought by competitors and other third parties in patent tribunals, including patent oppositions filed in the European Patent Office and IPR proceedings brought before the US Patent Trial & Appeal Board. We cannot assure you that any of our existing or future patents or other intellectual property rights will not be challenged, invalidated or circumvented, or will provide us with 24 meaningful protection. Our pending patent applications may not be granted, and we may not be able to obtain foreign patents or pending applications corresponding to our U.S. patents. The laws of certain countries, such as China, may not provide the same level of patent protection and intellectual property right enforcement as in the United States, so even if we enforce our intellectual property rights or obtain additional patents in China or elsewhere outside of the United States, enforcement of such rights may not be effective. If our patents and other intellectual property do not adequately protect our technology, competitors may be able to offer additive manufacturing systems, consumables or other products similar to ours. Competitors may also be able to develop similar technology independently or design around our patents, and we may not be able to detect the unauthorized use of our proprietary technology or take appropriate steps to prevent such use. If we attempt enforcement of our intellectual property rights, we may be (as we have been in the past) subject or party to complex, protracted litigation. Intellectual property disputes and litigation, regardless of merit, can be costly and disruptive to our business operations by diverting attention and energies of management and key technical personnel, and by increasing our costs of doing business. Any of the foregoing could adversely affect our operating results. We may be subject to claims that we are infringing, misappropriating or otherwise violating the intellectual property rights of others, especially in light of the multiple additional technologies that we have been acquiring. Our products and technology, including technology that we acquire as a result of our ongoing acquisitions of other businesses and technology that we license from others, about which we may be less knowledgeable that our organically developed technology, may infringe, misappropriate or otherwise violate the intellectual property rights of third parties. This risk is especially relevant to our industry, where the pace of innovation and patent filings by industry players has been accelerated in recent years. Patent applications in the United States and most other countries are confidential for a period of time until they are published, and the publication of discoveries in scientific or patent literature typically lags actual discoveries by several months or more. As a result, the nature of claims contained in unpublished patent filings around the world is unknown to us, and we cannot be certain that we or our acquired companies were the first to conceive inventions covered by our self-developed or our acquired patents or patent applications or that we or our acquired companies were the first to file patent applications covering such inventions. Furthermore, it is not possible to know in which countries patent holders may choose to extend their filings under the Patent Cooperation Treaty or other mechanisms. In addition, we may be subject to intellectual property infringement claims from individuals, vendors and other companies, including those that have acquired patents in the fields of 3D printing or consumable production for the sole purpose of asserting claims against us. Under the Israeli Patent Law, 5727-1967, or the Patent Law, we may also be subject to royalty claims for “service inventions” conceived by employees in the course and as a result of or arising from their employment with us. Section 134 of the Patent Law provides that if there is no agreement between an employer and an employee as to whether the employee is entitled to consideration for service inventions, the Israeli Compensation and Royalties Committee, or the Committee, a body constituted under the Patent Law, shall determine these issues. We believe that virtually all of our employees have executed invention assignment agreements in which they have assigned to us their rights to potential inventions and acknowledged that they will not be entitled to additional compensation or royalties from commercialization of inventions. We may, nevertheless, face claims demanding remuneration in consideration for assigned inventions. 25 In addition to patent infringement and patent-related claims, we may be subject to other intellectual property claims, such as claims that we are infringing trademarks or misappropriating trade secrets. We may also be subject to claims relating to the content on our websites, including third-party content posted on our GrabCAD.com website. Any intellectual property claims, regardless of the merit or resolution of such claims, could cause us to incur significant costs in responding to, defending and resolving such claims, and may prohibit or otherwise impair our ability to commercialize new or existing products, including products developed by our acquired companies. Resolution of such claims may, among other things, require us to redesign infringing technology, enter into costly settlement or license agreements on terms that are unfavorable to us, pay royalties to employees or former employees, or indemnify our distributors and end-users. Any infringement by us, including our acquired companies, or our licensors of the intellectual property rights of third parties may have a material adverse effect on our business, financial condition and results of operations. If we are unable to protect the confidentiality of our trade secrets or know-how, such proprietary information may be used by others to compete against us, for instance, in developing consumables that could be used with our printing systems in place of our proprietary consumables. We have devoted substantial resources to the development of our technology, trade secrets, know-how and other unregistered proprietary rights. While we enter into confidentiality and invention assignment agreements intended to protect such rights, such agreements can be difficult and costly to enforce or may not provide adequate remedies if violated, and we may not have entered into such agreements with all relevant parties. Such agreements may be breached and confidential information may be willfully or unintentionally disclosed, including by employees who may leave our company and join competitors, or competitors or other parties may learn of the information in some other way. The disclosure to, or independent development by, a competitor of any of our trade secrets, know-how or other technology not protected by a patent or other intellectual property system could materially reduce or eliminate any competitive advantage that we may have. This concern could manifest itself in particular with respect to our proprietary consumables that are used with our systems. Portions of our proprietary consumables may not be afforded patent protection. Chemical companies or other producers of raw materials used in our consumables may be able to develop consumables that are compatible to a large extent with our systems, whether independently or in contravention of our trade secret rights and related proprietary and contractual rights. If such consumables are made available to owners of our systems, and are purchased in place of our proprietary consumables, our revenues and profitability would be reduced. As our patents expire, additional competitors using our technology could enter, and could offer competitive printers and consumables, and result in lost sales. Some of our patents have expired and others will expire in coming years. Upon expiration of those patents, competitors have introduced, and are likely to continue to introduce, products using the technology previously protected by the expired patents, which products may have lower prices than those of our products, which would adversely affect our revenues, margins and profitability. Additionally, the expiration of our patents could reduce barriers to entry into AM systems, which could result in the reduction of our sales and earnings potential. 26 Risks related to operations in Israel Conditions in Israel, whether during or in the aftermath of Israel’s wars with Iran, Hamas, Hezbollah, and other terrorist organizations in the Middle East, and political and economic instability in the region, may adversely affect our operations. We are incorporated under Israeli law, and our PolyJet system manufacturing facility, all of our PolyJet research and development facilities, one of our two PolyJet consumables manufacturing facilities, one of our FDM manufacturing facilities, and some of our suppliers, are located in central and southern Israel. Many of our employees, including our Chief Executive Officer, our Chief Financial Officer, and other senior members of our management team, operate from our headquarters located in Israel. In addition, certain of our directors are residents of Israel. Accordingly, military, economic and political conditions in Israel may directly affect our business. Israel has been involved in various defensive wars during the last few years in response to, or in preemption of, Middle East terrorist or state-sponsored attacks on civilian targets in Israel. In late February 2026, Israel and the United States preemptively attacked Iran, in order to eliminate Iran's nuclear and ballistic missile capabilities, and to target the Islamic fundamentalist regime governing Iran, which has threatened Israel's existence. As part of this conflict, Iran launched missile attacks throughout Israel. This war followed upon similar conflicts in June 2025, and April 2024 and October 2024, during which Iran launched ballistic missile attacks against Israel, and Israel conducted strikes against Iranian military and nuclear infrastructure. The direct conflicts with Iran ran parallel to, and followed upon, a two-year war (from October 2023 until October 2025) during which Israel was attacked by Hamas and Hezbollah, terrorist groups sponsored by Iran operating out of the Gaza Strip and Lebanon, respectively. and declared war in response, which included ground operations in the Gaza Strip and southern Lebanon. Other Iranian-sponsored terrorist organizations in the Middle East, including the Houthi terrorist group in Yemen, have also attacked Israel with various types of missiles and drones as part of these conflicts, and Israel has responded with air force attacks. Nearby in the region, the fall of the Assad regime in Syria led Israel to conduct limited military operations targeting Iranian military assets and infrastructure linked to Hezbollah and other Iran-supported groups. As a result of these wars and related regional military developments, a small number of our employees have been called by Israel for military service, and such persons have been unavailable for extended periods of time. Our operations have generally not been disrupted by such absences. While our facilities have not been damaged during these wars, the hostilities have caused damage to private and public facilities, infrastructure, utilities, and telecommunication networks. In addition, Israeli companies have been subject to extensive cyber attacks, which could lead to increased costs, risks to employee safety, and challenges to business continuity, with potential financial losses. If any of these hostilities (whether during or after ceasefires are put into place) disrupt our ongoing operations, our ability to deliver or provide products and services in a timely manner to meet our contractual obligations towards customers and vendors could be adversely affected. Parties with whom we have agreements involving performance in Israel could also claim that they are not obligated to perform their commitments under those agreements pursuant to force majeure provisions in such agreements due to the security situation in Israel. Currently, our activities in Israel remain largely unaffected, and we maintain business continuity plans backed by our inventory levels located outside of Israel. As of the date of this annual report, the impact of the current and recent wars on our results of operations and financial condition is not material, but such impact may increase, and could become material, as a result of subsequent actions that may be taken by hostile actors that may renew attacks against Israel. 27 Our commercial insurance does not cover losses that may occur as a result of the current war or any other event associated with the security situation in the Middle East. Although the Israeli government is currently committed to covering the reinstatement value of direct damages that are caused by terrorist attacks or acts of war, we cannot assure you that this government coverage will be maintained, or if maintained, will be sufficient to compensate us fully for damages incurred. Any losses or damages incurred by our Israeli operations could have a material adverse effect on our business. Any current or future armed conflicts or political instability in the region could negatively affect business conditions generally and harm our results of operations. Your rights and responsibilities as a shareholder are governed by Israeli law, which differ in some respects from the rights and responsibilities of shareholders of U.S. companies. We are organized under Israeli law. The rights and responsibilities of the holders of our ordinary shares are governed by our amended and restated articles of association and Israeli law. These rights and responsibilities differ in some respects from the rights and responsibilities of shareholders in typical U.S.-based corporations. In particular, a shareholder of an Israeli company has a duty to act in good faith toward the company and other shareholders and to refrain from abusing its power in the company, including, among other things, in voting at the general meeting of shareholders on matters such as amendments to a company’s articles of association, increases in a company’s authorized share capital, mergers and acquisitions and interested party transactions requiring shareholder approval. In addition, a shareholder who knows that it possesses the power to determine the outcome of a shareholder vote or to appoint or prevent the appointment of a director or executive officer in the company has a duty of fairness toward the company. There is limited case law available to assist us in understanding the implications of these provisions that govern shareholders’ actions. These provisions may be interpreted to impose additional obligations and liabilities on holders of our ordinary shares that are not typically imposed on shareholders of U.S. corporations. Provisions of Israeli law may delay, prevent or otherwise impede a merger with, or an acquisition of, our company, which could prevent a change of control, even when the terms of such a transaction are favorable to us and our shareholders. Israeli corporate law regulates mergers, requires tender offers for acquisitions of shares above specified thresholds, requires special approvals for transactions involving directors, officers or significant shareholders and regulates other matters that may be relevant to such types of transactions. For example, a merger may not be consummated unless at least 50 days have passed from the date on which a merger proposal is filed by each merging company with the Israel Registrar of Companies and at least 30 days have passed from the date on which the shareholders of both merging companies have approved the merger. In addition, a majority of each class of securities of the target company must approve a merger. Moreover, a tender offer for all of a company’s issued and outstanding shares can only be completed if the acquirer receives positive responses from the holders of at least 95% of the issued share capital. Completion of the tender offer also requires approval of a majority of the offerees that do not have a personal interest in the tender offer, unless, following consummation of the tender offer, the acquirer would hold at least 98% of the company’s outstanding shares. Furthermore, the shareholders, including those who indicated their acceptance of the tender offer, may, at any time within six months following the completion of the tender offer, petition an Israeli court to alter the consideration for the acquisition, unless the acquirer stipulated in its tender offer that a shareholder that accepts the offer may not seek such appraisal rights. 28 Furthermore, Israeli tax considerations may make potential transactions unappealing to us or to our shareholders whose country of residence does not have a tax treaty with Israel exempting such shareholders from Israeli tax. For example, Israeli tax law does not recognize tax-free share exchanges to the same extent as U.S. tax law. With respect to mergers, Israeli tax law allows for tax deferral in certain circumstances but makes the deferral contingent on the fulfillment of a number of conditions, including a holding period of two years from the date of the transaction during which sales and dispositions of shares of the participating companies are subject to certain restrictions. Moreover, with respect to certain share swap transactions, the tax deferral is limited in time, and when such time expires, the tax becomes payable even if no disposition of the shares has occurred. These and other similar provisions could delay, prevent or impede an acquisition of our company or our merger with another company, even if such an acquisition or merger would be beneficial to us or to our shareholders. Exchange rate fluctuations between the U.S. dollar and the New Israeli Shekel, the Euro and other non-U.S. currencies may negatively affect the earnings of our operations. We report our financial results and most of our revenues are recorded in U.S. dollars. However, substantially all of the manufacturing, research and development expenses of our Israeli operations, as well as a portion of the cost of revenues, selling and marketing, and general and administrative expenses of our Israeli operations, are incurred in New Israeli Shekels. As a result, we are exposed to exchange rate risks that may adversely affect our financial results. If the New Israeli Shekel appreciates against the U.S. dollar or if the value of the New Israeli Shekel declines against the U.S. dollar at a time when the rate of inflation in the cost of Israeli goods and services exceeds the rate of decline in the relative value of the New Israeli Shekel, then the U.S. dollar cost of our operations in Israel would increase and our results of operations would be adversely affected. During 2025, the value of the New Israeli Shekel, or the NIS, appreciated significantly relative to the U.S. dollar, going from a ratio of NIS 3.65 per one U.S. dollar at the start of the year to a ratio of NIS 3.19 per one U.S. dollar on December 31, 2025 (based on representative exchange rates published by the Bank of Israel). In general, any weakening of the NIS relative to the U.S. dollar has a positive impact upon our U.S. dollar-denominated financial results, due to the relative decrease in cost of the NIS denominated expenses of our Israeli operations, whereas the strengthening of the NIS relative to the U.S. dollar has the opposite effect, thereby weakening our financial results. The annual appreciation (devaluation) in value of the NIS relative to the U.S. dollar amounted to 12.5%, (0.6%) and (2.4%) for the years ended December 31, 2025, 2024 and 2023, respectively. Because the NIS - U.S. dollar currency exchange rate is often reflective of economic, political and military developments in Israel, the United States and the rest of the world, future movements of that exchange rate are hard to predict. Our results of operations could be adversely affected if we are unable to effectively hedge against currency fluctuations in the future. We also cannot predict any future trends in the rate of inflation or deflation in Israel, which also impacts our operating results, with increased Israeli inflation adversely impacting our results, due to higher NIS-denominated operating expenses in Israel, whereas decreased levels of Israeli inflation have the opposite (positive) impact. The Israeli annual rate of inflation amounted to 2.6%, 3.2% and 3.0%, for the years ended December 31, 2025, 2024 and 2023, respectively. We also have substantial revenues and expenses that are denominated in non-US currencies other than the NIS, particularly the Euro. Therefore, our operating results and cash flows are also subject to fluctuations due to changes in the relative values of the U.S. dollar and those foreign currencies. These fluctuations could negatively affect our operating results and could cause our revenues and net income or loss to vary from quarter to quarter. Furthermore, to the extent that our revenues increase in regions such as Asia Pacific, where our sales are denominated in U.S. dollars, a strengthening of the dollar against 29 other currencies could make our products less competitive in those foreign markets and collection of receivables more difficult. From time to time we engage in currency hedging activities. These measures, however, may not adequately protect us from material adverse effects due to the impact of inflation in Israel or from fluctuations in the relative values of the U.S. dollar and other foreign currencies in which we transact business, and may result in a financial loss. For further information, please see “Item 11. Quantitative And Qualitative Disclosures About Market Risk” in this annual report. Calculating our income tax rate is complex and subject to uncertainty. We are currently eligible for Israeli government tax benefits in respect of our Israeli operations. If we do not meet several conditions for receipt of those benefits, or if the Israeli government otherwise decides to eliminate those benefits, they may be terminated or reduced, which would impact our income tax rate and increase our costs. The computation of income taxes is complex because it is based on the laws of numerous taxing jurisdictions and requires significant judgment on the application of complicated rules governing accounting for tax provisions under GAAP. Income taxes for interim quarters are based on a forecast of our effective tax rate for the year, which includes forward-looking financial projections. Such financial projections are based on numerous assumptions, including the expectations of profit and loss by jurisdiction. It is difficult to accurately forecast various items that make up the projections, and such items may be treated as discrete accounting. Examples of items that could cause variability in our income tax rate include our mix of income by jurisdiction, changes in our uncertain tax positions, the application of transfer pricing rules, and tax audits. Future events, such as changes in our business and the tax law in the jurisdictions where we do business, could also affect our rate. One important assumption that goes into calculation of our tax rate is the tax benefit that we are eligible for in respect of some of our operations in Israel, referred to as “Approved Enterprise”, “Beneficiary Enterprise”, “Preferred Enterprise” and/or “Preferred Technology Enterprise” (as applicable), under the Law for the Encouragement of Capital Investments, 5719-1959, or the Investment Law. Based on an evaluation of the relevant factors under the Investment Law, including the level of foreign (that is, non-Israeli) investment in our company, we have estimated that our average effective tax rate to be paid with respect to all profit from the Israeli operations under these benefit programs is 7.5% to 15%, based on the current balance of activity between our Rehovot, Israel and Kiryat Gat, Israel facilities and the available level of benefits under the law. If we do not meet the requirements for maintaining these benefits, they may be reduced or cancelled and the relevant operations would be subject to Israeli corporate tax at the standard rate, which for 2018 and onwards is set at 23%. In addition to being subject to the standard corporate tax rate, we would be required to refund any tax benefits that we have already received as adjusted by the Israeli consumer price index, plus interest or other monetary penalties. Even if we continue to meet the relevant requirements, the tax benefits that we are eligible for may not be continued in the future at their current levels or at all. If these tax benefits were reduced or eliminated, the amount of taxes that we pay would likely increase, as all of our operations would consequently be subject to corporate tax at the standard rate, which may cause our effective tax rate to be materially different than our estimates and could adversely affect our results of operations. Additionally, if we increase our activities outside of Israel, for example, via acquisitions, our increased activities may not be eligible for inclusion in Israeli tax benefit programs, and that could also adversely affect our effective tax rate and our results of operations. 30 The Israeli government may furthermore independently determine to reduce, phase out or eliminate entirely the benefit programs under the Investment Law, regardless of whether we then qualify for benefits under those programs at the time, which would also adversely affect our effective tax rate and our results of operations. We received Israeli governmental grants for certain of our research and development activities. The terms of those grants may require us to satisfy specified conditions in order to manufacture products and transfer technologies outside of Israel, including increase of the amount of our liabilities in connection with such grants. If we fail to comply with the requirements of the Innovation Law (as defined below), that may impair our ability to sell our technology outside of Israel. Some of our research and development efforts were and are financed in part, through grants that we received from the Israeli Innovation Authority, to which we refer as the IIA or the Authority. Since 2007 and through December 31, 2025, we have received funding from the Authority of approximately $9.2 million, in the aggregate, under several R&D programs to support certain research and development projects in Israel. In addition, we have received funding from the Europe authorities of approximately $1.9 million, to support certain projects in Europe. We must comply with the requirements of the Encouragement of Research, Development and Technological Innovation in the Industry Law, 5744-1984 and related regulations rules, procedures and benefit tracks collectively or the “Innovation Law”. When a company develops know-how or products using grants provided by the Authority, the terms of these grants and the Innovation Law restrict the transfer of such know-how, and the transfer of manufacturing or manufacturing rights of such products or know-how outside of Israel. Pursuant to the IIA regulations, grants received from the IIA before June 30, 2017 bear an annual interest rate that applied at the time of the approval of the applicable IIA file, and that interest rate will apply to all of the funding received under that IIA approval. Grants received from the IIA after June 30, 2017, bear an annual interest rate based on the 12-month London Interbank Offered Rate, or LIBOR, until December 31, 2023, and as of January 1, 2024, bear an annual interest rate based on the 12-month Secured Overnight Financing Rate, or the SOFR, or at an alternative rate published by the Bank of Israel, with the addition of 0.71513%. Grants approved after January 1, 2024, will bear the higher of (i) the 12 months SOFR interest rate, plus 1%, or (ii) a fixed annual interest rate of 4%. Companies like ours that receive grants from the IIA are also subject to the following additional terms: •Transfer of IIA funded know-how outside of Israel. Any transfer of the know-how that was developed with the funding of the Authority and related intellectual property rights outside of Israel requires prior approval of the Authority and imposes certain conditions, including, requirement of payment of a redemption fee calculated according to the formula provided in the Innovation Law which takes into account, among others, the consideration for such know-how paid to us in the transaction in which the technology is transferred, research and development expenses, the amount of IIA grants, the time of completion of IIA supported research project and other factors, while the redemption fee will not exceed 600% of the grants amount plus interest. No assurance can be given that approval to any such transfer, if requested, will be granted and what will be the amount of the redemption fee payable. 31 •Transfer of IIA funded know-how inside Israel. Transfer of IIA funded know-how and related intellectual property rights to an Israeli entity requires a pre-approval by IIA and may be granted if the recipient undertakes to fulfil all the liabilities to IIA and undertakes to abide by the provisions of Innovation Law, including the restrictions on the transfer of know-how and the manufacturing rights outside of Israel (note that there may be an obligation to pay amounts to IIA from the income received by us in connection with such transfer transaction). No assurance can be given that approval to any such transfer, if requested, will be granted. •Local manufacturing obligation. The terms of the grants under the Innovation Law require that the manufacturing of products resulting from Authority-funded programs be carried out in Israel, unless a prior written approval of the Authority is obtained (except for a transfer of up to 10% of the production rights, for which a notification to the Authority is sufficient). As a condition for obtaining approval to manufacture outside Israel, the total amount of our liability to IIA may be increased to between 120% and 300% of the grants we received from IIA, depending on the manufacturing volume that is performed outside Israel. This restriction may impair our ability to outsource manufacturing rights abroad, however, it does not restrict export of our products that incorporate IIA funded know-how. •Initial foreign manufacturing option. A company also has the option of declaring in its IIA grant application for funding its intention to exercise a portion of the manufacturing capacity abroad, thus avoiding the need to obtain additional approval for such declared funding. Such declaration may affect the increase in the total liability to the IIA following such manufacturing abroad. •Continuing restrictions. The restrictions under the Innovation Law (such as with respect to transfer of manufacturing rights abroad or the transfer of IIA funded know-how and related intellectual property rights abroad) will cease to exist only upon payment of the redemption fee described above. Furthermore, in the event that we undertake a transaction involving the transfer to a non-Israeli entity of know-how developed with IIA funding pursuant to a merger or similar transaction, the consideration available to our shareholders may be reduced by the amounts we may be required to pay to IIA. Any approval, if given, will generally be subject to additional financial obligations to the IIA. Failure to comply with the requirements under the Innovation Law may subject us to mandatory repayment of grants received by us (together with interest and penalties), as well as expose us to criminal proceedings. In May 2017, the IIA issued new rules for licensing know how developed with IIA funding outside of Israel, or the Licensing Rules, allowing us to enter into licensing arrangements or grant other rights in know-how developed under IIA programs outside of Israel, subject to the prior consent of IIA and payment of license fees to IIA, calculated in accordance with the Licensing Rules. The payment of the license fees will not discharge us from our obligations under the Innovation Law. •Certain reporting obligations. As any recipient of a grant or a benefit under the Innovation Law, we are required to file reports on the progress of activities for which the grant was provided. In addition, we are required to notify the Authority of certain events detailed in the Innovation Law. It may be difficult to enforce a U.S. judgment against us and our officers and directors in Israel or the United States, or to serve process on our officers and directors. We are organized in Israel. Most of our officers and most of our directors (as of December 31, 2025) reside outside of the United States, and a majority of our assets are located outside of the United States. Therefore, a judgment obtained against us or any of our executive officers and directors in the United States, including one based on the civil liability provisions of the U.S. federal securities laws, may not be collectible in the United States and may not be enforced by an Israeli court. It also may be difficult for 32 you to effect service of process on these persons in the United States or to assert U.S. securities law claims in original actions instituted in Israel. Risks related to an investment in our ordinary shares The market price of our ordinary shares may be subject to fluctuation, regardless of our operating results and financial condition. As a result, our shareholders could incur substantial losses. The market price of our ordinary shares since the Stratasys, Inc.- Objet Ltd. merger has been subject to substantial fluctuation. From the start of 2020 through the early part of 2026 (through February 17, 2026), our ordinary shares have traded with closing prices that have ranged from $6.16 to $54.37, which low price was recorded during 2024, evidencing a trend towards the weakening of our share price during the last two-plus fiscal years, although it rebounded beginning later in 2024. The price of our ordinary shares may continue to be subject to substantial fluctuation regardless of our operating results or financial condition due to a number of factors, including, among others: •the extent of growth of the 3D printing market generally; •changes in earnings estimates or recommendations by securities analysts; •developments involving our company and/or other companies in the 3D printing industry; •development of new competitive systems and services by others; •success or failure of research and development projects of our company or our competitors; •developments concerning our or our competitors’ intellectual property rights; •successes or failures of the acquisitions or dispositions that we consummate, as perceived by financial or industry analysts; •the general tendency towards volatility in the market prices of shares of technology companies; and •general market conditions and other factors, including factors unrelated to our operating performance. These factors and any corresponding price fluctuations may materially and adversely affect the market price of our ordinary shares and result in substantial losses being incurred by our shareholders. Market prices for securities of technology companies historically have been very volatile. The market for these securities has from time to time experienced significant price and volume fluctuations for reasons unrelated to the operating performance of any one company. In the past, following periods of market volatility, public company shareholders have often instituted securities class action litigation, as was the case in February and March, 2015, when class actions of our shareholders, alleging violations of the Exchange Act, were initiated against the Company and certain of our officers as defendants. Any such additional securities litigation could result in substantial costs and divert the resources and attention of our management from our business. 33 Raising additional capital by issuing securities or issuing securities pursuant to acquisitions of other companies or technologies may cause dilution to our shareholders, and may furthermore be difficult under certain market conditions. We may need or desire to raise additional substantial capital in the future. Most recently, in April 2025, we completed a PIPE transaction with Fortissimo Capital, whereby we raised $120 million and Fortissimo Capital acquired 11,650,485 newly-issued ordinary shares at a price of $10.30 per share, which reflected a premium of 10.6% over the closing market price of the ordinary shares on January 31, 2025, the last trading day before the agreement was signed. Our future capital requirements will depend on many factors, including, among others: •the extent to which we acquire or invest in businesses, products or technologies (as we did in acquiring Origin in December 2020, RPS in February 2021, Xaar 3D in November 2021, Riven in 2022, Covestro AG in April 2023, Arevo’s technology portfolio in March 2024, key assets and operations of Forward AM Technologies GmbH in May 2025, and assets (including the IP portfolio) of Nexa3D in June 2025) and other strategic relationships; •our degree of success in capturing a larger portion of additive manufacturing demand; •the costs of establishing or acquiring sales, marketing and distribution capabilities for our products; •the costs of preparing, filing and prosecuting patent applications, maintaining and enforcing our issued patents and defending intellectual property-related claims; and •the costs of financing unanticipated working capital requirements and responding to competitive pressures. We may also desire to issue additional shares in the future as consideration for the acquisition of other companies or technologies. If we raise funds or pay for acquisitions of other entities by issuing equity or convertible debt securities, it will reduce the percentage ownership of our then-existing shareholders, and the holders of such new securities may have rights, preferences or privileges senior to those possessed by our then-existing shareholders. If such fundraising or share issuance in a transaction is being conducted at an effective price or valuation per ordinary share that is lower than the price per share at which our existing shareholders acquired their ordinary shares, it would be dilutive to those shareholders. Our ability to raise money by offering and selling our shares in a private or public offering, or to use our shares as consideration in an acquisition or other transaction, may be hurt if the market price of our ordinary shares is low, and even if we succeed at effecting such an offering or other transaction, that could further dilute our existing shareholders. 34 The market price of our ordinary shares has experienced significant decline over time, and we cannot guarantee when and whether it will recover, which could have adverse consequences for our company and our shareholders. The market price for our ordinary shares, which had declined significantly from its all-time high in periods following the Stratasys, Inc.- Objet Ltd. merger and had vacillated in recent years, including in 2023 due to potential merger and acquisition activity, fell over the course of 2024 to all-time lows before slowly recovering towards the end of 2024. We cannot guarantee when and whether our share price will return to its previous levels, as that is dependent on numerous factors, including factors that are beyond our control and unrelated to our results of operations and financing condition, such as the health of the 3D printing industry as a whole and the state of the U.S. capital markets more generally. Should our share price remain at relatively low levels, that would adversely impact our ability to raise funds in the capital markets or to utilize our securities as payment in a value-adding acquisition or other strategic transaction. It could also cause us to be vulnerable to an undesirable, hostile takeover attempt that could benefit an acquirer to the detriment of our public/minority shareholders, who would not receive fair consideration or a control premium for their ordinary shares. There are risks associated with our share repurchase program. Our board of directors approved our current share repurchase program in September 2024, under which we can repurchase up to $50 million of our outstanding ordinary shares. Under the new program, purchases can be made by way of a variety of methods, including open market purchases, privately negotiated transactions or otherwise, all in accordance with U.S. securities laws and regulations, including Rule 10b-18 under the Exchange Act. Our share repurchase program may reduce the public float of shares available for trading on a daily basis, and may cause volatility in the price of our ordinary shares. Our repurchases may be limited, suspended, or terminated at any time without prior notice. There can be no assurance that we will repurchase any specific amount of ordinary under our share repurchase program or that any repurchases will have a positive impact on our share price or profitability. Important factors that could cause us to discontinue or decrease our share repurchases include, among others, unfavorable market conditions, the market price of our ordinary shares, the nature of other investment or strategic opportunities presented to us, the rate of dilution of our equity compensation programs, our ability to make appropriate, timely, and beneficial decisions as to when, how, and whether to purchase shares under the share repurchase program, the tax consequences of any repurchases (including the potential impact of the 1% excise tax on certain share repurchases), and the availability of funds necessary to continue purchasing shares. By reducing our outstanding share capital, our share repurchase plan may furthermore enable an opportunistic significant shareholder to more easily accumulate a controlling stake in our company, without having to purchase as many shares from public shareholders and without having to pay a control premium (assuming that, as is the case currently, we do not then have a shareholder rights plan in effect to effectively prevent such an accumulation). Furthermore, if we curtail or suspend our repurchase program, our share price may be negatively affected. We do not anticipate paying any cash dividends in the foreseeable future. Therefore, if our share price does not appreciate, our shareholders may not recognize a return, and could potentially suffer a loss, on their investment in our ordinary shares. We intend to retain all available funds and any future earnings to fund the development and growth of our business. As a result, capital appreciation, if any, of our ordinary shares will be investors’ sole source of a return on their investment for the foreseeable future. 35 Even if we decide to pay dividends on our ordinary shares, we may be restricted from doing so or payment of such dividends may have adverse consequences for our company. Under the Companies Law, dividends may only be paid out of our profits and other surplus funds (as defined in the Companies Law) as of the end of the most recent year or as accrued over a period of the most recent two years, whichever amount is greater, provided that there is no reasonable concern that payment of a dividend will prevent us from satisfying our existing and foreseeable obligations as they become due. In the event that we do not meet the profit and surplus funds criteria, we can seek the approval of an Israeli court in order to distribute a dividend. The court may approve our request if it is convinced that there is no reasonable concern that the payment of a dividend will prevent us from satisfying our existing and foreseeable obligations as they become due. Due to the acquisition method of accounting utilized, under GAAP, for the Stratasys, Inc.- Objet Ltd. merger and the Origin transaction, pursuant to which we were deemed to have acquired Objet’s assets and Origin's assets, we have incurred and will continue to incur significant annual amounts of amortization expense in respect of those assets. We are also subject to the risk of impairment charges from time to time to our acquired assets. These significant annual expenses under GAAP have reduced, and may continue to reduce or eliminate, our profits and surplus funds as determined under the Companies Law, and, hence, may restrict our ability to pay dividends (absent court approval). In general, the payment of dividends may also be subject to Israeli withholding taxes. In addition, because we receive certain benefits under the Israeli law relating to “Approved Enterprise” and “Beneficiary Enterprise”, our payment of dividends (out of tax-exempt income) may subject us to certain Israeli taxes to which we would not otherwise be subject. See “Risks related to our operations in Israel—The government tax benefits that we currently receive require us to meet several conditions and may be terminated or reduced in the future, which would increase our costs.” We are a foreign private issuer under the rules and regulations of the SEC and are therefore exempt from a number of rules under the Exchange Act and are permitted to file less information with the SEC than a domestic U.S. reporting company, which reduces the level and amount of disclosure that you receive. As a foreign private issuer under the Exchange Act, we are exempt from certain rules under the Exchange Act, including the proxy rules, which impose certain disclosure and procedural requirements for proxy solicitations. Moreover, we are not required to file periodic reports and financial statements with the SEC as frequently or as promptly as domestic U.S. companies with securities registered under the Exchange Act; and are not required to comply with Regulation FD, which imposes certain restrictions on the selective disclosure of material information. In addition, our principal shareholders are exempt from the reporting requirements, and our officers, directors and principal shareholders are exempt from the “short-swing” profit recovery provisions, of Section 16 of the Exchange Act and the related rules under the Exchange Act with respect to their purchases and sales of our ordinary shares. Accordingly, you receive less information about our company and trading in our shares by our affiliates than you would receive about a domestic U.S. company, and are afforded less protection under the U.S. federal securities laws than you would be afforded in holding securities of a domestic U.S. company. As a foreign private issuer, we are also permitted to, and actually do, follow certain home country corporate governance practices instead of those otherwise required under the Listing Rules of the Nasdaq Stock Market for domestic U.S. issuers. We have informed Nasdaq that we follow home country practice in Israel with regard to, among other things, director nomination procedure and approval of compensation of officers. In addition, we have opted to follow home country law instead of the Listing Rules of the Nasdaq Stock Market that require that a listed company obtain shareholder approval for certain dilutive events, such as the establishment or amendment of certain equity- based compensation plans, an issuance 36 that will result in a change of control of the company, certain transactions other than a public offering involving issuances of a 20% or greater interest in the company, and certain acquisitions of the stock or assets of another company. Following our home country governance practices as opposed to the requirements that would otherwise apply to a United States company listed on The Nasdaq Global Select Market may provide our shareholders with less protection than they would have as shareholders of a domestic U.S. company. Changes to our status as a foreign private issuer or a reduction to the leniencies accorded to foreign private issuers could increase our compliance costs. Under the current SEC rules, our status as a foreign private issuer is subject to an annual review and test, and will be tested again as of June 30, 2026 (the last business day of our second fiscal quarter of 2026). If we lose our status as a foreign private issuer, we will no longer be exempt from such rules. Among other things, beginning on December 31, 2026, we would be required to file periodic reports and financial statements on a periodic basis (including both an annual report in respect of 2026 and quarterly reports in respect of each of the quarters of 2027) as if we were a company incorporated in the U.S., which, among other things, would result in increased compliance and reporting costs to us. On June 4, 2025, the SEC issued a concept release soliciting comments on potential revisions to the foreign private issuer definition and/or the accommodations accorded to foreign private issuers. The SEC is considering several possible changes, including requiring foreign private issuers to have minimum non-U.S. trading volume or maintain a foreign (non-U.S.) exchange listing (neither of which we currently have), or be incorporated in jurisdictions with robust regulatory frameworks. If the SEC amends the conditions to being a foreign private issuer and we cannot meet the new conditions, we would become subject to the more stringent requirements applicable to U.S. domestic issuers. If the SEC substantially reduces the accommodations accorded to foreign private issuers, then even if we maintain our status as a foreign private issuer, we would still be subject to more stringent requirements. Either of those outcomes could significantly increase our compliance costs and require substantial changes to our practices. If we are classified as a passive foreign investment company, or PFIC, our U.S. shareholders may suffer adverse tax consequences. Generally, if for any taxable year, after applying certain look-through rules, 75% or more of our gross income is passive income, or at least 50% of the value of our assets are held for the production of, or produce, passive income, we may be characterized as a PFIC for U.S. federal income tax purposes. Passive income for this purpose generally includes, among other things, certain dividends, interest, royalties, rents and gains from commodities and securities transactions and from the sale or exchange of property that gives rise to passive income. If we are a PFIC, gain realized by a U.S. shareholder on the sale of our ordinary shares may be taxed as ordinary income (rather than as capital gain income), and an interest charge added to the tax. Rules similar to those applicable to the taxation of gains realized on the disposition of our stock would apply to distributions exceeding certain thresholds. Although we do not believe that we were a PFIC in 2025, we cannot assure you that the IRS will agree with that conclusion or that we will not become a PFIC in 2026 or in a subsequent year. The tests for determining PFIC status are applied annually, and it is difficult to make accurate predictions of our future income and the future value of our assets. U.S. shareholders should consult with their own U.S. tax advisors with respect to the U.S. tax consequences of investing in our ordinary shares. For a discussion of how we might be characterized as a PFIC and related tax consequences, please see “Item 10.E, Additional Information— Taxation— U.S. Federal Income Tax Considerations— Tax Consequences if We Are a Passive Foreign Investment Company”. 37
A.History and Development of the Company Our legal and commercial name is Stratasys Ltd., and we are the product of the 2012 merger of two leading additive manufacturing companies, Stratasys, Inc. and Objet Ltd. Stratasys, Inc. was incorporated in Delaware in 1989, and Objet Ltd…
A.History and Development of the Company Our legal and commercial name is Stratasys Ltd., and we are the product of the 2012 merger of two leading additive manufacturing companies, Stratasys, Inc. and Objet Ltd. Stratasys, Inc. was incorporated in Delaware in 1989, and Objet Ltd. was incorporated in Israel in 1998. As part of that merger transaction, the ordinary shares of Stratasys Ltd. were listed on the Nasdaq Global Select Market under the trading symbol “SSYS”. We have acquired (and, in certain cases, disposed of) a number of companies since that time. In July 2014 and August 2014, we acquired Solid Concepts and Harvest Technologies, respectively, two leading providers of additive manufacturing services. Following those two acquisitions, in 2015, we introduced our branded Stratasys Direct Manufacturing, or SDM, service, which significantly broadened and increased our production and offering of AM parts, which are used by our customers as prototypes, benchmarks and end-use parts. In December 2020, we acquired 3D printing start-up, Origin Inc., or Origin, and its proprietary P3 Programmable PhotoPolymerization technology, which has become an important growth engine for our company. The acquisition was aimed at fortifying our leadership in polymers and production applications of 3D printing in industries such as dental, medical, tooling, and select industrial, defense, and consumer goods markets. In February 2021, we acquired UK-based RP Support Ltd., or RPS, a provider of industrial stereolithography 3D printers and solutions. RPS’ complementary technology further expanded our polymer suite of solutions across the product life cycle, from concept modeling to manufacturing. In April 2021, we introduced the Stratasys H350 3D printer, the first system powered by the powder-based SAF™ technology of Xaar 3D Ltd., or Xaar, and in November 2021, we acquired all remaining shares of Xaar (we previously owned a 45% share in Xaar), thereby accelerating our growth in production-scale 3D printing. In September 2022, we disposed of our subsidiary MakerBot, a leader in desktop 3D printing, merging it with UltiMaker, after which transaction we hold a 46.5% equity interest in the combined company, which aims to provide easy-to-use and accessible 3D printing hardware, software, and materials for any application. In October 2022, we acquired the assets of the quality- assurance software company Riven and integrated its cloud-based software solution into our GrabCAD® additive manufacturing platform, which enables manufacturing customers to adopt our solutions for end-use parts production. We completed, in April 2023, the acquisition of the additive manufacturing materials business of Covestro AG, which has expanded our differentiated materials offerings in stereolithography, digital light processing (DLP), and powders. As part of that acquisition, we also significantly expanded our IP portfolio, obtaining ownership over hundreds of patents and pending patents that were held by Covestro. Our materials portfolio was similarly bolstered in May 2025 when we acquired key assets and operations of Forward AM Technologies GmbH, formerly a prominent additive manufacturing materials brand, particularly enhancing our Selective Absorption Fusion (SAF) and Digital Light Processing (DLP) portfolios. Our acquisition in June 2025 of a collection of assets, including the IP portfolio, of Nexa3D, added its lineup of high-speed resin 3D printers to our systems offerings. We have furthermore effected, and expect to continue to effect, smaller acquisitions and investments in other companies from time to time to support execution of our strategy. We have dual headquarters. Our registered office and one of our two principal places of business is located at 1 Holtzman Street, Science Park, P.O. Box 2496, Rehovot 76124, Israel, and our telephone number at that office is (+972)-74-745-4314. Our other principal place of business is located at 5995 Opus Parkway, Minnetonka, Minnesota, and our telephone number there is (952) 937-3000. Our agent in the United States is Richard Garrity, Chief Business Unit Officer of our Delaware subsidiary, Stratasys, Inc., whose address is c/o Stratasys, Inc. at the address of our Minnetonka, Minnesota headquarters. Our web address is www.stratasys.com. The information contained on that website (or on our other websites, including stratasysdirect.com and makerbot.com) is not a part of this annual report. The SEC maintains an 38 Internet site (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. As an Israeli company, we operate under the provisions of the Companies Law. In 2025, 2024 and 2023, our capital expenditures amounted to $27.1 million, $12.7 million and $15.0 million, respectively, of which $24.9 million,$10.9 million and $13.6 million, respectively, was principally related to the purchase and construction of property, plant and equipment. During 2025 and 2024, our purchases of property and equipment were primarily directed at the enhancement of our manufacturing capabilities to support new solution offerings, for our facilities in Israel and the United States. B.Business overview We are a global leader in polymer-based 3D printing solutions, which we provide at every stage of the product life cycle, with multiple technologies and complete solutions for superior application fit, across industrial, healthcare and consumer fields. We focus, in particular, on polymer 3D printing solutions that address the fastest-growing industrial and healthcare solutions, which we view as the biggest potential growth opportunity in the 3D printing industry. Leveraging distinct competitive advantages that include a broad set of best-in-class 3D printing platforms, software, materials and technology partner ecosystems, innovative leadership, and a global GTM infrastructure, we are positioned to further expand our leadership in this significant and growing global marketplace. Our approximately 2,700 granted and pending additive technology patents currently held (in addition to many others previously held) have been used to create models, prototypes, manufacturing tools, and production parts for a multitude of industries including aerospace, defense, automotive, transportation, consumer products, dental, medical, fashion and education. Our products and comprehensive solutions improve product quality, development time, cost, time-to-market and patient care. Our additive manufacturing ecosystem of solutions and expertise includes printers and post-process machines, materials, software, expert services, and on-demand parts production. In recent years, we have expanded our leadership through innovation in the fast-growing mass production parts segment through our next-generation photopolymer platform. Our pioneering approach to additive manufacturing of end-use parts enables us to serve a large market with manufacturing-grade 3D printers, utilizing P3™ Programmable PhotoPolymerization technology, which precisely controls light, heat, and force, among other variables, to produce parts with exceptional accuracy and consistency and unique production grade properties. Our Neo® line of systems feature dynamic laser beam technology that enables build accuracy, feature detail, and low variability across the full extent of a large build platform. As an open resin system, Neo products provide customers materials with a wide range of properties such as chemical resistance, heat tolerance, flexibility, durability, and optical clarity, and can produce large parts, providing a significant build area in a small footprint. Similarly, we have accelerated our growth in production-scale 3D printing, with the Stratasys H350™ 3D printer, the first system powered by Xaar’s powder-based SAF™ technology, which is designed to deliver cost-competitive parts at production-level throughput. H Series™ Production Platform printers such as the H350 are designed to deliver part quality, consistency, and reliability for high production yield, utilizing a uniform thermal experience for all printed parts regardless of their placement in the build, representing a significant improvement over traditional powder-bed fusion processes. 39 In April 2023, we purchased the assets of Covestro’s additive manufacturing materials business, including all of the SOMOS™ photocurable liquids portfolio. The materials, IP portfolio, and talent we acquired from Covestro have helped us address new applications in key technology categories such as stereolithography, P3/DLP, and powder-bed fusion, including SAF™ technology. In March 2024, we acquired Arevo’s technology portfolio, including its intellectual property, or IP, estate, which includes multiple foundational patents in carbon fiber printing, Z-strength improvement achieved by localized laser melting and roller compaction, in-situ and AI build monitoring, and hardware design. Adoption of this technology in our FDM® print systems enables us to extend our addressable manufacturing applications for our customers. In October 2025, we launched the iAM Marketplace™. It is an independent, hardware-agnostic platform designed to accelerate adoption of additive manufacturing as a core manufacturing capability across the product lifecycle. The marketplace offers the polymer AM industry’s broadest portfolio of high-quality materials, engineering services, and products, helping manufacturers scale production while enabling more agile, resilient supply chains. iAM Marketplace brings together the materials expertise of iSQUARED, Forward AM, and assets from Nexa3D in a single open-access platform focused on certified solutions and real-world applications. We now offer a broader range of systems, consumables and services for additive manufacturing. Our wide range of solutions, based on our proprietary 3D printing technologies and materials, enhances the ability of designers, engineers and manufacturers to: •visualize and communicate product ideas and designs; •verify the form, fit and function of prototypes; •manufacture tools, jigs, fixtures, casts and injection molds used in the process of manufacturing end-products; •manufacture customized and short-to-medium-run end-products more efficiently, with greater agility, and more sustainably; and •produce objects that could not otherwise be manufactured through subtractive manufacturing methodologies. Our goal is to be the first choice for polymer 3D printing. Given our significant experience and proven operating history, we have many competitive advantages including: •Versatile offering of innovative technologies. We offer five different 3D printing technology platforms, each of which has been optimized for specific industry applications, which provides us with a versatile, deep offering for end users within the 3D printing industry They are complemented by a technology-agnostic software platform, with an extensive and rapidly expanding ecosystem of software solutions and software partners for workflow and connectivity, as well as a robust range of advanced materials. •Extensive materials ecosystem. To ensure maximum performance and quality, as well as access to the broadest possible range of materials for our customers, we provide a robust range of materials in three distinct tiers: (i) Stratasys Preferred, which are engineered by us or our third-party material partners exclusively to provide the best combination of material and printer performance; (ii) Stratasys Validated, which are engineered by us or our third-party materials partners and validated by us with basic reliability testing to accelerate the expansion of material options available in the marketplace; and (iii) Open: Unvalidated materials accessed via an OpenAM Software License, which may offer unique attributes and the potential to address new applications but have not received validation testing or optimization relative to performance and functionality 40 on a Stratasys printer. Our acquisition of Covestro in April 2023 has further strengthened our differentiated materials offering in stereolithography, DLP, and powders, which additional materials are supported by a broad portfolio of patents. The launch of the iAM Marketplace in October 2025 further strengthened our offering with the widest portfolio of materials and services geared towards the needs of our customers. •Deep application engineering expertise. We believe we have the most industry application engineers in the world who provide our deep quality and process certification expertise. This is essential for meeting the rigorous demands of industries like aerospace, where there are over 700,000 Stratasys parts already flying around the world today, or healthcare, where we support multiple materials for biocompatible applications. We have multi-industry experience with multiple 3D printing technologies serving the aerospace, defense, automotive, industrial, dental, consumer, education, and medical industries. •Unparalleled market access. We believe our network of over 140 resellers and value-added channel partners is the strongest and most experienced in the industry, covering every region and every major market. This network of resellers worldwide is exclusive to us and our technologies, and has been built over many years, making it unable to be quickly and easily duplicated. This channel network has focused primarily on selling and servicing our FDM and PolyJet solutions since the merger of Stratasys and Objet in 2012, and starting in 2021, included the Origin P3, SAF, and Neo stereolithography technologies, which dramatically expand the total addressable market across medical, dental, consumer goods, automotive, commercial goods, and service bureaus. •Marquee customer base. Many of the world’s leading companies across aerospace, technology, automotive, consumer, energy, and healthcare are our strategic partners. These include: General Motors, whose new multi-million-dollar additive manufacturing facility in Michigan features Stratasys systems from low to high end; TE Connectivity, which is now using Origin One 3D printers to produce end use parts for aerospace connectivity; Airbus, which we recently announced has printed more than 25,000 flight-ready parts on our systems in 2025, bringing the total number already in flight to over 200,000; and the U.S. Navy, which leveraged Stratasys printers in seven different sites across the globe as part of its annual Trident Warrior experimentation exercise, aimed at demonstrating how advanced manufacturing keeps military units operational at sea and in forward-deployed locations. •Software/Digital manufacturing connectivity. Through our GrabCAD Additive Manufacturing Platform, we have created a smart and connected software ecosystem to enable additive manufacturing at scale across the digital thread, from design through production. Our SDKs integrate with many different software partner solutions, allowing customers to turn data into intelligence by collecting important information that can be used to improve productivity. This level of integration expands the capabilities of 3D printers. In addition, many of our 3D printing systems are software-upgradable. As our largest customers increasingly adopt multiple Stratasys systems across multiple 3D printing technologies, the efficiency benefits of a single software platform to manage them increases. We benefit from recurring revenues from the sale of resin and plastic consumables and related services. We provide products and services to our global customer base throughout our offices in North America and internationally, including: Baden-Baden, Germany; Shanghai, China; and Tokyo, Japan, as well as through our worldwide network of over 140 resellers and channel partners who are exclusive to us and our additive manufacturing technologies. We have 1,757 employees worldwide, including what we believe is one of the largest additive manufacturing service bureaus in the United States. 41 Industry overview Historically, prototype development and customized manufacturing have been performed by traditional methods using metal extrusion, computer-controlled machining, and manual modeling techniques, in which blocks of material are carved or milled into specific objects. These subtractive manufacturing methodologies have numerous limitations. They often require heavy involvement of specialist technicians and can be time- and labor-intensive, and traditional molds for injection molding are expensive. The time intensity of traditional modeling can leave little room for design error or subsequent redesign without meaningfully impacting a product’s time-to-market and development cost. As a result, prototypes have traditionally been created only at selected milestones late in the design process, which prevents designers from truly visualizing and verifying the design and geometry of an object in the preliminary design stage. The inability to iterate a design rapidly hinders collaboration among design team members and other stakeholders and reduces the ability to optimize a design, as time-to-market and optimization become necessary trade-offs in the design process. 3D printing addresses many of the inherent limitations of traditional modeling technologies through its combination of functionality, quality, ease of use, speed and cost. 3D printing can be significantly more efficient and effective than traditional model-making techniques for use across the design process, from concept modeling and design review and validation, to fit and function prototyping, pattern making and tooling, to direct manufacturing of repeatable, cost-effective parts, short-run parts and customized end products. Introducing 3D modeling earlier in the design process to evaluate fit, form and function can result in faster time-to-market and lower product development costs, while keeping intellectual property in-house. As the 3D printing industry is maturing, its role in a product’s lifecycle is further expanding, specifically into manufacturing solutions that follow the initial modeling and prototyping stages of the product lifecycle. This evolution opens a substantially larger total addressable market for additive manufacturing solutions. In the medical industry as well, practitioners are rapidly embracing the cutting-edge production of 3D printed anatomical models for pre-operative procedural planning. 3D printed pre-procedural models are low-cost and are customized to individual patients. Created from medical scans, the printed models provide physicians the opportunity to map out their procedures in a no-risk surgical setting. The rapidly produced and quickly delivered models assist with procedure validation, ultimately improving patient outcomes. For short and medium-run manufacturing, 3D printers eliminate the need for complex manufacturing set-ups and reduce the cost and lead-time associated with conventional tooling. Direct digital manufacturing, or DDM, involves the use of 3D production systems for the direct manufacture of parts that are subsequently incorporated into the user’s end product or manufacturing process. DDM is particularly attractive in applications that require shorter-run or lower-volume parts or rapid turn-around, and for which tooling would not be appropriate due to small volumes. Increasingly, attention is being paid to the potential sustainability benefits of additive manufacturing as well. By producing parts on-site and at scale, carbon emissions associated with transportation and delivery can be reduced. Additive manufacturing also reduces waste because the right number of products are created at the right time. One study has suggested that additive manufacturing could reduce industrial energy use by up to 27% by 2050. Light-weighting parts through additively designed polymer components save airlines fuel. - about 14,000 gallons of fuel per year per plane for every pound eliminated. Technological advancements, such as those achieved by our FDM, P3 and SAF technologies, are beginning to significantly increase the volumes at which additive manufacturing is competitively advantageous up to tens of thousands and beyond in some cases. DDM also enables the production of 42 objects that have been topologically designed, or designed on the basis of a computerized determination of where to place the key components of the object and how to connect them, a process that is generally unavailable using conventional subtractive manufacturing methodologies. Desktop 3D printer usage has shown rapid growth in recent years, with the introduction and adoption of affordable entry-level 3D printers and increased availability and content. These entry-level desktop printers have increased market adoption by professional designers and education institutions. We expect that the adoption of desktop 3D printing will continue to increase in the future, in terms of design applications and engineering applications. We believe that the expansion of the market will be spurred by increased proliferation of 3D content and 3D authoring tools (3D computer-aided-design, or CAD, and other simplified 3D authoring tools), as well as increased availability of 3D scanners. We also believe that increased adoption of 3D printing will be facilitated by continued improvements in 3D printing technology and greater affordability of entry-level systems. We are active in facilitating the growth of the desktop 3D printing market by way of our investment in Ultimaker, a company created from the merger of our former subsidiary MakerBot with Ultimaker into a new combined desktop 3D printing market leader. Stratasys solutions Range of solutions We provide integrated solutions throughout the production cycle for designers, engineers, manufacturers, dental and medical professionals, including compatible products and services designed for our customers’ use to effectively solve their specific application needs. Our solutions consist of 3D printing systems, consumables, software, paid parts, and professional services and encompass everything from prototyping and design all the way through manufacturing aids and production. Our solutions allow our end-users to print 3D models, tools and parts that enhance their ability to visualize, verify and communicate product designs, thereby improving the design, development and validation processes and reducing time-to-market. Our systems create visual aids for concept modeling and functional prototyping to test fit, form and function, permitting rapid evaluation of product designs. Using presentation models developed with our systems, designers and engineers can typically conduct design reviews and identify potential design flaws earlier in the process and make improvements before incurring significant costs due to re-tooling and rework, allowing them to optimize a design much more rapidly and cost-effectively. Our systems aid in the communication of ideas otherwise communicated in abstract or 2D media. For example, physicians use visually and/or biomechanically accurate 3D printed Stratasys models to plan surgical procedures. A model produced with our systems may be used as a sales tool, as a model or part display, or simply for use in conducting a focus group. It may also be used for accelerated collaboration in product design and manufacturing cycles at multiple locations, enabling visualization and tactile response, which can be critical to product development or sales process. Our solutions also empower end-users to quickly and efficiently deploy parts to incorporate into their manufacturing process and improve its effectiveness while at the same time lowering costs. For instance, our solutions enable the production of manufacturing aids and tools such as jigs, fixtures, casts and injection molds aiding in the production and assembly process. These solutions are often faster to produce than through traditional methods, and frequently cost less. Materials like nylon carbon fiber enable these printed products to be both exceptionally strong and lightweight. 43 Additive manufacturing of end-use-parts, using our solutions, is a growing focus of our offerings to customers, and is attractive in applications requiring fast, short-run or low-mid-volume parts where tooling would not be cost-efficient. Our solutions enable the production of objects that generally could not otherwise be manufactured through subtractive manufacturing methodologies. In addition, our solutions enable doctors to train and plan medical procedures based on medical models, created by our printers, as well as create surgical guides to support complex surgeries. In the dental space, our PolyJet solutions enable dental labs to create patient-specific models and guides, including permanent dentures and temporary crowns and bridges, as well as devices for various applications, based on digital dentistry workflow. Our solutions offerings are characterized by the following distinguishing qualities: •material properties of printed objects, such as heat resistance, toughness, brittleness, elongation-to-break, color and flexibility; •quality of printed objects measured by, among other things, resolution, accuracy and surface quality; •consistency of produced parts in a run or batch; •multiple production-grade modeling materials; •reliability of printing systems; •repeatability of parts manufacturing, enabling consistency; •fast time to part; •efficiency of operations with software workflows; •customer service; •cyber security of our systems; •ease of use; and •automatic, hands-free support removal and minimal post processing. 44 Range of technologies and differentiating factors Our solutions are driven by our proprietary technologies, which we have both developed organically and acquired over time through targeted acquisitions. We hold approximately 2,700 patents and pending patents internationally, and our 3D printing systems utilize our patented extrusion-based FDM®, inkjet-based PolyJet™, powder-bed-based SAF®, photopolymer-based P3™, and Neo® stereolithography technologies to enable the production of prototypes, tools used for production, and manufactured goods directly from 3D CAD files or other 3D content. We believe that our broad range of product and service offerings is a function of our 3D printing technology leadership. FDM. A key attribute of our FDM® 3D printing technology is its ability to use a variety of production grade thermoplastic materials featuring surface resolution, chemical and heat resistance, color, and mechanical properties necessary for production of functional prototypes and parts for a variety of industries with specific demands and requirements. Use of these materials also enables the production of highly durable end parts and objects with soluble cores for the manufacture of hollow parts, the manufacture of which were previously dependent on slower and more expensive subtractive manufacturing technologies. We believe this technology is differentiated by factors making it appropriate for 3D printing and additive manufacturing, including: •ability to use FDM® systems in an office environment due to the absence of hazardous emissions; •low post-production processing requirements; •minimal material waste; •build repeatability; •ease of use, with minimal system set-up requirements; •absence of costly replacement lasers and laser parts; and •a high degree of precision and reliability. PolyJet. Our inkjet-based 3D printing technology stands out for its scalability, high-resolution output, multi-material capabilities, and full-color printing down to the voxel level-all within both an industrial or office environment. PolyJet™ 3D printers produce smooth, high-resolution models that closely resemble final product designs. We provide a variety of resins, including rigid, flexible, medical-grade, and bio-compatible materials. PolyJet enables the simultaneous deposition of multiple materials, allowing single-build prints with diverse mechanical and physical properties. Users can create objects featuring both rigid and flexible parts or mix base colors to achieve specific tones. The technology supports over 500,000 color and texture combinations, including Pantone® Validated colors and clear materials that are nearly as transparent as glass. In 2022, we launched PolyJet solutions with 3DFashion™ technology for apparel, followed by FDA-cleared dental parts using TrueDent resin in 2023. In July 2024, we introduced the J5 Digital Anatomy Printer, further enhancing our medical systems offering for improved accessibility in medical care settings. Stereolithography. Our stereolithography technology enables the production of high-quality, durable parts that meet the requirements of a wide range of applications, as well as additive manufacturing prototypes and tools. Industrial stereolithography systems are well-established in the 3D printing industry for applications such as large prototypes, tooling, investment casting patterns, and orthodontic clear aligner molds. They provide quality surface finish, large build sizes, a fast time to print, and an affordable cost per part. We believe that the Neo line of systems (acquired via RPS in February 2021) is superior 45 relative to other solutions currently available due to an open choice of resins, system reliability, low service requirements, simple day-to-day operation, and accurate builds. With access to our strong global channels, we believe we can bring these benefits to many more manufacturing organizations. Our latest acquisition of the Covestro Additive Manufacturing business unit in April 2023 completed our stereolithography offering with the strong Somos® materials portfolio for stereolithography printers. Somos materials are widely known and appreciated for their mechanical properties, printing performance, high quality, and repeatable builds. These materials with our Neo systems offering will provide an attractive and differentiated offering over the current stereolithography solutions in the market. P3. Our P3 resin-based 3D printing technology, acquired through Origin, offers excellent detail, mechanical properties, and throughput for production. We have a strong materials portfolio, including aerospace-grade flame-resistant and biocompatible materials from Forward AM (formerly BASF), Henkel, and Shin-Etsu. The P3 platform supports Preferred, Validated, and Open materials via our Open Materials Library (OML) license, providing access to a wide range of tested and optimized materials. It is software-based, cloud-connected, and uses GrabCAD Print for streamlined workflows. In September 2024, we introduced the next generation of Origin printers - Origin Two, which delivers top-tier accuracy, precision, repeatability, and enhanced reliability and safety. These innovations and our robust materials portfolio will drive adoption among industrial production customers. SAF. Selective Absorption Fusion (SAF) technology was developed via our joint venture with Xaar plc, Xaar 3D Ltd., which we acquired in 2021. SAF is an industrial-grade additive manufacturing technology designed to deliver production-level throughput for end-use parts. Representing the culmination of more than 10 years of research and development, SAF-based 3D printers can deliver a competitive cost per part with the part quality, consistency, and reliability that ensures satisfaction and high production yield. The SAF technology uses a counter-rotating roller to coat powder bed layers onto a print bed and prints absorber fluid to image the part layers. The imaged layers are fused by passing an infrared lamp over the entire span of the print bed. SAF technology executes these key process steps in the same direction across the print bed to provide a uniform thermal experience - and therefore part consistency - for all printed parts regardless of their placement in the build. H Series™ 3D printers use SAF materials developed by leading third party materials providers, including PA11, which is derived from sustainable castor oil, and PA12, which is stiffer than PA11 and is ideal for applications where rigidity is important. We also plan to develop SAF materials internally as a result our acquisition of Covestro Additive Manufacturing. We believe that the range of 3D printing consumable materials, together with the broad set of materials in our materials ecosystem, that we offer, is the widest in the industry. Our consumable materials consist of over 61 FDM spool-based filament materials, over 50 PolyJet cartridge-based resin materials, PolyJet materials can be combined digitally and yield a large variety of digital materials that reflect over 500,000 color variations, transparency, opacity and flexibility levels. 46 Our competitive strengths We believe that the following are our key competitive strengths: •Differentiated product offerings with superior reliability and part quality. Our portfolio of 3D printing systems is differentiated through a combination of superior printing qualities, accuracy, print speed, system reliability the ability to print a range of materials with varying levels of strength, chemical and heat resistance, color and mechanical properties, the ability to print multiple materials simultaneously and suitability for office environments. Our offering is focused on high-end solutions to address customer needs from prototyping applications to complex manufacturing operations. •Our FDM-based systems enable the highly precise printing of engineering and high-performance thermoplastic materials, enabling a wide range of manufacturing applications with little or no post-production processing. •Our PolyJet inkjet-based systems are used in multiple prototyping solutions as well as in manufacturing applications, particularly in higher growth industries such as healthcare and dental. The systems jet ultra-thin layers of material, enabling voxel level control of the deposited materials, part realism (multi materials and colors), high accuracy and resolution and smooth finish to printed models. For use with these various types of systems we offer a wide variety of office-friendly resin consumables, including rigid, flexible (rubber-like), transparent and color materials. This unique quality printing system utilizes the simultaneous jetting of up to six materials to enable end-users to print models, in virtually unlimited combinations, in a single build. •Our P3-based systems, which we added to our solutions portfolio via the acquisition of Origin, offer a best-in-class combination of detail, mechanical properties and throughput for mass manufacturing production parts. This addition allows us to expand our leadership through innovation in the fast-growing mass production parts segment in industries such as dental, medical, tooling, and select industrial, defense, and consumer good segments. The P3 technology is an advancement on DLP principles ,whereby liquid photopolymer resin is cured with light. Our Origin One 3D printers offer precisely controls light, heat, and force, among other parameters, via Origin's closed-loop feedback software. This new technology enables customers to build parts with industry-leading accuracy, consistency, size and detail, while using a wide range of commercial-grade, durable resins. •Our powder bed fusion (PBF) SAF-based systems, which launched at the end of 2021, expand our total addressable market across multiple segments, including commercial goods (frequent demand for short and medium run production) aerospace, defense, and automotive (production parts at competitive speeds), consumer goods (pre-production parts, short runs, and specialty production), and service bureaus (an excellent high-utilization environment for a wide variety of components). •Our industrial stereolithography RPS’ Neo line of systems/printers feature dynamic and variable laser beam technology that enables build accuracy, feature detail, excellent side wall quality and low variability across the full extent of a large build platform. As open resin systems, the Neo products provide customers a choice of materials that deliver a wide range of properties such as chemical resistance, heat tolerance, flexibility durability and optical clarity. 47 •Integrated solutions offering/ecosystem- We believe our customers are looking for primary partner for polymer additive manufacturing, which we believe we are uniquely able to provide. We provide integrated solutions offering that include compatible products and services that are designed to meet the full gamut of our clients’ needs in an efficient manner, consisting of a broad range of systems, consumables, software and services, including: ◦3D printers; ◦materials; ◦GrabCAD software along with additional advanced software and AI-driven tools that enhance design preparation, workflow automation, and production optimization; ◦professional services; ◦parts on demand; ◦vertical applications; ◦partnerships and alliances; and ◦enhanced collaboration among industry professionals, via our GrabCAD Community, which provides engineers and designers a resource for CAD models and helps them communicate ideas and share designs. •Proprietary technology platforms with multidisciplinary technological expertise. We believe that our proprietary 3D FDM, 3D inkjet-based PolyJet, P3 and SAF printing engines offer end users the versatility and differentiated features necessary for a wide variety of current and potential applications. We combine our proprietary hardware platforms, featuring widely-deployed inkjet printer heads or easy-to-use extrusion heads with integrated software and a wide range of proprietary materials to develop and produce leading 3D printing systems. •Leading Direct Manufacturing Business. Our Stratasys Direct Manufacturing service business is one of the largest and leading AM parts service providers globally. This unit’s knowledge of and experience in AM, including materials and systems know-how, and AM end-use parts production has enhanced our manufacturing offering suite. For example, the Stratasys Direct team has helped accelerate our product development for the Origin One and H350 3D printers to improve their performance in production environments. Furthermore, Stratasys Direct enables us to offer a broader solution to our customers, catering to more of their 3D printing needs, whether by supply of 3D printers or of 3D printed parts through cross-sell or infinite capacity extension. We believe this offering creates better customer intimacy and a competitive advantage for Stratasys. •Synergies between SDM and 3D printer sales businesses. Our Stratasys Direct® AM parts service business has been capitalizing on the synergies between it and our 3D printer sales business. Stratasys Direct Manufacturing works closely with our North American sales organization and benefits from access to some of the largest customers for our 3D printing systems, who have been increasingly relying upon Stratasys Direct for production parts and development needs. •Diverse, global customer base. We have a broad customer base, ranging from global market leading brands to small businesses and professionals and individuals. Our end-users include companies across a wide range of industries and applications, including automotive, aerospace, dental laboratories, consumer products, educational institutions, defense, medical analysis, medical systems, electronics, and heavy equipment. 48 •Large and growing installed base. Our differentiated offerings have led to a large and growing installed base. The significant installed base has resulted in greater distribution reach and enhanced opportunities for cross selling, given the significantly broadened and complementary product offerings. It furthermore presents us with an opportunity to generate recurring revenues from sales of consumables and services to the installed base. •Extensive global reach. With over 140 value added channel partners around the world, we are well positioned to leverage the extensive geographic reach of our marketing, sales and support organization to serve customers and grow awareness of 3D printing for prototyping, design and manufacturing. This level of service and support is becoming an especially critical differentiator as our customers adopt 3D printing for more operationally critical manufacturing applications. •Increased accessibility and ease of use for customers. Our GrabCAD Additive Manufacturing software platform and our GrabCAD Community enable designers, engineers, and machine operators to easily manage our 3D printing systems at scale. •GrabCAD Print software provides native CAD job programming along with popular CAD and common 3D file formats (3MF, STL, VRML), thereby reducing time and errors in job planning and resulting in high quality printed parts. GrabCAD Print is offered in Standard (free) and Pro (subscription) variants for FDM, PolyJet, SAF, P3 and SL Stratasys technologies. •GrabCAD Streamline Pro subscription software is a comprehensive workgroup software suite, powered by GrabCAD Print™. Designed to connect people, parts and printers, GrabCAD Streamline Pro reduces the effort in managing a company’s entire fleet of Stratasys 3D printers from one platform. It creates the opportunity for secure, centralized software workflows for efficient part production at any scale, regardless of the number of printers or types of parts printed. This thereby leads to higher efficiency, reduced cost and business process automation. •GrabCAD Streamline Pro supports FDM and PJ Stratasys technologies, with plans to add support for SAF, DLP and SL Stratasys technologies in the future. •GrabCAD IoT Platform is a solution designed to transform how customers manage their 3D printing operations and optimize additive manufacturing productivity. The GrabCAD® IoT Platform is available to Stratasys customers with GrabCAD® Streamline Pro™ workgroup software, with PolyJet J3/J5 Series™ printers and from Stratasys Customer Support. The solution is planned to be rolled out to other technologies in the future. •GrabCAD Software Development Kits provide the means to create two-way integrations with third party software applications, including our GrabCAD Software Partners and our customers business systems, dramatically extending the value of our platform. •GrabCAD Community is the online community of over 15 million professional engineers, designers, manufacturers, and students who share best practices via tutorials, discussion forums, design/print challenges and 3D content. 49 Our growth strategy We are guided by our “North Star” strategy, pursuant to which we are initially focused on providing a complete offering of polymers, which we view as the biggest potential profit pool in the industry, and after which we intend a full expansion into metals. By following this strategy, we expect to build a portfolio that can solve all customer needs related to 3D printing. Our solutions deliver value to every touchpoint across the product lifecycle. At the heart of our strategy lies the development of end-to-end solutions tailored to specific manufacturing applications and use cases. These solutions empower our customers to fully leverage the benefits of Additive Manufacturing at scale. Our approach involves providing a full suite of all five polymer technologies, boasting the industry's most extensive materials portfolio, alongside an advanced software platform. We continuously augment our offerings to ensure a seamless and efficient workflow. Leveraging our profound expertise in application engineering, coupled with our unparalleled Go-to-Market infrastructure and resilient business model, we collaborate closely with customers to devise tailored solutions that meet their unique needs. Subsequently, we effectively scale these solutions to serve broader market demands. The key elements of our strategy for growth include the following: •Offering a full suite of all five polymer technologies. We offer five best-in-class technologies for every step in the product lifecycle - from concept through manufacturing, alongside the most expansive materials portfolio in the industry. We believe that the proliferation of 3D content, advancements in AM technology platforms and the introduction of improved materials will continue to drive growth in 3D printing. We expect to see that growth result in a major shift towards more manufacturing application solutions as compared to primarily focusing on design and prototyping. We will continue to invest in the identification of new applications (especially manufacturing applications) for which our proprietary printing technologies, software and materials are appropriate. This approach has resulted in the broadest offering of polymer 3D printing solutions in our industry, serving an unequalled array of end markets. •Having the industry's most extensive materials portfolio, enabling us to address various applications effectively. We continuously bolster our portfolio through extensive in-house research and development efforts, leveraging our expertise to innovate and introduce new materials tailored to emerging market demands. Furthermore, strategic partnerships with third-party entities further enrich our portfolio, allowing us to access specialized materials and technologies. Additionally, we remain committed to strategic acquisitions that align with our portfolio expansion goals, ensuring that we remain at the forefront of material innovation within the industry. •Adding more value through software, both from our partners and ourselves. We offer Industry 4.0-ready systems that include API integration to leading manufacturing software solutions. On the one hand, that makes it easier to add more systems and use them more intensively (“Connect one Stratasys printer- connect them all”) and on the other hand, it enables our obtaining new value from our software partners. Enabling our customers to see the systems and materials usage in real time helps them to enhance our own technological offerings much easier. This enables us to provide our customers with advanced remote features like remote support, predictive support and materials replenishment. That, in turn, generates sales of our integrated solutions. 50 •Possessing deep application engineering experience. Our people have the deepest application engineering expertise in the industry, which allows us to educate customers and drive future innovation. We have in place today an offering of solutions that includes the complete gamut of compatible systems, consumables, software and services (parts on-demand, professional and expert consulting services) that are designed to meet our clients’ needs in an integrated, complete manner. We will seek to extend our technological capabilities by addressing manufacturing applications and continuing to invest in our R&D efforts, which focus on enhancing our current printing technologies as well as developing new innovative solutions for 3D printing and exploring inorganic opportunities for new printing technologies. We believe that by enhancing our AM technological capabilities and by developing and introducing new materials for our 3D printing and production systems, we will be able to increase both the size of, and our share of, the 3D printing marketplace. •Possessing an unmatched Go-to-Market infrastructure. We believe our network of over 140 value-adding channel partners is the largest and most experienced in the industry. This is a competitive advantage that we believe is not easily or inexpensively replicated. Our goal is to reach new customers and increase sales to existing customers by leveraging that network and providing access to new solutions that address customers’ specific needs. These solutions include those offered by our Stratasys Direct Manufacturing service. As part of this strategy, we intend to grow awareness of 3D printing solutions for prototyping and manufacturing and to develop industry-specific sales channels as part of our effort to commercialize a broader range of new manufacturing and production applications. •Having a resilient business model designed to scale as opportunities present themselves. Our corporate and Go-to-Market infrastructures are positioned to effectively absorb, scale and create operating leverage for key opportunities that can complement and grow our leading position in polymers as they arise, all while providing operating leverage to the company. We are also positioned to weather unexpected downturns like the one we have seen from the pandemic, and to scale up during times of growth, capturing market share and increasing revenues, margins, and earnings. We are not dependent on any one client or end market, as evidenced by our not having any one customer with which we are contractually engaged for sale of our products or services that represent greater than 10% of our revenues. •Collaborating closely with customers to devise tailored solutions and to accelerate the adoption of 3D printing technology. We prioritize collaboration with our esteemed blue-chip customers to develop tailored solutions that meet their unique needs. Our deep relationships with these key stakeholders allow us to gain valuable insights into their challenges and requirements, enabling us to co-create innovative solutions together. By closely engaging with customers throughout the product development process, we identify opportunities to replace traditional manufacturing methods with cutting-edge additive manufacturing solutions. Together, we explore new use cases and applications, leveraging our combined expertise to drive efficiency, cost savings, and competitive advantages. Through this collaborative approach, we not only address immediate needs but also anticipate future industry trends, positioning ourselves as trusted partners in our customers' journey towards manufacturing excellence. 51 Products and services Our products We offer a dedicated suite of products for applications such as rapid prototyping (RP), tooling, and manufacturing parts. Our products include 3D printing and post processing systems, consumable materials, software, paid 3D printed parts service, and support services. Collectively, this portfolio of products offers a broad range of performance options for our customers, depending on their application, the nature and size of the designs, prototypes, and/or final parts desired. Our products are available at a variety of different price points and include entry-level industrial 3D printers, a range of mid-systems for prototyping and end use parts production, and large production systems for additive manufacturing at scale. We also offer a range of 3D printing materials (as described under “Consumable materials” below). The performance of our different systems varies in terms of capabilities, which are related to the following features: •print speed; •resolution; •materials; •resin cartridge capacity / filament spool size; •maximum model (or tray) size; •repeatability; and •duty cycle, or the number of parts that a printer can produce over a given period of time without requiring maintenance. Our systems are integrated with our software and are supported by services provided to our customers, both directly and through our reseller channel. Printing systems We offer a series of printing systems that address the largest parts of the addressable market for polymer 3D printing. Our 3D printing systems, which are based on our proprietary FDM-(Fused Deposition Modeling), PolyJet, P3, SAF and stereolithography technologies, are described below: FDM printers Stratasys’ market-leading FDM portfolio of printers have exceeded a milestone of 35,000 installed printers. FDM printers are designed to meet a wide range of applications, from prototyping to manufacturing tools, to production parts. The F170, F370, F770, F190CR and F370CR models, are designed to meet end-to-end prototyping and jigs & fixtures applications mainly. Where as other larger scale printers like Fortus 450mc, F900 and F3300 models, largely suit the production of end parts as well as higher requirement jigs & fixtures, and tooling. The F Series printers enable prototypes that range from rapid, economically-effective concept verification models in PLA material/ fast-draft mode, to advanced design validation prototypes using a 0.005-inch slice resolution and soluble support for unmatched precision, repeatability and aesthetics. The F Series product line allows users to create parts in PLA, ABS plus, ASA, TPU, ABS-ESD, Diran and PC-ABS materials, which parts therefore possess the strength required for true form, fit and functional testing. The F Series printers are designed to enable ease of use and maintenance while offering an easy-to-use, yet rich user experience with GrabCAD Print software. In 2022, we introduced the composite 52 ready F190CR and F370CR hardened printers that can print Nylon 10CF. These new printers meet customer demand for manufacturing floor jigs, fixtures and tooling with a higher performance composite material. In 2024, we premiered the F3300, which established a new standard in FDM industrial 3D printing, with up to twice the speed and throughput of standard fused deposition modeling 3D printers. We have been shipping orders of the F3300 to leading companies in the automotive, aerospace and defense industries, along with commercial and industrial manufacturers. The Stratasys Fortus 450mc 3D printer builds high-performance parts in customary materials, but with advanced complexity higher requirements needed for current-day production manufacturers. Fortus 450mc printer has carbon filled composites for functional prototypes, production parts and rugged tooling. Additionally, an acceleration of material development-of Validated Materials-has significantly expanded the application set. Furthermore, an option to license the Stratasys OpenAM™ parameter generator allows users to unlock and tune new custom materials. These systems are run via easy-to-use interfaces and software controls, making them user-friendly in producing complex parts more efficiently. The Stratasys F900 printer offers a streamlined workflow and easier job-monitoring with an internal camera and GrabCAD Print software. Standard certifications are included, eliminating the effort and cost to qualify the 3D printer for the user’s production floor. Additionally, the Advanced Industrial Solution continues to qualify more materials, which allows a faster, simpler path for certifying additive manufactured parts for aerospace and transportation industry solutions. In 2022, we divested our former subsidiary MakerBot, which was merged with Ultimaker. In connection with the merger, a distribution partnership was established whereby Stratasys-exclusive distributors can sell MakerBot and Ultimaker products. PolyJet printers Our PolyJet technology-based, high-end printing systems offer the ability to print multiple materials including color printing in a single part build. The Stratasys J8 Series printers break restrictive technology barriers, enabling customers to print eight different materials at the same time with more than 500,000 different color shades and textures, including Pantone® Validated colors, and multiple material properties— ranging from rigid to flexible, and opaque to transparent. They also 3D-print concept and functional models twice as fast as our previous generation printers, supported by a low-cost DraftGrey material. The J8 Series 3D printers support KeyShot 3D rendering software, enabling designers to save KeyShot designs directly in the new 3MF format and produce 3D printed models in a single day, when traditional modeling can take one-to-three weeks. The J8 series of printers includes also the J850 TechStyleTM printer that allows 3D printing directly on different kinds of fabrics, enabling series productions in the fashion industry. With the J850 TechStyleTM we also offer our VeroEcoFlex range of materials developed for optimized performance on fabrics while meeting the fashion industry key sustainability standards (defined by leading companies in the industry). Another industry-specific version of the J8 series is the Stratasys J850 Digital Anatomy™ printer that helps medical device companies optimize design throughout the product lifecycle. It 3D-prints with GelMatrix™ resin, TissueMatrix™ resin and BoneMatrix™ resin— three advanced materials which, when combined, form over 100 new, unique digital materials to suit anatomical applications. These materials, when used for 3D printing, produce medical models and anatomies that achieve a true-to-life feel and response. This includes both soft tissues, including organs and blood vessels as small as 1mm in diameter, as well as porous bone structures, fibrotic tissues, and ligaments. Recently, we released an additional unique software tool to our medical offering, the Digital Anatomy Creator, allowing seamless creation of different anatomical structures by customizing specific bio-mechanical properties and color 53 using the available materials. This is an advanced differentiated extension of our GrabCAD software for medical users. Our J55 Prime 3D Printer makes that same fast, full-color design realism accessible to designers and teams everywhere in an office-friendly format and smaller footprint. At about a third the price of J8 Series printers, the J55 utilizes five printer materials simultaneously, enabling nearly 400,000 colors or a variety of materials providing tactile, textual, and sensory capabilities. We also introduced a complementary J35™ Pro 3D printer in 2021, which is an all-in-one, multi material desktop 3D printer for designers and engineers needing up to three materials. Like the J8 printers, both J55 and J35 printers support KeyShot 3D rendering workflow with 3MF file format. The J55 and J35 3D printers are also available in several industry-specific versions for the Dental and Medical. For Dental we have introduced the J5 DentaJetTM and the J3 DentaJetTM. The J5 DentaJetTM is the industry’s 3D printer able to accommodate mixed trays of dental parts and in 2024 we have also launch the J5 DentaJetTM XL that supports higher throughputs and lower cost per part. We have also recently launched our groundbreaking TrueDentTM Dentures solution for J5 DentaJetTM, which are FDA-cleared (class II) for dental appliances, including full and partial dentures. These unique materials enables batch production of highly aesthetic, monolithic, polychromatic dental appliances. The J3 DentaJetTM can produce mixed trays of various dental applications limited to three materials. The medical industry-specific J55 versions are the J5 MediJetTM and the J5 Digital Anatomy™ printers. The J5 MediJetTM is designed to produce anatomic visual models and drilling and cutting guides that are sterilizable and biocompatible. The J5 Digital Anatomy™ printer was launch in 2024 and has similar capabilities to the J850 Digital Anatomy™ printer but in a compact accessible platform that supports 5 different resins. Stereolithography printers Our Neo® range of industrial stereolithography (SLA) 3D printers is renowned for delivering superior surface quality, accuracy, and detail. Ideal for large format and high yield volume applications from prototyping to tooling and master patterns, Neo printers utilize dynamic laser beam technology to ensure exceptional part accuracy and low variability across the entire platform. The Neo range of printers provides a significant build area in a small footprint, with simple day-to-day operation. The latest of the Neo range, the Neo800+ printer, delivers exceptional speed and performance, producing injection mold-quality parts up to 50% faster than the Neo800 printer. Both the Neo800+ and Neo800 printers offer our largest build volume at 31.5 x 31.5 x 23.6 in., while the Neo450s printer addresses customer needs for smaller printers, at 17.72 x 17.72 x 15.75 in. Designed with an open resin system, the Neo series can run the most technically advanced SLA materials, including the Somos® resin range. The versatility enables applications requiring specialized properties such as chemical resistance, heat tolerance, flexibility, durability, and optical clarity. All Neo printers are Industry 4.0-ready, powered by Titanium™ control software. This platform offers an expansive suite of capabilities—including an onboard camera, advanced reporting tools, and mid-build parameter customization—representing just a few of the features designed to maximize user control. Exclusive to the Neo800+, ScanControl+ further optimizes speed and precision, while LayerControl+ uses intelligent automation to adjust layer delay times based on build data for improved thermal regulation. 54 Origin P3 printers The Origin® 3D printers use P3™ (Programmable PhotoPolymerization) technology to precisely control light, heat, and force, among other variables, to produce parts with exceptional accuracy and consistency. We engage with a network of materials partners (like BASF, Henkel , Evonik, and Arkema), who work to develop a wide range of commercial-grade materials for this P3 system, resulting in some of the toughest and most resilient materials in additive manufacturing, as well as materials dedicated to specific applications that meet different industries’ standards, such as silicon. The Origin One printer and the range of available materials offer best-in-class printing technology based on digital light processing for production-oriented polymer applications and accelerates our expansion into mass production additive manufacturing. In 2024, we introduced the Origin Two printer that provides higher repeatability, accuracy, and consistency for parts production with a simplified printing workflow. Origin Two matches injection molding precision, unavailable with other resin 3D printers, enabling short production runs and on-demand manufacturing for applications that require superior quality and high part performance. SAF printers At the end of 2021, we began shipping the first SAF technology-based 3D printer, the H350, in the U.S. and Europe. Throughout 2023, we shipped the H350 printer to wider territories, including Asia, Israel and New Zealand H Series™ Production Platform printers such as the H350 are designed to give manufacturers production consistency, a competitive and predictable cost per part, and complete production control for volumes of thousands of parts. The H350 printer itself was manufactured with a dozen different 3D printed parts made with SAF technology. The printer is designed to meet the needs of customers in industries such as commercial goods, automotive, and consumer goods and electronics that benefit from the ability to quickly produce large volumes of 3D-printed parts with compelling and predictable economics. The H350 provides several control features designed to ensure the system is production-ready. All build data is logged for process traceability and remains fully under the customer’s control. Materials can be controlled, tracked and traced, and print settings can be fine-tuned for each customer’s needs. We offer customers validated third-party materials, including PA11 and PA12. We announced GrabCAD Print software for the H350 in late 2021. Key vertical target markets for printing systems To further strengthen our leadership position and following our strategy to deepen the focus on additive manufacturing, tooling and rapid prototyping for specific vertical markets, we have announced a variety of technology and go-to-market partnerships for various key vertical markets, such as automotive, aerospace, consumer products and healthcare. 55 Consumable materials We sell a broad range of Stratasys proprietary 3D printing materials, consisting of over 70 FDM spool-based filament materials, 50 PolyJet cartridge-based resin materials, five hybrid photopolymer resins for SL and DLP, and four powder materials for PBF. These materials (only PolyJet) yield a large variety of digital materials that reflect over 500,000 color variations, transparency, opacity and flexibility levels, for use in PolyJet 3D printers and provide our customers with all the tools needed to meet their broad application needs. Various of our printing materials are validated or certified in accordance with internationally-recognized standards. The sale of these materials provides us with a recurring revenue stream from users of our 3D printers and production systems. In addition, in 2021, we announced a new hybrid ecosystem model for materials which also enables sales of differentiated 3rd party materials for use in Stratasys systems as well. This Stratasys Material Ecosystem is designed to enable manufacturing customers to address new applications with demanding requirements through accelerated access to leading industry materials. The ecosystem includes the following material categories: •Stratasys Preferred: Preferred by Stratasys for its customers for the highest-performance applications. These materials are engineered specifically for Stratasys printers to provide the best combination of material and printer performance and are developed either by Stratasys or third-party material partners. All currently available Stratasys-made materials are Stratasys Preferred. •Stratasys Validated: Materials validated by Stratasys with basic reliability testing to accelerate the expansion of material options available in the marketplace. •Open: Unvalidated materials accessible via an annual OpenAM™ Software License. These materials may offer unique attributes and the potential to address new applications but they have not received validation testing or optimization on Stratasys printers. We believe this model will help accelerate the move to additive manufacturing at scale and encourage more utilization of its printers. Preferred and Validated materials are sold through Stratasys channels. The materials we sell are described below: FDM materials The modeling and support filament used in our FDM 3D printers and production systems features a wide variety of production grade thermoplastic materials. We continue to develop filament modeling materials that meet our customers’ needs for increased speed, strength, accuracy, surface resolution, chemical and heat resistance, color, and mechanical properties. These materials are processed into our proprietary filament form, which is then utilized by our FDM systems. Our canister-based system has proven to be a significant advantage for our products, because it allows the user to quickly change material by simply mounting the lightweight spool and feeding the desired filament into the FDM print and production devices. Currently, we have a variety of build materials in multiple colors commercially available for use with our FDM technology. Each material has specific characteristics that make it appropriate for various applications. The ability to use different materials allows the user to match the material to the end use application, whether it is a pattern for tooling, a concept model, a functional prototype, a manufacturing tool, or an end use part. 56 PolyJet materials Our resin consumables, which consist of our PolyJet family of proprietary acrylic-based photopolymer materials, enable users to create highly accurate, finely detailed 3D models and parts for a wide range of prototype development and customized manufacturing applications. The wide variety of resins within the PolyJet family is characterized by transparent, colored, or opaque visual properties and flexible, rigid or other physical properties. Support materials that are used together with the model materials enable the 3D printing of models with a wide array of complex geometries. Our resin-based materials are produced in-house and are specially designed for our printing systems. We have invested significant research and development efforts in optimizing our PolyJet materials for use with inkjet technology. These efforts are reflected in the properties of these materials, which enable them to be packaged, stored, combined and readily cured upon printing. Our PolyJet materials are packaged in cartridges for safe handling and are suitable for use in office environments. The polymerized materials can also be machined, drilled, chrome-plated or painted in most cases. Stereolithography materials Our stereolithography materials came to us from our acquisition of the Covestro Additive Manufacturing SOMOS™ portfolio, which closed in early April 2023. These hybrid epoxy-acrylate materials offer a variety of functional prototyping solutions, by delivering flexible, durable, rigid, high temperature or clear properties, to simulate production-targeted polymers. Additionally, several materials can be utilized for manufacturing applications, such as jigs and fixtures, investment casting, injection mold or composite tooling applications. This range of materials enables us to offer a range of solutions, from concept modeling and prototyping, to manufacturing. In addition, we hold a leading patent position in the industry as a result of this portfolio. Other Stratasys materials Beyond this extensive breadth of materials for our technology platforms, we also have the capability to supply materials for non-Stratasys platforms. We sell a broad range of additive manufacturing materials for non-Stratasys 3D printing systems through the iAM Marketplace™, our technology-neutral materials platform. These materials are offered under the iSQUARED, ForwardAM and Addigy brands, which were acquired as part of prior acquisitions. They are compatible with a wide variety of open and third-party additive manufacturing systems and support filament-based, powder-based and photopolymer-based technologies. The sale of these materials provides a recurring revenue stream independent of Stratasys hardware installations and allows customers to access a broad portfolio of industrial-grade materials for diverse applications. The materials we sell for non-Stratasys systems are described below: Filament materials The filament materials offered for FDM and FFF printers consist of standard, engineering-grade and high-performance polymers, fiber-reinforced and flexible materials, as well as support filaments. They are designed to enable applications ranging from concept modeling and functional prototyping to tooling and end-use parts. The wide selection allows users to match materials’ performance to the specific requirements of their application. 57 Powder materials Our powder materials are used in polymer powder-based additive manufacturing technologies, including selective laser sintering, multi-jet fusion and related processes. The portfolio includes polyamide-based powders, polypropylene and elastomeric materials, supporting both prototyping and production applications. Photopolymer materials Our photopolymer materials consist of liquid resins for stereolithography, digital light processing and LCD-based printing systems. They provide a range of physical and visual properties, including rigid, flexible and engineering-grade characteristics, and enable the production of parts with high feature detail and surface quality. In addition to our standard portfolio, we support customized material development for non-Stratasys systems to meet specific customer requirements. This capability allows customers to develop materials optimized for particular applications, mechanical properties, or production environments, enhancing the flexibility and utility of our non-proprietary materials offering. Overall, this range of consumables enables customers to access a broad spectrum of application-ready materials, supporting additive manufacturing workflows across heterogeneous hardware while providing consistency, performance, and choice. Third-party materials partnerships Further augmenting the Stratasys materials portfolio described above, we have developed an ecosystem of third-party materials partnerships. Today, these partnerships include the top materials companies in the AM industry, such as BASF, Henkel, Arkema, ALM, Kimya and more. Not only do these partnerships provide our customers with expanded application potential from the validated materials they offer, but they also provide us the opportunity to speed materials innovation through targeted collaboration. Software Software is an integral part of our solutions-based, go-to-market strategy. Built on cloud, desktop and mobile technologies, the GrabCAD Additive Manufacturing Platform is an open and enterprise-ready software platform that enables manufacturers to manage production-scale additive manufacturing operations. Stratasys’ platform is specifically designed for the unique needs of additive manufacturing across the entire digital thread - from design through production - while also integrating with Industry 4.0 infrastructure and enterprise applications. As of February 2026, the platform consists of more than 40,500 application users, 16,000 3D printers, and over 6,300 workflow users. The platform processes 35 gigabytes of data streams per day. Several components are included in the platform: GrabCAD Print, our job programming software, enables the unique features of our 3D printing technologies such as creating lightweight, structurally sound infills for FDM, and multi-material and color and material management for PolyJet. The feature set of GrabCAD Print is designed to make the process of creating high-quality, highly detailed and accurate models accessible to users in Engineering and Design Offices, Enterprise Model Shops, Manufacturing and Health Care markets. On top of GrabCAD Print, we also offer GrabCAD Print Pro. This is a package of new features and tools that extend the capabilities of GrabCAD Print Standard and are focused on improving accuracy and saving time for professional users. It includes features like: Accuracy center, labeling, automation, costing, split and repair. GrabCAD Print natively reads commonly used 3D CAD file formats as well as traditional STL and VRML files, transforming them into instructions to drive our 3D printing systems. Our software provides a robust collection of features, including structural toolpath and infill controls, color and appearance 58 management, multi-material management, automatic support generation, part scaling, positioning and nesting, as well as geometric editing capabilities. The GrabCAD Print scheduling software includes capabilities to manage the operations of one or more printers including tray packing and optimization, job estimation, system availability, scheduling and monitoring via desktop, web or mobile devices. Additionally, analytics information is available in the form of standard utilization, material usage and job history reports enabling managers and operators to maximize the use of our 3D printing systems. GrabCAD Streamline Pro subscription software is a comprehensive workgroup software suite, powered by GrabCAD Print™. Designed to connect people, parts and printers, GrabCAD Streamline Pro reduces the effort in managing a company’s entire fleet of Stratasys 3D printers from one platform. It creates the opportunity for secure, centralized software workflows for efficient part production at any scale, regardless of the number of printers or types of parts printed. This thereby leads to higher efficiency, reduced cost and business process automation. •GrabCAD Streamline Pro supports FDM and PJ Stratasys technologies, with plans to add support for SAF, DLP and SL Stratasys technologies in the future. GrabCAD IoT Platform is a solution designed to transform how customers manage their 3D printing operations and optimize additive manufacturing productivity. The GrabCAD® IoT Platform is available to Stratasys customers with GrabCAD® Streamline Pro™ workgroup software, with PolyJet J3/J5 Series™ printers and from Stratasys Customer Support. The solution is planned to be rolled out to other technologies in the future. The GrabCAD Software Development Kit (SDK) enables companies and Independent Software Vendors (ISVs) to integrate Stratasys 3D printing at production scale with existing design and manufacturing software applications infrastructure to support enterprise goals such as system connectivity, compliance and workflow automation. The GrabCAD SDK leverages standard protocols such as MTConnect and provides Application Programming Interfaces (API’s), documentation, sample code and a professional support network. The GrabCAD Software Partner Program is available to Independent Software Vendors (ISVs) wishing to integrate into the GrabCAD AM Platform. The GrabCAD Software Partner Program makes up a robust ecosystem of software partners in Additive Manufacturing powered by Stratasys. Stratasys provides access to the GrabCAD SDK- a complete set of developer tools to support system integration as well as support. The GrabCAD Community is an online community of over 15 million professional engineers, designers, manufacturers and students who share best practices via tutorials, discussion forums, design/print challenges and 3D content. Our software is available in nine languages to promote usage in the regions worldwide in which we operate. Online Community GrabCAD Community We operate the GrabCAD Community for mechanical engineers, designers, manufacturers and students where members can share best practices via tutorials, discussion forums, and design/print challenges. This community had more than 16 million members and over six million CAD files available for free download as of the end of 2025. 59 Our services Support services and warranty Customer support Our customer success department provides on-site system installation, operator training, a full range of maintenance and repair services and remote technical support to users of our products. We provide support to our customers directly and through our resellers, ensuring that support and parts may be readily obtained worldwide. We also offer advanced training to our customers and preventive maintenance, particularly on our high-performance systems. Our support network consists of the following: •Stratasys-certified engineers who provide worldwide, on-site installation, training and support; •direct support engineers through our company; •indirect support engineers through certified partners, including third-party service organizations or selected resellers who provide support for our systems; •phone and direct on-site company support in eight languages, and resellers indirect support in local languages; •service logistics in key regional centers; •training facilities and resources in regional centers; •customer-relationship management (CRM) system and learning management system (LMS) to ensure high-quality support for our customers and resellers, including secure remote access to a customer service database containing service history and technical documentation to aid in troubleshooting and repairing systems; •free content on YouTube to help self-maintenance and troubleshooting; •support, tools and up-to-date information to our direct customer and distribution channels from our product support engineering team; •full range of commercial service programs to support the high utilization of our 3D printers and our customers’ unique needs; and •an e-commerce platform allowing for smooth and fast purchasing of our 3D printing materials, and also opening service tickets and following their status. Our goal is to ensure maximum uptime and productivity for our AM systems. In order to do so, we regularly update the technical documentation related to our systems, offer extensive training courses for operators and promote proactive knowledge sharing designed to help users maximize the value of their equipment and to expand the applications for which they employ our 3D printing and production systems. We offer services on a time and materials basis, as well as a full range of post-warranty maintenance contracts with varying levels of support and pricing, as described below under “Extended support programs.” Customer support is represented on cross-functional product development teams within our company to ensure that products are designed for serviceability and to provide our internal design and engineering departments with feedback on field issues. Failure analysis, corrective action, and continuation engineering efforts are driven by data collected in the field. Ongoing customer support initiatives include the development of advanced diagnostic and troubleshooting techniques and comprehensive preventative maintenance programs, an expanded training and certification program for Stratasys and Stratasys partners’ technical personnel, and improved communication between the field and the factory. 60 Basic warranty Our printing systems are sold with warranties that range from 90 days to, typically, one year from installation, depending upon the product line and geographic location. Warranties are typically accompanied by on-site maintenance support. Receipt of maintenance and repair services after the warranty period is subject to the terms of our extended support programs, to the extent purchased by the end-user, as described below. Extended support programs Recognizing that our end-users have varying support needs, we offer a range of support programs that enable our end-users to continue to receive maintenance services beyond the initial warranty period. These support programs contain varying degrees of the support services described above and are priced accordingly. As part of our support programs, in light of our being subject to FDA regulation with respect to our first certified medical device with TrueDent resin, we have in place suitable processes to support customer complaints under the FDA’s standards. Leasing and other services We have arrangements, in certain countries, in which third-party financial institutions independently provide lease financing directly to our customers, on a non-recourse basis to the Company. In these arrangements, we sell and transfer title of the equipment to these financial institutions. Generally, we have no continuing ownership rights in the equipment subsequent to its sale. In addition, we provide pay-per-usage subscription services for our 3D printers and 3D production systems via partners in our global manufacturing network. The revenues generated from such program were insignificant. We also offer a ‘Try and Buy’ program, which provides businesses the ability to try out a 3D printer prior to deciding whether or not it’s the right fit for their company. The potential purchasers of a 3D printer receive customer support from our company during the trial period. Stratasys Direct Manufacturing on-demand parts manufacturing service Stratasys Direct Manufacturing is a contract manufacturing service provider of parts on-demand via polymer 3D printing processes. With over 30 years of experience, Stratasys Direct provides rapid prototyping and production parts using the broadest set of polymer additive technologies of any service bureau in North America and backed by experts ready for the most complex projects. Our digital factories are ISO 9001 certified, with AS9100 and ISO 13485 certifications supporting aerospace and medical end-use part production, respectively. With Stratasys Direct, customers can quickly design, innovate and meet demands of any complexity or scale by accessing the right expertise, industrial-grade 3D printing technologies, and materials without the capital expense. Stratasys Direct pioneered additive manufacturing production applications and specializes in guiding customers from concept development and prototyping through short-run production and long-term manufacturing. Stratasys and Stratasys Direct work together to help Stratasys customers meet their needs with infinite manufacturing capacity or access to technologies or material they do not have in-house. Stratasys Direct Manufacturing also operates a manufacturing ecommerce platform for quick-turn parts, offering free shipping and expedite/economy delivery options, which enables its customers to obtain quotes and order parts around the clock, seven days a week. 61 Customers We have a diverse set of customers worldwide, including, among other prominent companies: General Motors; Toyota; BAE Systems; Boeing; Blue Origin, the U.S. Military and the Mayo Clinic. No single customer or group of affiliated customers nor any individual sales agent or group of affiliated sales agents accounted for more than 10% of our sales in 2025, 2024, or 2023. Our solutions are used across a wide array of applications in a variety of different industries. Marketing, sales and distribution Marketing Our marketing strategies are tailored to achieve several key objectives. These include raising awareness of our brand and offering and establishing thought leadership in manufacturing and key relevant spaces for AM industry and our solutions and product areas. We also aim to build our brand leadership across multiple industries, including automotive, aerospace, defense, medical, dental, fashion, education, and consumer goods. Furthermore, we are committed to expediting and enhancing sales growth while enhancing customer loyalty and lifetime value. To attain these goals, we execute a multichannel approach that encompasses thought leadership and PR initiatives, digital campaigns, full funnel buyer journeys on our website and our marketing automation eco-system, events and impactful product launches. Integrated campaigns serve to deepen connections with our existing customer base while expanding our reach to attract new clients. This approach stimulates demand and generates leads and opportunities across our strategic markets, encompassing both our direct operations and our extensive network of resellers. Our marketing arsenal combines inbound and outbound strategies for maximum impact. Inbound tactics leverage digital platforms, including blogs, social media, search engine optimization (SEO), search engine marketing (SEM), email marketing, engaging webinars and assets to nurture leads. On the outbound front, we deploy digital communication campaigns, execute public relations efforts, use sales representatives with direct outreach, host virtual and in-person tradeshows and roadshows, and orchestrate thought leadership events. We maintain an active presence in newsletters, industry associations, and leverage referrals to bolster our engagement. Additionally, our regional offices across the globe house state-of-the-art product and technology demonstration facilities, reinforcing our commitment to showcasing our solutions effectively. Our resellers are integral to our success, and we support their growth by providing essential marketing tools, trainings and content. We offer a comprehensive suite of marketing resources, including brochures and product guides, “campaign in a box” kits and extend co-marketing opportunities to enhance their visibility and drive pipeline. To ensure their competence in marketing and selling our products, we offer training and education programs. We closely monitor and assess the outcomes of our marketing initiatives, continuously striving to discern evolving customer needs. This analysis informs our product roadmaps and individual marketing plans, enhancing distribution optimization and facilitating seamless product release, ramp-up, and sales processes. 62 Sales distribution methods Our sales organization sells, distributes and provides follow-up support services with respect to our AM systems and related consumables, through a worldwide sales and marketing infrastructure. We generally use two methods for distribution and support: (i) sales to resellers who purchase and resell our products (including materials) and through whom follow-up support and maintenance services and replacement parts are provided to end-users; and (ii) direct sales of systems or services to end-users without the involvement of any intermediaries, for which all aspects of our sales and follow-up services are handled exclusively by our company. Our resellers are overseen by regional managers and some resellers operate on a non-exclusive basis, although we believe that most do not sell competing AM systems. Almost all of the reseller locations that distribute our products have our AM systems available for tradeshows, product demonstrations, and other promotional activities. Additionally, many of them enjoy a long-term presence and offer third-party 3D CAD software packages in their respective territories, enabling them to cross-sell our systems to customers who purchase those other products. In addition to traditional direct sales and reseller-based sales of our AM systems and related consumables, we also utilize an online customer/partner digital hub which serves as a direct digital method for distribution of our products. The online hub acts as a point of sale for consumables, software and spare parts to end-users who own our systems. Geographic structure of sales organization The primary sales organization for our 3D printers and production systems including related consumables, materials and services is divided into groups based on the following geographical regions: Americas; Europe and Middle East; APAC. This structure allows us to align our sales and marketing resources with our diverse customer base. Our sales organization in each region provides sales support to the network of independent reseller and sales agent locations throughout the particular region. We also operate sales and service centers in various locations throughout the Americas and internationally, including: Baden-Baden, Germany; Shanghai, China; and Tokyo, Japan. We believe that this strong geographic distribution of our sales organization, along with our manufacturing capabilities in various locations (as described below under “Manufacturing and suppliers— Manufacturing”) could positively impact our business. Given the increased tariff rates and reciprocal tariffs imposed by the U.S. administration and other countries (as described above under “Item 3.D. Risk Factors— Risks related to our business and financial condition— Import tariffs, taxes, customs duties and other trading regulations…”), our ability to manufacture and distribute our products in the countries and regions in which our customers are located, without becoming subject to those tariffs, could be a competitive advantage for us. In particular, we manufacture most of our industrial solutions in the U.S. (at our Minnesota facilities), which should enable us to minimize tariffs when selling those solutions to the U.S. market, which is our largest single market. The capability of our solutions being produced near our customers should benefit our customers from a tax perspective on a global basis, by reducing excess multi-jurisdictional taxation. 63 Manufacturing and suppliers Manufacturing The manufacturing process for our 3D printing and production FDM, PolyJet, stereolithography (or SLA), and P3 (digital light printing) technology systems consists of assembling those systems using both off-the-shelf and customized components manufactured specifically for us and producing and packaging the consumables products to be used by those systems. Our core competencies include FDM, PolyJet, SLA and DLP systems assembly and integration, software installation and resin and filament manufacturing. The majority of those activities are done internally at our facilities. We currently operate on a build-to-forecast basis and obtain all parts used in the FDM and PolyJet systems manufacturing process from either distributors of standard electrical or mechanical parts or custom fabricators of our proprietary designs. Our manufacturers and suppliers are periodically assessed by us based on their on-time performance and quality. We purchase major component parts for our FDM, PolyJet SLA and DLP systems from various suppliers, subcontractors and other sources, and test those parts in our U.S., Israeli and U.K facilities. Computer-based Material Requirements Planning, or MRP, is used for reordering to better ensure on-time delivery of parts and raw materials. Operators and assemblers are trained on assembly and test procedures including Assembly Requirement Documents, which originate in engineering. In the manufacturing processes for our FDM, PolyJet, SLA and DLP systems, and for our consumables, we employ a Quality Management System, or QMS, that meets international quality standards including ISO 9001:2008 and ISO 13485:2003, in the case of medical devices. We also outsource the manufacturing of main subassemblies up to fully assembled systems ready for integration. The system assembly process for our FDM, PolyJet, SLA and DLP systems includes semi-automated functional tests of key subassemblies. Key functional characteristics are verified through these tests, and the results are stored in a statistical database. Upon completion of the assembly of our 3D printing and production FDM, PolyJet, SLA and DLP systems, we perform complete power up and final quality tests to help ensure the quality of those products before shipment to customers. The final quality tests must be run error-free before the FDM, PolyJet, SLA and DLP systems can be cleared for shipment. We maintain a history log of all FDM, PolyJet, SLA and DLP products that shows revision level configuration and a complete history during the manufacturing and test process. All identified issues on the FDM, PolyJet, SLA and DLP systems during the manufacturing process are logged, tracked and used to make continuous production process improvements. The commonality of designs among our different FDM, PolyJet, SLA and DLP product families eases the transition to manufacturing new designs. Our filament production have used Factory Physics® techniques to manage critical buffers of time, capacity and inventory to ensure product availability. We also use the “5S” method (Sort, Set-in-order, Shine, Standardize and Sustain) and a continuous improvement system as part of our lean manufacturing initiatives to improve organization and efficiency. Inventory and suppliers We maintain an inventory of parts to facilitate the timely assembly of products required by our production plan. While most components are available from multiple suppliers, certain components used in our systems and consumables are only available from single or limited sources. In particular, the printer heads for our PolyJet 3D printing systems are supplied by a sole supplier, Ricoh. We consider our single and limited-source suppliers (including Ricoh) to be reliable, but the loss of one of these suppliers could result in the delay of the manufacture and delivery of the relevant components (and, ultimately, of our 64 products). This type of delay could require us to find and re-qualify the component supplied by one or more new vendors. Although we consider our relationships with our suppliers to be good, we continue to develop risk management plans for these critical suppliers. In order to hedge against the risk of a discontinuation of the supply of our inkjet printer heads in particular, we maintain a reasonable supply of excess inventory of printer heads. Ricoh Agreement We purchase the printer heads for our inkjet 3D printing systems from Ricoh pursuant to an OEM Purchase and License Agreement with Ricoh, or the Ricoh Agreement. Under the Ricoh Agreement, we place orders for print heads and associated electronic components, or the Ricoh Products. Together with provision of these items, Ricoh provides us with a non-transferable, non-exclusive right to assemble, use and sell the Ricoh Products under Ricoh’s patent rights and trade secrets. Pricing under the Ricoh Agreement depends on the quantity of Ricoh Products that we purchase during any given month, and to the extent that we commit to a certain annual minimum prior to an upcoming year, we receive a set, discounted price for all Ricoh Products ordered during that upcoming year. The Ricoh Agreement ran for an initial term of five years (which we renewed in September 2016) and automatically renews for additional one-year periods thereafter unless either party provides the other six months’ advance written notice of termination prior to the end of the then-current term. The Ricoh Agreement may be cancelled by either party if (i) the other party substantially breaches any material provision of the agreement and has not cured such breach within 30 days of receipt of written notice thereof, or (ii) upon the occurrence of certain bankruptcy events, and may furthermore be cancelled by Ricoh if we fail to cure a breach of an undisputed payment obligation within thirty (30) days of the breach. At any time during the term of the Ricoh Agreement, Ricoh may discontinue the manufacture and supply of a print head model, so long as it provides us with at least eighteen (18) months’ prior written notice of such discontinuance and honors all of our purchase orders for the subject print head model within the notice period. During the period of five years from the earlier of either the termination of the Ricoh Agreement or the date of discontinuance of the manufacture of Ricoh Products (that is, following the 18-month notice period described in the previous sentence), we are entitled to purchase additional Ricoh Products for the sole purpose of providing replacements for the installed base of Ricoh Products, including one final purchase order that we may place in the final year of such five-year period and that must be filled by Ricoh within twelve months of when it is placed. The Ricoh Agreement may not be assigned by either party without the other party’s prior written consent, which may not be unreasonably withheld. Research and development We maintain an ongoing program of research and development, or R&D, to develop new systems and materials and to enhance our existing product lines, as well as to improve and expand the capabilities of our systems and related software and materials. This includes significant technology platform developments for our FDM, PolyJet, P3, SAF and SLA technologies, our AM systems, including our integrated software, our family of proprietary acrylic-based photopolymer materials for PolyJet, SL and P3 technologies, and our family of proprietary thermoplastic materials for FDM printing. Our research aims to develop both incremental and disruptive improvements, as well as more affordable products. Our engineering development efforts also focus on customer requested enhancements, and development of new modeling processes, software and user applications. In particular, we have devoted significant time and resources to the development of a universally compatible and user-friendly software system. 65 Our R&D department is divided into groups based on scientific disciplines and product lines. We continue to standardize our product platforms, leveraging each new design so that it will result in multiple product offerings that are developed faster and at reduced expense. We invest a significant amount of our resources in R&D, because we believe that superior technology is a key to maintaining a leading market position. Our net R&D expenses were approximately $77.3 million, $99.1 million and $94.4 million in the years ended December 31, 2025, 2024 and 2023, respectively. Our consumable materials development and production operations for our FDM, PolyJet, P3, SLA and SAF systems are located at our facilities in Eden Prairie, Minnesota; Rehovot, Israel; Kiryat Gat, Israel; Elgin, Illinois; Geleen, Netherlands; and Lengwil, Switzerland. We regard the consumable materials formulation and manufacturing process as a trade secret and hold patent claims related to these products. We purchase and formulate raw materials for our consumables production from various polymer resin and thermoplastic materials suppliers with different levels of processing and value-add applied to the raw materials. Intellectual property We consider our proprietary technology to be important to the development, manufacture, and sale of our products and seek to protect such technology through a combination of patents, trade secrets, and confidentiality agreements and other contractual arrangements with our employees, consultants, customers and others. All patents and patent applications for additive manufacturing processes and apparatuses associated with our technology were assigned to us by those inventors. The principal granted patents relate to our FDM systems, our PolyJet technologies, our 3D printing processes and our consumables, certain of which have already expired and certain of which have expiration dates ranging from 2026 to 2044. We are also a party to various licenses and other arrangements that allow us to practice and improve our technology including a patent license agreement with Cornell University providing access to certain tool changer patents. In addition, we own certain registered trademarks and make use of a number of additional registered and unregistered trademarks, including “Stratasys”, the Stratasys Signet logo, “Objet”, “PolyJet”, “Connex”, “J8 Series”, “J850”, “J826”, “J750”, “J700”, “J5”, “J35”, “J55”, “Vero”, “VeroFlex,” “VeroEco”, “VeroUltra”, “VeroVivid”, “Tango”, “Durus”, “Rigur”, “Elastico”, “Digital ABS”, “TrueDent”, “TrueDent-D”, “PolyJet ToughONE”, “ProBleacher”, “ProSurface”, “FDM”, “Fortus”, “F123 Series”, “F370”, “F900”, “F770”, “F3300”, “Fortus 450mc”, “Insight”, “Antero”, “Diran”, “XTEND”, “Origin”, “Origin One”, “P3”, “Stratasys Direct Manufacturing”, “Stratasys Direct”, “GrabCAD”, “GrabCAD Community”, “GrabCAD Print”, “GrabCAD Print Pro”, “GrabCAD Shop”, “GrabCAD Streamline”, “OpenAM”, “ProtectAM”, “DentaJet”, “Medijet”, “Digital Anatomy”, “TissueMatrix”, “GelMatrix”, “BoneMatrix”, “RadioMatrix”, “3DFashion”, “TechStyle”, “FabriX”, “Neo”, “Neo800”, “Neo450”, “Titanium”, “Titanium Assistant”, “H350”, “H Series”, “SAF”, “Big Wave”, “Selective Absorption Fusion”, “PowderEase”, “ReLife”, “Somos”, “WaterClear”, “WaterShed”, “PerFORM”, “WeatherX”, “Addigy”, “RapidQuotes”, “Mindful Manufacturing”, “AccelerateAM”, “iAM Marketplace”, “iSQUARED”, “ForwardAM”, “Ultracur3D”, “UltraFuse” and “UltraSint”. We believe that, while our patents provide us with a competitive advantage, our success depends on our marketing, business development, applications know-how and ongoing research and development efforts, in addition to our rights under granted and pending patents. Accordingly, we believe that the expiration of any single patent, or the failure of any of single patent application to result in an issued patent, would not be material to our business or financial position. In any event, there can be no assurance that our patents or other intellectual property rights will afford us a meaningful competitive advantage. 66 Please see the risk factor related to the expiration of our patents in “Item 3.D. Risk Factors— Risks related to our intellectual property.” Competition Our principal competitors consist of other developers of additive manufacturing systems as well as other companies that use fused deposition modeling or inkjet-based or vat polymerization or digital light processing (DLP) or power bed fusion technologies to compete in additive manufacturing. The companies that offer these technologies to compete with us include, inter alia, 3D Systems Corporation, EOS GmbH, HP, Carbon, Inc., Formlabs, and Nano. These technologies, which compete for additive manufacturing users, possess various competitive advantages and disadvantages relative to one another within the key categories upon which competition centers, including resolution, accuracy, surface quality, variety and properties of the materials they use and produce, capacity, speed, color, transparency, the ability to print multiple materials and others. Due to these multiple categories, end-users usually make purchasing decisions as to which technology to choose based on the characteristics that they value most. This decision is often application specific. The competitive environment that has developed is therefore intense and dynamic, as players often position their technologies to capture demand in various verticals simultaneously. We are positioned to compete in our industry mainly on the following bases, which we view as competitive strengths: •material properties of printed objects, such as heat resistance, toughness, brittleness, elongation-to-break, color and flexibility; •quality of printed objects measured by, among other things, resolution, accuracy and surface quality; •multiple production-grade modeling materials; •our offering of the best multi-color, multi-material 3D printing systems in the market; •reliability and repeatability of our printing systems; •ease of use, including of one-step automated modeling process. •automated, hands-free support removal; •high level of customer service; and •deep application domain know-how and expert services, including among our channel network. We offer a wide range of systems with varying features, capacities and price points. We believe that this enables us to compete with the other additive manufacturing technologies for a wide range of customers with a variety of applications and goals for their additive manufacturing. We also compete with companies that use traditional prototype development and customized manufacturing technologies, and we expect future competition to arise from the development of new technologies or techniques. Seasonality Historically, our results of operations were subject to seasonal factors. Stronger demand for our products historically occurred in our fourth quarter primarily due to our customers’ capital expenditure budget cycles and our sales compensation incentive programs. Our first and third quarters historically were our weakest quarters for overall unit demand. The first quarter was typically a slow quarter for capital expenditures in general. The second quarter was typically when we would see our largest volume 67 of educational related sales, which normally qualified for special discounts as part of our long-term penetration strategy. Since prior to the COVID-19 pandemic (ever since 2019), however, our historical seasonality pattern has been disrupted, and we have not seen a steady pattern as to the level of demand in the various quarters from year to year. We experience seasonality within individual fiscal quarters, as a substantial percentage of our system sales often occur within the last month of each fiscal quarter. This trend has the potential to expose our quarterly or annual operating results to the risk of unexpected, decreased revenues in the case of our inability to build systems, consummate sales and recognize the accompanying revenues prior to the end of a given quarter. Global operations We have offices in, among other locations, Brazil, China, Germany, Hong Kong, Israel, Japan, Korea, India, Mexico, the United Kingdom and the United States, and organize our operations by geographic region, focusing upon the following key regions: the Americas; Europe and Asia Pacific. Our products are distributed in each of these regions, as well as in other parts of the world. Our customers are dispersed geographically, and we are not reliant on any single country or region for most of our product sales and services revenues, although 59.7% of our 2025 revenues were generated in the Americas and our Stratasys Direct Manufacturing printed parts services are primarily based in the United States and therefore reliant on United States customers. A breakdown of our consolidated revenues by geographic markets and by categories of operations (that is system, consumables and services) for the years ended December 31, 2025, 2024 and 2023 is provided in “Item 5.A. Operating and Financial Review and Prospects— Operating Results.” In maintaining global operations, our business is exposed to risks inherent in such operations, including currency fluctuations, market conditions, and inflation in the primary locations in which our operating expenditures are incurred. Information on currency exchange risk, market risk, and inflationary risk appears elsewhere in this annual report in “Item 3.D. Risk Factors” and in “Item 11. Quantitative and Qualitative Disclosure About Market Risk— Foreign Currency Exchange Risk”. Employees The total number of our full-time equivalent employees, and the distribution of our employees (i) geographically and (ii) within the divisions of our company, in each case as of December 31, 2025, 2024 and 2023, are set forth in this annual report in “Item 6.D. Directors, Senior Management and Employees— Employees”. Government regulation We are subject to various local, state and federal laws, regulations and agencies that affect businesses generally. These include: •regulations promulgated by federal and state environmental and health agencies; •foreign environmental regulations, as described under “Environmental, Social and Governance Matters” immediately below; •the federal Occupational Safety and Health Administration; •the U.S. Foreign Corrupt Practices Act; •laws pertaining to the hiring, treatment, safety and discharge of employees; •export control regulations for U.S. made products; 68 •Israeli tax regulations, as described under “Israeli Tax Considerations and Government Programs” below; •CE regulations for the European market; and •medical device regulations, such as the U.S. FDA Code of Federal Regulations. Environmental, Social, and Governance (ESG) and Sustainability At Stratasys, we recognize the significant role Additive Manufacturing plays in shaping a more sustainable, resilient, and responsible industrial future. Guided by our Mindful Manufacturing™ strategy, we integrate ESG principles into our business to manage environmental impacts, advance responsible innovation, and create long-term value for our stakeholders. In 2025, we marked an important milestone with the publication of our Fourth Sustainability report, prepared in accordance with the Global Reporting Initiative (GRI) Standards, with references applicable to Sustainability Accounting Standards Board (SASB) standards for the hardware sector (TC-HW). This is a reflection of our continued progress in embedding sustainability across our operations, products, and value chain. This report builds on the momentum of prior years and reinforces our commitment to transparency, accountability, and continuous improvement. As further affirmation of our sustainability roadmap, we maintained our EcoVadis Silver rating in 2025, placing Stratasys in the top 15% of companies assessed globally. This recognition reflects the strength of our policies, governance, and performance across environmental stewardship, ethics, labor and human rights, and sustainable procurement. Environment In 2025, we continued to advance our environmental strategy with a focus on greenhouse gas (GHG) emissions reduction, renewable energy adoption, and responsible resource management across our global footprint. As part of our fourth Sustainability Report, we disclosed a comprehensive GHG emissions inventory across Scopes 1, 2, and—for the first time—Scope 3 categories, wholly comprehensive year-over-year analysis, as relevant to our sector, enhancing transparency across our value chain. We further strengthened our environmental management framework by extending ISO 14001 certification to our EMEA headquarters, SMACS manufacturing site and our new ARCH headquarters, reinforcing consistent environmental controls and continuous improvement across regions. Circularity and waste reduction remain central to our environmental approach. Our SAF ReLife™ Solution continued to scale in 2025, supporting material reuse and lifecycle extension while reducing waste sent to landfill. These efforts are complemented by software enhancements to GrabCAD® Print and GrabCAD Print Pro™, including expanded carbon emissions estimation capabilities, that enable customers to better understand and manage the environmental impact of their additive manufacturing operations. By integrating sustainability insights directly into production workflows, we help customers decarbonize manufacturing while maintaining performance and productivity. 69 Social Our people and communities are foundational to our success. In 2025, we continued to invest in employee development, inclusion, and wellbeing, building on strong programs introduced in prior years. We expanded access to learning and professional development opportunities, strengthened our global approach to diversity, equity, inclusion, and belonging, and maintained a strong focus on employee engagement and retention. Employee health and safety remain a top priority. In 2025, we expanded ISO 45001 certification to our EMEA headquarters, SMACS manufacturing site and our new ARCH headquarter and further embedded our global Environmental, Health, and Safety (EHS) management system. This system enables proactive risk management, regulatory compliance, and continuous improvement in workplace safety across our global operations. Our Customer First philosophy extends beyond products and services. In 2025, we continued to broaden our community impact initiatives, supporting programs in education, healthcare, and disaster relief. These efforts reflect our commitment to creating shared value and contributing positively to the communities in which we operate. Governance Strong governance underpins our approach to sustainability, risk management, and ethical business conduct. Stratasys operates under a comprehensive Code of Conduct that applies globally and reflects our core values of integrity, accountability, and respect. These standards extend throughout our value chain via our Supplier Code of Conduct, which sets clear expectations for ethical behavior, environmental responsibility, labor practices, and human rights. In 2025, we further enhanced supplier sustainability governance, creating dialogue with suppliers and assessing them according to ESG parameters. These efforts strengthen supply chain resilience, support responsible sourcing, and align with our broader ESG risk management framework. We also maintain ongoing leadership oversight of sustainability under the guidance of S. Scott Crump— Stratasys co-founder, long-standing director, and inventor of FDM® technology— as ESG & Climate Champion on the Board of Directors. This role strengthens Board-level engagement and underscores the strategic importance of ESG and climate considerations for our long-term growth. Stakeholder engagement remains central to our governance approach. We continue to align our disclosures with leading international ESG reporting standards and provide transparent reporting on our goals, progress, and impacts through regular sustainability reporting. Through innovation, collaboration, and responsible business practices, Stratasys seeks to set a benchmark for sustainability in the Additive Manufacturing industry. We collaborate with customers, suppliers, industry partners, employees, and investors, to continue to advance sustainability across the AM ecosystem. At the same time, we sustain a relevant, credible and effective ESG strategy, with measurable outcomes and environmental benefits. Guided by our Mindful Manufacturing™ philosophy, we aim to 3D Print a Better Tomorrow™, integrating ESG principles into the technologies and solutions that help our customers and communities thrive. Israeli and Multinational Tax Considerations and Government Programs Tax regulations also have a material impact on our business, particularly in Israel where we are organized and have one of our headquarters. The following is a summary of certain aspects of the current tax structure applicable to companies in Israel, with special reference to its effect on us (and our operations, in particular). The following also contains a discussion of the Israeli government programs applicable for us. To the extent that the discussion is based on new tax legislation that has not been 70 subject to judicial or administrative interpretation, we cannot assure you that the tax authorities or the courts will accept the views expressed in this discussion. This discussion does not address all of the Israeli tax provisions that may be relevant to our Company. For a discussion of the Israeli tax consequences related to ownership of our capital stock, please see “Israeli Taxation Considerations” in Item 10.E below. General Corporate Tax Structure in Israel Generally, Israeli companies are subject to corporate tax on their taxable income. Since 2018, the corporate tax rate has been 23%. However, the effective tax rate payable by a company that derives income from an “Approved Enterprise”, a “Beneficiary Enterprise” or a “Preferred Enterprise”, a “Special Preferred Enterprise”, a “Preferred Technology Enterprise” or “Special Preferred Technology Enterprise” as further discussed below, may be considerably lower. See “Law for the Encouragement of Capital Investments” in this Item below. Capital gains derived by an Israeli company are generally subject to the prevailing regular corporate tax rate. Besides being subject to the general corporate tax rules in Israel, we have also, from time to time, applied for and received certain grants and tax benefits from, and participate in, programs sponsored by the Government of Israel, described below. Israeli Law for the Encouragement of Industry (Taxation), 1969 The Company is an “Industrial Company” as defined by the Israeli Law for the Encouragement of Industry (Taxation), 1969, and, as such, is entitled to certain tax benefits including accelerated depreciation, deduction of public offering expenses in three equal annual installments and amortization of other intangible property rights for tax purposes. Law for the Encouragement of Capital Investments Tax incentives programs which were relevant for the company until financial year 2020 The Law for the Encouragement of Capital Investments, 5719-1959, to which we refer as the Investment Law, provides certain incentives for capital investments in a production facility (or other eligible assets). Generally, an investment program that is implemented in accordance with the provisions of the Investment Law, which may be either an “Approved Enterprise”, a “Beneficiary Enterprise” or a “Preferred Enterprise”, a “Special Preferred Enterprise”, a “Preferred Technology Enterprise” or “Special Preferred Technology Enterprise”, is entitled to benefits as discussed below. These benefits may include cash grants from the Israeli government and tax benefits, based upon, among other things, the location within Israel of the facility in which the investment and manufacture activity are made. In order to qualify for these incentives, an Approved Enterprise, a Beneficiary Enterprise or, a Preferred Enterprise, a Special Preferred Enterprise, a Preferred Technology Enterprise or Special Preferred Technology Enterprise, is required to comply with the requirements of the Investment Law. The Investment Law has been amended several times over the recent years, with the three most significant changes effective as of April 1, 2005, to which we refer as the 2005 Amendment, as of January 1, 2011, to which we refer as the 2011 Amendment, and as of January 1, 2017, to which we refer as the 2017 Amendment. Pursuant to the 2005 Amendment, tax benefits granted in accordance with the provisions of the Investment Law prior to its revision by the 2005 Amendment, remain in force, but any benefits granted subsequently are subject to the provisions of the amended Investment Law. Similarly, the 2011 Amendment introduced new benefits instead of the benefits granted in accordance with the provisions of the Investment Law prior to the 2011 Amendment, yet companies entitled to benefits under the Investment Law as in effect up to January 1, 2011, were entitled to choose to continue to enjoy such benefits, provided that certain conditions are met, or elect instead, irrevocably, to forego such benefits and 71 elect for the benefits of the 2011 Amendment. The 2017 Amendment introduces new benefits for Technological Enterprises, alongside the existing tax benefits. The following discussion is a summary of the Investment Law prior to its amendments as well as the relevant changes contained in the new legislation. Tax benefits for Approved Enterprises approved before April 1, 2005. Under the Investment Law prior to the 2005 Amendment, a company that wished to receive benefits on its investment program that is implemented in accordance with the provisions of the Investment Law, to which we refer as an “Approved Enterprise”, had to receive an approval from the Israeli Authority for Investments and Development of the Industry and Economy, to which we refer as the Investment Center. Each certificate of approval for an Approved Enterprise relates to a specific investment program in the Approved Enterprise, delineated both by the financial scope of the investment, including sources of funds, and by the physical characteristics of the facility or other assets. An Approved Enterprise may elect to forego any entitlement to the cash grants otherwise available under the Investment Law and, instead, participate in an alternative benefits program. We have chosen to receive the benefits through the alternative benefits program. Under the alternative benefits program, a company’s undistributed income derived from an Approved Enterprise will be exempt from corporate tax for a period of between two and ten years from the first year of taxable income, depending on the geographic location within Israel of the Approved Enterprise, and a reduced corporate tax rate of between 10% to 25% for the remainder of the benefits period, depending on the level of foreign investment in the company in each year, as detailed below. The benefits commence on the date in which that taxable income is first earned. The benefits period under Approved Enterprise status is limited to 12 years from the year in which the production commenced (as determined by the Investment Center), or 14 years from the year of receipt of the approval as an Approved Enterprise, whichever ends earlier. If a company has more than one Approved Enterprise program or if only a portion of its capital investments are approved, its effective tax rate is the result of a weighted combination of the applicable rates. The tax benefits available under any certificate of approval relate only to taxable income attributable to the specific program and are contingent upon meeting the criteria set out in the certificate of approval. Income derived from activity that is not integral to the activity of the Approved Enterprise will not enjoy tax benefits. Our entitlement to the above benefits is subject to fulfillment of certain conditions, according to the law and related regulations. A company that has an Approved Enterprise program is eligible for further tax benefits if it qualifies as a Foreign Investors’ Company, to which we refer as an FIC. An FIC eligible for benefits is essentially a company with a level of foreign investment, as defined in the Investment Law, of more than 25%. The level of foreign investment is measured as the percentage of rights in the company (in terms of shares, rights to profits, voting and appointment of directors), and of combined share and loan capital, that are owned, directly or indirectly, by persons who are not residents of Israel. The determination as to whether or not a company qualifies as a FIC is made on an annual basis according to the lowest level of foreign investment during the year. An FIC that has an Approved Enterprise program will be eligible for an extension of the period during which it is entitled to tax benefits under its Approved Enterprise status (so that the benefits period may be up to ten years) and for further tax benefits if the level of foreign investment exceeds 49%. If a company that has an Approved Enterprise program is a wholly owned subsidiary of another company, then the percentage of foreign investments is determined based on the percentage of foreign investment in the parent company. 72 The corporate tax rates and related levels of foreign investments with respect to an FIC that has an Approved Enterprise program are set forth in the following table: Percentage of non-Israeli ownership Corporate Tax Rate Over 25% but less than 49% up to 25% 49% or more but less than 74% 20 % 74% or more but less than 90% 15 % 90% or more 10 % A company that has elected to participate in the alternative benefits program and that subsequently pays a dividend (or deemed dividend, as described below) out of the income derived from the portion of its facilities that have been granted Approved Enterprise status during the tax exemption period will be subject to tax in respect of the amount of dividend distributed (grossed up to reflect such pre-tax income that it would have had to earn in order to distribute the dividend) at the corporate tax rate that would have been otherwise applicable if such income had not been tax-exempted under the alternative benefits program. This rate generally ranges from 10% to 25%, depending on the level of foreign investment in the company each year, as explained above. In addition, dividends paid out of income attributed to an Approved Enterprise (or out of dividends received from a company whose income is attributed to an Approved Enterprise) are generally subject to withholding tax at the rate of 15%, or at a lower rate provided under an applicable tax treaty (subject to the receipt in advance of a valid certificate from the Israel Tax Authority allowing for a reduced tax rate). The 15% tax rate is limited to dividends and distributions out of income derived during the benefits period and actually paid at any time up to 12 years thereafter. After this period, the withholding tax is applied at a rate of up to 30%, or at the lower rate under an applicable tax treaty (subject to the receipt in advance of a valid certificate from the Israel Tax Authority allowing for a reduced tax rate). In the case of an FIC, the 12-year limitation on reduced withholding tax on dividends does not apply. The Investment Law also provides that an Approved Enterprise is entitled to accelerated depreciation on its property and equipment that are included in an approved investment program in the first five years of using the equipment. This benefit is an incentive granted by the Israeli government regardless of whether the alternative benefits program is elected. The benefits available to an Approved Enterprise are subject to the continued fulfillment of conditions stipulated in the Investment Law and its regulations and the criteria in the specific certificate of approval, as described above. If a company does not meet these conditions, it would be required to refund the amount of tax benefits, adjusted to the Israeli consumer price index and interest, or other monetary penalty. We have received the requisite approval, including a final approval, for our Approved Enterprise investment programs, in accordance with the Investment Law. The above-described benefits that accompany these investment programs and our Beneficiary Enterprise investment programs (for which accompanying benefits are described below) have had the effect, historically, up to 2020 of reducing our (and before the Stratasys, Inc.- Objet Ltd. merger, Objet’s) effective consolidated tax rates considerably lower than the statutory Israeli corporate tax rate, which for 2018 and onwards has been set at 23%. 73 Tax benefits under the 2005 Amendment that became effective on April 1, 2005. The 2005 Amendment applies to new investment programs and investment programs commencing after 2004, and does not apply to investment programs approved prior to April 1, 2005. The 2005 Amendment provides that terms and benefits included in any certificate of approval that was granted before the 2005 Amendment became effective (April 1, 2005) will remain subject to the provisions of the Investment Law as in effect on the date of such approval. Pursuant to the 2005 Amendment, the Investment Center will continue to grant Approved Enterprise status to qualifying investments. However, the 2005 Amendment limits the scope of enterprises that may be approved by the Investment Center by setting criteria for the approval of a facility as an Approved Enterprise. An enterprise that qualifies under the new provisions is referred to as a “Beneficiary Enterprise”, rather than “Approved Enterprise”. The 2005 Amendment provides that the approval of the Investment Center is required only for Approved Enterprises that receive cash grants. As a result, a company is no longer required to obtain the advance approval of the Investment Center in order to receive the tax benefits previously available under the alternative benefits program. Rather, a company may claim the tax benefits offered by the Investment Law directly in its tax returns, provided that its facilities meet the criteria for tax benefits set forth in the 2005 Amendment. A company that has a Beneficiary Enterprise may, at its discretion, approach the Israel Tax Authority for a pre-ruling confirming that it is in compliance with the provisions of the Investment Law. Tax benefits are available under the 2005 Amendment to production facilities (or other eligible facilities) which are generally required to derive 25% or more of their business income from export to specific markets with a population of at least 14 million in 2012 (such export criteria will further be increased in the future by 1.4% per annum). In order to receive the tax benefits, the 2005 Amendment states that a company must make an investment which meets certain conditions set forth in the amendment for tax benefits and which exceeds a minimum amount specified in the Investment Law. Such investment entitles a company to receive a Beneficiary Enterprise status with respect to the investment and may be made over a period of no more than three years ending in the year in which the company chose to have the tax benefits apply to the Beneficiary Enterprise. The benefits period under the Beneficiary Enterprise status is limited to 12 years from the year the company chose to have its tax benefits apply. Where a company requests to have the tax benefits apply to an expansion of existing facilities, only the expansion will be considered to be a Beneficiary Enterprise and the company’s effective tax rate will be the weighted average of the applicable rates. In such case, the minimum investment required in order to qualify as a Beneficiary Enterprise must exceed a certain percentage of the value of the company’s production assets before the expansion. The extent of the tax benefits available under the 2005 Amendment for qualifying income of a Beneficiary Enterprise depends on, among other things, the geographic location within Israel of the Beneficiary Enterprise. Such tax benefits include an exemption from corporate tax on undistributed income for a period of between two to ten years, depending on the geographic location of the Beneficiary Enterprise within Israel, and a reduced corporate tax rate of between 10% to 25% for the remainder of the benefits period, depending on the level of foreign investment in the company in each year, as explained above. Dividends paid out of income attributed to a Beneficiary Enterprise will be treated similarly to payment of dividends by an Approved Enterprise under the alternative benefits program. Therefore, dividends paid out of income attributed to a Beneficiary Enterprise (or out of dividends received from a company whose income is attributed to a Beneficiary Enterprise) are generally subject to withholding tax at the rate of 15% (increased to 20% on the profits accumulated from January 1, 2014) or such lower rate 74 as may be provided in an applicable tax treaty (subject to the receipt in advance of a valid certificate from the Israel Tax Authority allowing for a reduced tax rate). The reduced rate of 15% or 20% are limited to dividends and distributions out of income attributed to a Beneficiary Enterprise during the benefits period and actually paid at any time up to 12 years thereafter except with respect to an FIC, in which case the 12-year limit does not apply. Furthermore, a company qualifying for tax benefits under the 2005 Amendment, which pays a dividend (or deemed dividend, as described below) out of income attributed to its Beneficiary Enterprise during the tax exemption period, will be subject to tax in respect of the amount of the dividend distributed (grossed-up to reflect the pre-tax income that it would have had to earn in order to distribute the dividend) at the corporate tax rate which would have otherwise been Israel Tax Authority allowing for a reduced tax rate). However, if such dividends are paid to an Israeli company, no tax is required to be withheld. If such dividends are distributed to a foreign company and other conditions are met, the withholding tax rate will be applicable. The benefits available to a Beneficiary Enterprise are subject to the continued fulfillment of conditions stipulated in the Investment Law and its regulations. If a company does not meet these conditions, it would be required to refund the amount of tax benefits, as adjusted by the Israeli consumer price index and interest, or other monetary penalty. In 2021, we gave notice to the Israeli tax authorities that we waived the Approved / Beneficiary Enterprise regime starting from tax year 2021. Tax incentives programs which may be relevant for the Company starting from financial year 2021 Tax benefits under the 2011 Amendment that became effective on January 1, 2011 The 2011 Amendment canceled the availability of the benefits granted in accordance with the provisions of the Investment Law prior to 2011 and, instead, introduced new benefits for income generated by a “Preferred Company” through its Preferred Enterprise (as such terms are defined in the Investment Law) as of January 1, 2011. A Preferred Company is defined as either (i) a company incorporated in Israel which is not wholly owned by a governmental entity, or (ii) a limited partnership that: (a) was registered under the Israeli Partnerships Ordinance and; (b) all of its limited partners are companies incorporated in Israel, but not all of them are governmental entities; which has, among other things, Preferred Enterprise status and is controlled and managed from Israel. Pursuant to the 2011 Amendment, a Preferred Company was entitled to a reduced corporate tax rate of 15% with respect to its preferred income attributed to its Preferred Enterprise in 2011 and 2012, unless the Preferred Enterprise was located in a certain development zone, in which case the rate was 10%. Such corporate tax rate was reduced to 12.5% and 7%, respectively, in 2013 and was increased to 16% and 9%, respectively, in 2014 until 2016. Pursuant to the 2017 Amendment, in 2017 and thereafter, the corporate tax rate for Preferred Enterprise which is located in a certain development zone was decreased to 7.5%, while the reduced corporate tax rate for other development zones remains 16%. Income derived by a Preferred Company from a “Special Preferred Enterprise” (as such term is defined in the Investment Law) would be entitled, during a benefits period of 10 years, to further reduced tax rates of 8%, or to 5% if the Special Preferred Enterprise is located in a certain development zone. Since January 1, 2017, the definition for “Special Preferred Enterprise” includes less stringent conditions. Dividends paid out of preferred income attributed to a Preferred Enterprise or to a Special Preferred Enterprise are generally subject to withholding tax at source at the rate of 20% or such lower rate as may be provided in an applicable tax treaty (subject to the receipt in advance of a valid certificate from the Israel Tax Authority allowing for a reduced tax rate). However, if such dividends are paid to an Israeli company, no tax is required to be withheld (although, if such dividends are subsequently distributed to 75 individuals or a non-Israeli company, withholding tax at a rate of 20% or such lower rate as may be provided in an applicable tax treaty will apply). In 2018-2020, dividends paid out of preferred income attributed to a Special Preferred Enterprise, directly to a foreign parent company, were subject to withholding tax at source at the rate of 5% (temporary provisions). The 2011 Amendment also provided transitional provisions to address companies already enjoying current benefits under the Investment Law. These transitional provisions provide, among other things, that unless an irrevocable request is made to apply the provisions of the Investment Law as amended in 2011 with respect to income to be derived as of January 1, 2011: (i) the terms and benefits included in any certificate of approval that was granted to an Approved Enterprise, which chose to receive grants, before the 2011 Amendment became effective, will remain subject to the provisions of the Investment Law as in effect on the date of such approval, and subject to certain conditions;. (ii) the terms and benefits included in any certificate of approval that was granted to an Approved Enterprise, that had participated in an alternative benefits program, before the 2011 Amendment became effective will remain subject to the provisions of the Investment Law as in effect on the date of such approval, provided that certain conditions are met; and (iii) a Beneficiary Enterprise can elect to continue to benefit from the benefits provided to it before the 2011 Amendment came into effect, provided that certain conditions are met. We have examined the possible effect, if any, of these provisions of the 2011 Amendment on our financial statements and decided not to opt to apply the benefits under the 2011 Amendment. Tax benefits under the 2017 Amendment that became effective on January 1, 2017 The 2017 Amendment was enacted as part of the Economic Efficiency Law that was published on December 29, 2016, and was effective as of January 1, 2017. The 2017 Amendment provides new tax benefits for two types of “Technology Enterprises”, as described below, and is in addition to the other existing tax beneficial programs under the Investment Law. The 2017 Amendment provides that a technology company satisfying certain conditions will qualify as a “Preferred Technology Enterprise” and will thereby enjoy a reduced corporate tax rate of 12% on income that qualifies as “Preferred Technology Income,” as defined in the Investment Law. The tax rate is further reduced to 7.5% for a Preferred Technology Enterprise located in development zone A. In addition, a Preferred Technology Company will enjoy a reduced corporate tax rate of 12% on capital gain derived from the sale of certain “Benefitted Intangible Assets” (as defined in the Investment Law) to a related foreign company if the Benefitted Intangible Assets were acquired from a foreign company on or after January 1, 2017 for at least NIS 200 million, and the sale receives prior approval from the IIA. The 2017 Amendment further provides that a technology company satisfying certain conditions will qualify as a “Special Preferred Technology Enterprise” and will thereby enjoy a reduced corporate tax rate of 6% on “Preferred Technology Income” regardless of the company’s geographic location within Israel. In addition, a Special Preferred Technology Enterprise will enjoy a reduced corporate tax rate of 6% on capital gain derived from the sale of certain “Benefitted Intangible Assets” to a related foreign company if the Benefitted Intangible Assets were either developed by the Special Preferred Technology Enterprise or acquired from a foreign company on or after January 1, 2017, and the sale received prior approval from the IIA. A Special Preferred Technology Enterprise that acquires Benefitted Intangible Assets from a foreign company for more than NIS 500 million will be eligible for these benefits for at least ten years, subject to certain approvals as specified in the Investment Law. 76 Dividends distributed by a Preferred Technology Enterprise or a Special Preferred Technology Enterprise, paid out of Preferred Technology Income, are generally subject to withholding tax at source at the rate of 20% or such lower rate as may be provided in an applicable tax treaty (subject to the receipt in advance of a valid certificate from the Israel Tax Authority allowing for a reduced tax rate). However, if such dividends are paid to an Israeli company, no tax is required to be withheld. If such dividends are distributed to a foreign company and other conditions are met, the withholding tax rate will be 4%. In 2021, we provided notice to the Israeli tax authorities that we waived the Approved / Beneficiary Enterprise regime starting from tax year 2021. We also considered our qualification for the 2017 amendment and the term and degree to which we may be qualified as a Preferred Technology Enterprise or Special Preferred Technology Enterprise. Tax benefits under 2021 Amendments On November 15, 2021, the Investment Law was amended to reduce the ability of companies to retain the tax-exempt profits. Effective August 15, 2021, dividend distributions (or deemed distribution, as described below), will be treated as if made on a pro-rata basis from all types of earnings, including Exempt Profits (as defined below). In parallel to the above amendment, the Investment Law was amended to provide, on a temporary basis, a reduced corporate income tax on the distribution or release within a year from such amendment of tax-exempt profits derived by Approved and Benefited Enterprises, which we refer to as Exempt Profits (the “Temporary Provision”). The amount of the reduced tax will be determined based on a formula. In order to qualify for the reduction, we must invest certain amounts in productive assets and research and development in Israel. Following an Israeli district court ruling (which is subject to deliberation of the Supreme Court), certain transactions (such as acquisitions and intercompany loans) may be treated as deemed dividend distributions for the purpose of the Encouragement Law triggering corporate tax on the respective amount of the transaction. On November 13, 2022, according to the Temporary Provision, we released an amount of approximately $44.8 million out of our Exempt Profits and accordingly paid reduced tax of approximately $2.9 million. We operate as required by the provisions of the Temporary Provision to qualify for the reduced tax rate. As of December 31, 2025, we had accumulated tax-exempt income of approximately $179.2 million that is attributable to our various Approved and Beneficiary Enterprise programs. If such tax-exempt income were to be distributed, it would be taxed at the reduced corporate tax rates applicable to such income, which would have amounted to approximately $17.9 million of tax liability as of December 31, 2025. Pillar Two Taxation The Organization for Economic Cooperation & Development (OECD) introduced Base Erosion and Profit Shifting, or BEPS, Pillar Two rules that impose a global minimum tax rate of 15% for large multinational corporations. On December 12, 2022, the EU Council announced that EU member states had reached an agreement to implement the minimum taxation component of 15% of the OECD’s reform of international taxation. Nearly 60 jurisdictions have enacted Pillar Two rules, with many having become effective in 2024. The OECD continues to release additional guidance and we are monitoring the new rules and country agreements. The Israeli Ministry of Finance published on October 5, 2025 a draft bill to implement the principles of the OECD’s Pillar Two. Even if adopted, Israel intends at this stage to apply only the Qualified Domestic Minimum Top-up Tax mechanism, starting in 2026. The two other main 77 taxation mechanisms of Pillar Two– the Income Inclusion Rule and the Under Taxed Profits Rule– will be reconsidered in the future but are not part of the existing draft bill. We are currently evaluating the potential impact of this development on our consolidated financial statements and related disclosures and do not expect Pillar Two to have a material impact on our effective tax rate or consolidated financial statements in the foreseeable future. C.Organizational Structure. Our corporate structure includes Stratasys Ltd., our Israeli parent company, and the following primary, active, wholly-owned subsidiary entities: •Stratasys, Inc., a Delaware corporation, which was formerly a publicly held company and which became our indirect, wholly-owned subsidiary as a result of the Stratasys, Inc.- Objet Ltd. merger. Following our acquisition of Origin in December 2020, Stratasys, Inc. now has offices and warehouses in San Francisco, California; •Stratasys Direct, Inc. (our parts service business unit), a California corporation; •Stratasys AP Limited, a Hong Kong limited company, which together with several other subsidiaries (including Stratasys Japan Co. Ltd., our Japanese subsidiary, and Stratasys Shanghai Ltd., our Chinese subsidiary), carries out most of our operations in the Asia Pacific region; •Stratasys GmbH, a German limited liability company, which together with other subsidiaries (including AM Marketplace GmbH, an indirect, fully owned German subsidiary, and Stratasys UK Distribution Ltd., a fully owned UK subsidiary) carries out our European operations; •Stratasys Solutions Ltd., a UK company, holding directly and indirectly all European group entities and being active in software business; •Stratasys Latin America Representacao De Equipamentos Ltd., a Brazilian subsidiary, which carries out our Brazilian operations; and •Stratasys Mexico, S.A. de C.V., a Mexican subsidiary company, which carries out our operations in Mexico. We also own a 46.5% interest in Ultimaker, which includes the operations of our former subsidiary, MakerBot, and which offers a comprehensive solution set of hardware, software and materials for Desktop 3D printing. Please see the list of subsidiaries appended to this annual report as Exhibit 8 for a complete list of our subsidiaries as of the date of this annual report. D.Property, Plants and Equipment. We have dual headquarters, in Minnetonka, Minnesota and Rehovot, Israel. We have phased out our former Eden Prairie, Minnesota headquarters (previously known as NASH) and transitioned into our new long-term lease for our US campus in Minnetonka Minnesota. The new campus is comprised of two adjacent buildings. One of the buildings has six stories and serves as our Americas Regional Corporate Headquarters, or ARCH, and contains 164,951 square feet -- mainly executive offices and labs. The second building is a one-floor, heavy duty building (known as ARCH 2) of 18,568 square feet. The new campus will serve the following purposes: system assembly, inventory storage, operations and sales support; manufacturing for one of our Stratasys Direct Manufacturing paid parts service locations; research and development, administrative, marketing and sales activities. We had initially relocated to our new campus at the end of 2024, when we vacated our NASH location in Eden Prairie (81,546 square feet). Out of three additional owned sites in Eden Prairie (Wallace, Edenvale, and SMACS) that were part of our former headquarters, we have moved operations from two of them, Wallace and Edenvale, to the new campus in Minnetonka, which move was completed during the second half of 2025. We also completed the sale of the Wallace facility on December 31, 2025. We have placed Edenvale on the market for sale or lease. We continue to utilize SMACS for our production facility in its existing location in Eden Prairie. Our building complex in Rehovot, Israel, which contains two buildings, is situated on a property that we purchased in 2015 and encompasses approximately 284,713 square feet. It houses our Israeli headquarters, research and development facilities and certain marketing activities. We entered the first building in January 2017 and the second building in May 2021. As of December 31, 2025, we lease office space (except with respect to our Edenvale and SMACS sites at our former headquarters facilities in Eden Prairie, our Rehovot, Israel and Kiryat Gat, Israel facilities, and our Germany facility, where we own the property) for various purposes, as set forth in the table below. Unless otherwise stated, all of our facilities are fully utilized. Our material tangible fixed assets include, among other things, the properties listed below: Location: Primary Usage: Area (Sq. Feet) Americas: Minnetonka, MN New U.S. headquarters 183,519 Eden Prairie, MN Former U.S. headquarters (currently SMACS & Edenvale) 183,386 Valencia, California Offices and warehouses 3,035 Belton, Texas Offices and warehouses 39,680 Plymouth, Minnesota Warehouse 168,100 Other facilities in Americas 89,431 Europe and the Middle East Rehovot, Israel Israeli headquarters 284,7131 Kiryat Gat, Israel Factories and warehouse 126,6172 Rheinmunster, Germany Europe main office 55,027 United Kingdom Manufacturing, offices and lab space 35,171 Other facilities in EMEA Offices and lab space 27,523 Asia Pacific Hong Kong Asia Pacific main office 5,494 Japan Sales office 13,109 China Sales office 10,600 Other facilities in Asia Pacific Office space 13,454
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included in this annual report. The discussion below contains forward-looking statements that…
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included in this annual report. The discussion below contains forward-looking statements that are based upon our current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to inaccurate assumptions and known or unknown risks and uncertainties, including those identified in “Cautionary Note Regarding Forward-Looking Statements” and in Item 3.D “Key Information – Risk Factors”, above. A. Operating Results Overview of Business and Trend Information We are a global leader in connected, polymer-based 3D printing solutions, across the entire manufacturing value chain. Leveraging distinct competitive advantages that include a broad set of best-in-class 3D printing platforms, software, materials, technology partner ecosystem, innovative leadership, and global GTM infrastructure, we are positioned to capture share in a significant and growing global marketplace, with a focus on manufacturing, which we view as having the largest and fastest growing total addressable market. Our approximately 2,700 granted and pending additive technology patents to date have been used to create models, prototypes, manufacturing tools, and production parts for a multitude of industries including aerospace, automotive, transportation, healthcare, consumer products, dental, medical, fashion and education. Our products and comprehensive solutions improve product quality, development time, cost, time-to-market and patient care. Our 3D ecosystem of solutions and expertise includes 3D printers, materials, software, expert services, and on-demand parts production. By the end of 2025, we estimate that we derived over 37.5% of our revenues from manufacturing solutions. A series of acquisitions and other transactions in the last several years has strengthened our leadership in various facets of our business, and has added incremental growth engines to our platform. In December 2020, we entered the market of manufacturing of end-use parts via our acquisition of Origin Laboratories, Inc. and its P3 Programmable PhotoPolymerization technology. Since the first quarter of 2021, we are a provider of industrial stereolithography 3D printers and solutions, and in November 2021, we accelerated our growth in production-scale 3D printing by acquiring the remaining shares of Xaar 3D not then held by us. In September 2022, we improved our competitive stance in the desktop 3D printing segment, disposing of our interest in MakerBot and acquiring instead an approximate 46.5% stake in Ultimaker, a new entity with a broad technology offering and a large scale within that segment. As a result of an October 2022 asset acquisition, we have fully integrated a cloud-based software solution into our GrabCAD® Additive Manufacturing Platform, thereby enabling us to better compete for manufacturing customers for their end-use parts production. In April 2023, we strengthened our portfolio of 3D printing materials by acquiring Covestro and its resins, which are compatible with our Origin P3™, Neo® stereolithography, and H350™ printers. As part of that acquisition, we also significantly expanded our IP portfolio, obtaining ownership over hundreds of patents and pending patents that were held by Covestro. Our materials portfolio was similarly bolstered in May 2025 when we acquired key assets and operations of Forward AM Technologies GmbH, formerly a prominent additive manufacturing materials brand, particularly enhancing our Selective Absorption Fusion (SAF) and Digital Light Processing (DLP) portfolios. Our acquisition in June 2025 of a collection of assets, including the IP portfolio, of Nexa3D, added its lineup of high-speed resin 3D printers to our systems offerings. We have furthermore effected, and expect to continue to effect, smaller acquisitions and investments in other companies from time to time to support execution of our strategy. 79 Recent Developments Share Repurchase Plan On September 16, 2024, we announced that our board of directors had authorized a program for our repurchase of up to $50 million of our ordinary shares from time to time. Under the share repurchase program, we may affect repurchases by way of a variety of methods, including open market purchases, privately negotiated transactions or otherwise, all in accordance with U.S. securities laws and regulations, including Rule 10b-18 under the Exchange Act. We may also, from time to time, enter into plans that are compliant with Rule 10b5-1 of the Exchange Act to facilitate repurchases of our ordinary shares under the board authorization. The repurchase program does not obligate us to acquire any particular number or value of ordinary shares, and the repurchase program may be suspended or discontinued at any time at our discretion. In accordance with Section 7C of the Israeli Companies Regulations (Leniencies for Companies Whose Securities are Listed for Trading Outside of Israel), 5760-2000, the share repurchase program went into effect 30 days after notice of our board of directors’ adoption of the repurchase program was provided to our material creditors and secured creditors (if any). During the year ended December 31, 2024 we repurchased 266 thousand ordinary shares for approximately $2.0 million, at a weighted average cost of $7.50 per share. During the year ended December 31, 2025, we did not repurchase any additional ordinary shares. Strategic Restructuring Plan The authorization of our share repurchase program described above was one of a number of strategic actions we have taken to enhance shareholder value, at the conclusion of our previously announced comprehensive process to explore strategic alternatives for our company, in order to maximize value for all Stratasys shareholders, which we had initiated in September 2023 and completed during the second quarter of 2024. The goals of that process were to further solidify our leadership in additive manufacturing, while focusing our business model to deliver a significantly improved and consistently profitable, cash-flow positive additive manufacturing company, throughout cycles. At the conclusion of that process, our board of directors identified restructuring initiatives in two important areas to further those goals and to best position Stratasys to maximize value: (i) Our first initiative was to adjust our cost structure to better match current market conditions, primarily through an approximate 15% headcount reduction that was expected to drive the majority of $40 million in annual run rate savings. This initiative was expected to generate an annualized EBITDA margin of 8% at then-current revenue levels. (ii) Our second initiative was to enhance our efforts to remove barriers and help customers increase their pace of adoption of additive manufacturing. This involves addressing the total cost of ownership, which is largely influenced by materials consumption. We have increased our investment of resources to better educate and support our customers' engineers, who are still learning to fully utilize additive manufacturing design and workflow benefits. We have also increased efforts to standardize additive manufacturing to better align with traditional manufacturing processes, making it easier for broader adoption. As part of this initiative, we have been leveraging our scale and breadth of technology to focus our go-to-market efforts on areas we view as the main growth drivers of our business— applications where additive manufacturing presents the most compelling benefits relative to conventional methods. 80 PIPE Transaction On April 8, 2025, we completed a private investment in public equity, or PIPE, transaction whereby FF6-SSYS, Limited Partnership (as assignee of Fortissimo Capital Fund VI, L.P.) (together with its affiliates, referred to collectively as Fortissimo), an Israeli private equity fund, invested $120 million in our company and acquired 11,650,485 newly-issued ordinary shares of Stratasys at a price of $10.30 per share, reflecting a premium of 10.6% over the closing market price of the ordinary shares on Nasdaq on January 31, 2025. The PIPE was completed pursuant to a securities purchase agreement, dated February 2, 2025, between our company and FF6-SSYS, Limited Partnership. Upon completion of the PIPE, Fortissimo held approximately 15.5% of our issued and outstanding ordinary shares, which constitutes approximately 14.9% of our issued and outstanding ordinary shares as of February 17, 2026. The additional capital we have received from the PIPE investment has increased our available capital for potential value-enhancing, inorganic opportunities in the 3D printing industry. Upon the closing of the PIPE, Fortissimo became subject to a lock-up for 18 months (i.e., through October 7, 2026), during which period it will be prohibited from transferring any ordinary shares, subject to limited, customary exceptions. Following that lock-up period, we will be required to file with the SEC a registration statement to register Fortissimo’s resale of the ordinary shares sold to it in the PIPE. In connection with the PIPE, our board of directors exempted any acquisitions of ordinary shares by Fortissimo pursuant to the PIPE and thereafter from the application of our then-effective shareholder rights plan. Fortissimo is, however, subject to certain standstill and voting restrictions, including (i) not being permitted to surpass 24.99% ownership of our issued and outstanding ordinary shares, and (ii) not being permitted to vote more than 20% of the outstanding ordinary shares, unless Fortissimo owns 35% or more of the outstanding ordinary shares, which ownership level it can only reach through a tender offer for at least 15% of the issued and outstanding ordinary shares. The closing of such a tender offer would require the approval of our shareholders. Concurrent with the closing of the PIPE, we entered into a shareholder agreement with FF6-SSYS, Limited Partnership, pursuant to which our board of directors appointed Yuval Cohen, Fortissimo's initial designee, to serve on our board of directors, replacing Yoav Zeif, who remains our chief executive officer. Under the shareholder agreement, Fortissimo is also permitted to designate a non-voting observer who may attend all of our board meetings; Eliezer Blatt was so designated by Fortissimo and affirmed by our board to serve in that position. Under the shareholder agreement, to the extent Fortissimo’s beneficial ownership equals at least 20% of the issued and outstanding ordinary shares, if Fortissimo requests, we are required to nominate for election by our shareholders a second Fortissimo designee as a voting member of our board of directors. The number of Fortissimo’s board designees is subject to phase-out to the extent Fortissimo’s holdings of the ordinary shares drops below certain thresholds. Business Performance in Macro-Economic Environment Our current outlook, as well as our results of operations in the year ended December 31, 2025, should be evaluated in light of current global macroeconomic conditions, including certain challenging trends that have also impacted the additive manufacturing industry. Our revenues in 2025 decreased by 3.7% on a year-over-year basis, compared to 2024. This decrease in revenues was mostly due to macro-economic pressure on the capital expenditure budgets of our customers, which has been causing longer sales cycles for our products. On the other hand, we continued our non-GAAP profitability (along with our GAAP net loss) in the year ended December 31, 2025 (please see “Non-GAAP Financial Measures” and “Reconciliation of GAAP to Non-GAAP Results of Operations” further below). 81 We continue to closely monitor macroeconomic conditions, including the headwinds caused by inflation, moderately high interest rates and other trends that have been adversely impacting economic activity on a global scale, and which have also adversely affected the additive manufacturing industry generally and our company, in particular. We have been assessing, on an ongoing basis, the implications of those global conditions for our operations, supply chain, liquidity, cash flow and customer orders, and have been acting in an effort to mitigate adverse consequences to the extent possible. We estimate that those conditions have impacted us most notably by extending the length of our sales cycles and thereby reducing our products revenues. Assuming that those inflationary pressures ease, and the global economy remains relatively stable, we expect that products revenues will once again improve, as and when we execute on our growth plans and as a result of shorter sales cycles. Specific developments that may potentially impact our operating performance in an adverse manner include: •perceived or actual reluctance of central banks in Europe and the U.S. to reduce interest rates in a more aggressive manner, due to fears of inflationary pressure, which would leave interest rates at moderately high levels for a longer period of time, thereby leaving in place unfavorable credit/financing conditions for our customers; •new import tariffs (which were reimposed in the U.S. by the U.S. presidential administration following a recent U.S. Supreme Court decision that had abrogated the tariffs) have been increasing, and we expect will further increase, more significantly, in 2026, the prices we pay for finished goods that we use in offering our products and services, thereby adversely affecting our gross margins, and, potentially, adversely impacting demand for our products and services in industries and countries in which our affected customers operate; •the significant hostilities between Israel, on the one hand, and Iran and its sponsored terrorist groups, Hamas, Hezbollah, and the Houthis, on the other hand, which, if lasting for a protracted period and worsening Israeli or global economic conditions, could have an adverse impact on our operations due to one of our global headquarters and one of our manufacturing facilities being located in Israel (although we seek to ensure that our stakeholders and customers are not adversely impacted by the hostilities to the extent we can prepare for and address difficulties as they arise); •if currency exchange rates continue to reflect a weakened U.S. dollar relative to the NIS and Euro, the U.S. dollar value of our expenses incurred in NIS would be more significant, thereby increasing our U.S. dollar-denominated operating expenses and hurting our results of operations; and •potential contraction of economic activities and recessionary conditions that could arise as a result of a weaker labor market and a decrease in consumer demand. We cannot provide any assurances as to the extent of our resilience to the adverse impact of these specific developments in future periods. We ended 2025 with $244.5 million in cash, cash equivalents and short-term deposits. We believe that we are well suited to continue to manage the current global macro-economic climate with a strong balance sheet and no debt, while focusing on cost controls and cash generation. We have continued to selectively apply certain cost controls, while ensuring that our new product introduction, or NPI, programs are well-funded, and we plan to continue investing as needed in order to support our new product development programs. We may consider deploying our available capital towards potential value-enhancing, inorganic opportunities in the 3D printing industry. 82 Key measures of our performance Revenues Our revenues primarily derive from (i) sales of our products, which include both our AM systems and related consumable materials, (ii) provision of related services, and (iii) our direct manufacturing service. We generate revenues and deliver services principally through the following channels: •sales to resellers, who purchase and resell our products and who provide support services for our printing systems; •sales of systems that are marketed by independent sales agents, pursuant to which we sell directly to end-users, pay commissions to such agents, and directly handle the sale of consumables and provision of support services; and •direct sales of systems (and all related products and services) as well as our direct manufacturing solutions to our customers, without the involvement of independent sales agents. Product revenues Product revenues are influenced by a number of factors, including, among other things, (i) the adoption rate for our products, (ii) end-user product design application and manufacturing activity, and (iii) the capital expenditure budgets of end-users and potential end-users, all of which may be significantly influenced by macroeconomic factors. Product revenues are also impacted by the mix of 3D printers that we sell. Purchases of our 3D printing and production systems, especially our higher-end, higher-priced systems, typically involve longer sales cycles. Product revenues also depend upon the volume of consumables that we sell. Sales of our consumable materials are linked to the number of AM systems that are installed and active worldwide. Sales of consumables are also driven by system usage, which is generally a function of the size of the particular system and the level of design and manufacturing activity and budget of the particular end-user. Larger systems generally use greater amounts of consumables due to their greater capacity and the higher levels of design and production. Services revenues Services revenues derive from (i) maintenance contracts and initial systems warranty; (ii) direct manufacturing paid-parts services; and (iii) other professional service contracts. In addition, in connection with direct sales, we generally charge separately for installation and training. Additional services revenues are generated from services contracts, most often entered into directly with end-users subsequent to the expiration of the initial warranty period. Costs of revenues Our costs of revenues consist of costs of products and costs of services. Costs of products consist primarily of components and subassemblies purchased for the manufacture of our AM systems and raw materials, such as thermoplastic and photopolymer materials, for the manufacture of our consumables, as well as any royalties paid with respect to sales of certain of those consumables. Costs of products also include manufacturing and manufacturing-related labor costs, indirect production costs and depreciation, taxes, customs duties, and tariff costs, as well as amortization expense which is mainly related to developed technology assets acquired as part of our business combinations. 83 Our costs of services revenues consist primarily of costs of our service personnel, material and other production costs of our direct manufacturing service business, and installation costs, which include engineers dedicated to on-site training and support, and travel costs of these engineers. Both costs of products and costs of services include related facilities costs. Our most significant components of costs of revenues are costs of materials used for our products, wages and related benefits costs, which together accounted for approximately 60% of our total direct cost of revenues for the year ended December 31, 2025. Import tariffs, which increased during 2025 due to U.S.-imposed new tariffs vis-à-vis the EU, China and other jurisdictions (including Israel), impact the prices we pay for finished goods that we use in offering our products and services, and, consequently, our costs of revenues. To the extent those tariffs remain in place at the same rates in 2026 (in particular, for finished goods imported into the U.S. from Israel), even after the recent Supreme Court decision regarding the legality of tariffs, our costs of revenues, and, consequently, our gross margins, will be significantly adversely affected. Any reduction in tariff rates or refund of past tariffs paid, on the other hand, would positively impact our costs of revenues. An additional significant component of our costs of revenues is the amortization expense that we primarily incur in connection with developed technology assets acquired as part of our business combinations. These amortization expenses vary based on the timing and type of acquisitions and estimated useful lives of the respective intangible assets. These amortization expenses were $18.3 million, $18.6 million and $19.6 million for the years ended December 31, 2025, 2024 and 2023, respectively. No impairment charges were recorded with respect to our acquired intangible assets during 2025 or 2024. Refer to Note 9 to our consolidated financial statements included in Item 18 of this annual report. For the year ended December 31, 2025, a hypothetical 10% rise in commodity prices for raw materials would have caused an approximate $13.0 million increase in costs of revenues in our Consolidated Statements of Operations and Comprehensive loss. As to wages and related benefits, a 10% increase in wages due to wage inflation would have caused an approximate $6.5 million increase in costs of revenues in our Consolidated Statements of Operations and Comprehensive loss. We also believe that inflation has not had a material effect on our operations or on our financial condition during the three most recent fiscal years, as we have used price increases to offset the cost pressures caused by inflation. Currently, we do not foresee a significant change in either the raw materials used for production or wage inflation that would materially impact our business. For further information, please see “Item 11. Quantitative and Qualitative Disclosures About Market Risk” in this annual report. Gross profit The gross profit and gross margin for our products are influenced by a number of factors. The most important of these is the mix of our products sold. Specifically, the gross margins on our higher-end AM systems, as well as on our consumables, are typically higher than the gross margins on our entry-level products. Accordingly, an increase in the share of revenues of our entry-level products out of total revenues could cause our profit margins to decrease. Furthermore, we believe that as our worldwide installed base of AM systems increases, subsequent sales of our proprietary consumables will also increase. We also seek to reduce our costs of revenues by improving our ability to use less costly components, better management of our inventories levels and increasing manufacturing efficiencies in the production of our systems. In addition, we will also seek to achieve lower material costs and leverage our overall capabilities in our direct manufacturing service business. 84 Products gross margins are also impacted by the mix of revenues generated from sales to resellers based in different geographical areas as opposed to sales that are facilitated by independent sales agents or directly by us. Service gross margins are influenced mainly by the volume of revenues generated from our direct manufacturing service business as well as the ratio of service engineers to our installed base in a given geographic area. Operating expenses Our operating expenses for 2025 consisted of (i) research and development expenses, and (ii) selling, general and administrative expenses. Research and development expenses, net Our research and development activities consist of projects aimed at developing new printing systems and materials, and projects aimed at enhancing the capabilities of our existing product lines, as well as significant technology platform and applications, and developments for our current technologies, including our integrated software. We also seek to develop disruptive technologies and other process improvement solutions in the additive manufacturing ecosystem. Our research and development expenses consist primarily of employee compensation and employee-related personnel expenses, materials, laboratory supplies, costs for related software and costs for facilities. Expenditures for research, development and engineering of products are expensed as incurred. Our research and development efforts are essential to our future growth and our ability to remain competitive in the AM market. We work closely with existing and potential customers, distribution channels and major resellers, who provide significant feedback for product development and innovation. We are also entitled to reimbursements from certain government funding plans. These reimbursements are recognized as a reduction of expenses as the related cost is incurred. We are not required to pay royalties on sales of products developed using our government funding. Selling, general and administrative expenses Our selling, general and administrative expenses include employee compensation and employee-related expenses for marketing, sales and other sales-operation positions, and for managerial and administrative functions, including executive officers, accounting, legal, information technology and human resources. This category of expenses also covers commissions, advertising and promotions expenses, professional service fees, respective depreciation, amortization expenses related to certain intangible assets, as well as associated overhead. Commissions consist of sales-based commissions to independent sales agents and internal sales personnel. Commission rates vary, depending on the geographic location of the agent, type of products sold, and the degree of achievement of certain performance targets. Our advertising and promotion expenses consist primarily of media advertising costs, trade and consumer marketing expenses and public relations expenses which aim to strengthen the leadership of our brand in key vertical markets. Facilities costs that are included in our selling, general and administrative expenses include an allocated portion of the occupancy costs for our facilities in countries where sales, marketing and administrative personnel are located. Professional service fees for accounting and legal services are also included in selling, general and administrative expenses. 85 2025 Financial Highlights Significant highlights of our financial performance in 2025 included: •Revenues decreased by $21.4 million, or 3.7%, compared to 2024. The decrease was driven by a decrease in products revenues attributable to longer sales cycles. These revenue results also evidence macro-economic pressure on capital expenditure budgets of our customers, which has been causing longer sales cycles for our systems. Services revenues also decreased by $9.7 million in 2025, which was primarily attributable to a decrease in systems revenues in recent periods. •Operating expenses decreased by $42.7 million, or 12.5% compared to 2024. The decrease was primarily driven by a $41.1 million reduction in employee-related and other costs (including restructuring charges) resulting from our restructuring initiative and its continued benefits, as well as $9.1 million lower charges related to revaluation and sale of investments, partially offset by a change of $9.3 million in the amount of contingent consideration liabilities in 2025. •Net loss amounted to $104.3 million, or basic and diluted net loss per share of $1.28, in 2025, compared to net loss of $120.3 million, or basic and diluted net loss per share of $1.70, in 2024. That decrease in net loss in 2025 was mainly attributable to a $13.2 million decrease in our operating loss and an increase of $8.7 million in financial income, net, partially offset by an increase of $5.8 million in our share in losses of associated companies as a result of impairment charges. •Total cash and cash equivalents and restricted cash amounted to $95.4 million and short-term deposits amounted to $150.0 million as of December 31, 2025, which, when aggregated together, reflected an increase of $93.8 million compared to the corresponding total amount as of December 31, 2024 ($151.6 million, consisting of $71.1 million in cash and cash equivalents and restricted cash, and $80.5 million in short-term deposits). The aggregate increase in cash, cash equivalents, restricted cash and short-term deposits in 2025 was primarily due to our receipt of $120 million from the PIPE investment of Fortissimo in our company that was completed during April 2025 and $15.1 million of cash from operating activities during 2025, while using $42.7 million of cash in investing activities, net of cash used for investments in short-term bank deposits. 86 Results of Operations We are providing within this section a discussion and analysis of our historical statement of operations data in accordance with accounting principles generally accepted in the United States of America, or GAAP. While our financial statements included in Item 18 of this annual report include data for each of the three years ended December 31, 2025, 2024 and 2023, the discussion and analysis contained in this Item 5.A is limited to a comparison of our results of operations for the years ended December 31, 2025 and 2024. For a discussion and analysis of our results for the year ended December 31, 2024, and a comparison of those results with those of the year ended December 31, 2023, please see “Item 5. Operating and Financial Review and Prospects—A. Operating Results—Results of Operations” in our annual Report on Form 20-F for the year ended December 31, 2024, which we filed with the SEC on March 6, 2025. The following table sets forth certain financial data derived from our Consolidated Statements of Operations and Comprehensive Loss, presented as percentages of our revenues for the years indicated: Year ended December 31, 2025 2024 % of Revenues Revenues 100.0 % 100.0 % Cost of revenues 58.8 % 55.1 % Gross profit 41.2 % 44.9 % Research and development, net 14.0 % 17.3 % Selling, general and administrative 40.4 % 42.5 % Operating loss (13.2) % (15.0) % Financial income, net 1.9 % 0.3 % Loss before income taxes (11.3) % (14.7) % Income tax expenses 0.6 % 0.5 % Share in losses of associated companies and impairment charges 7.1 % 5.8 % Net loss (18.9) % (21.0) % Discussion of Results of Operations The below tables and related discussion present an item by item comparison of our results of operations for the years ended December 31, 2025 and 2024. Revenues Our products and services revenues for the last two years, as well as the percentage change from year to year, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % Change Products $ 380,269 $ 391,917 (3.0) % Services 170,833 180,541 (5.4) % $ 551,102 $ 572,458 (3.7) % Our total consolidated revenues in 2025 were $551.1 million, a decrease of $21.4 million or 3.7%, compared to 2024. 87 Products Revenues Revenues derived from products (including systems and consumable materials) decreased by $11.6 million, or 3.0%, in 2025 as compared to 2024. The decrease was mainly as a result of a $8.7 million decrease (or 6.2%) in systems revenues, and a decrease of $3.0 million (or 1.2%) in consumables revenues, which were attributable to longer sales cycles. The overall decrease was partially offset by a favorable impact of foreign currency exchange rates of approximately $4.5 million, as well as consumables revenues driven by our recent acquisitions. Services Revenues Services revenues (including Stratasys Direct, maintenance contracts, time and materials and other services) decreased by $9.7 million, or 5.4%, in 2025 as compared to 2024. The decrease was primarily attributable to the decrease in systems revenues in recent periods, which impacts the related services that we are requested by our customers to provide, as well as lower SDM revenues of $3.8 million as a result of our divestiture of several businesses in SDM during 2024, partially offset by a favorable impact of foreign currency exchange rates of approximately $1.1 million. 88 Revenues by Region Revenue amounts and the percentage of our overall revenues by region for the last two years, as well as the percentage change in revenue amounts for each such region from year to year, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % of Revenues U.S. $ in thousands % of Revenues Americas* $ 328,735 59.7 % $ 341,737 59.7 % EMEA 153,226 27.8 % 158,465 27.7 % Asia Pacific 69,141 12.5 % 72,256 12.6 % $ 551,102 100.0 % $ 572,458 100.0 % *The Americas region consists of the United States, Canada and Latin America. The only single country in any region in which revenues exceeded 10% of our consolidated, aggregate revenues in either 2025 or 2024 was the United States, in which revenues amounted to $313.9 million and $322.5 million, in those respective years. Revenues in the Americas region decreased by $13.0 million, or 3.8%, to $328.7 million in 2025 compared to $341.7 million in 2024. The decrease was mainly attributable to longer sales cycles for products revenues and lower services revenues, as well as lower SDM revenues as a result of our divestiture of several businesses in SDM during 2024. Revenues in the EMEA region decreased by $5.2 million, or 3.3%, to $153.2 million in 2025 compared to $158.5 million in 2024. The decrease was primarily attributable to longer sales cycles for products revenues, partially offset by a favorable impact of foreign currency exchange rates, and an increase in services revenues. Revenues in the Asia Pacific region decreased by $3.1 million, or 4.3%, to $69.1 million in 2025 compared to $72.3 million in 2024. The decrease was primarily attributable to lower systems revenues and lower services revenues, partially offset by an increase in consumables revenues. Gross Profit Gross profit from our products and services for the last two years, as well as the percentage change from year to year, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % Change Gross profit attributable to: Products $ 173,794 $ 194,110 (10.5) % Services 53,492 62,706 (14.7) % $ 227,286 $ 256,816 (11.5) % 89 Gross profit as a percentage of revenues for our products and services for the last two years, as well as the change from year to year, were as follows: Year Ended December 31, 2025 2024 % of Revenues Change Gross profit as a percentage of revenues from: Products 45.7 % 49.5 % (3.8) % Services 31.3 % 34.7 % (3.4) % Total gross margin 41.2 % 44.9 % (3.7) % Gross profit attributable to products revenues decreased by $20.3 million, or 10.5%, to $173.8 million in 2025 compared to $194.1 million in 2024. Gross margin attributable to products revenues decreased to 45.7% in 2025 compared to 49.5% in 2024. Our gross profit and gross margin from products revenues decreased mainly as a result of lower products revenues and unfavorable mix of products revenues with lower gross margins, as well as higher restructuring charges of $5.8 million, and $4.4 million higher U.S. tariff costs. Gross profit attributable to services revenues decreased by $9.2 million, or 14.7%, to $53.5 million in 2025 compared to $62.7 million in 2024. Gross margin attributable to services revenues decreased to 31.3% in 2025 as compared to 34.7% in 2024. The decrease in gross profit and gross margin from services revenues were mainly attributable to the decrease in services revenues and $1.2 million higher U.S. tariff costs. Operating Expenses The amount of each type of operating expense for the last two years, as well as the percentage change between such annual periods, and total operating expenses as a percentage of our total revenues in each such year, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % Change Research and development, net $ 77,304 $ 99,142 (22.0) % Selling, general and administrative 222,471 243,335 (8.6) % $ 299,775 $ 342,477 (12.5) % Percentage of revenues 54.4% 59.8% Operating expenses were $299.8 million in 2025 compared to operating expenses of $342.5 million in 2024. The decrease in operating expenses was primarily driven by a reduction of $41.1 million in employee-related and other costs (including restructuring charges) resulting from our restructuring initiative and its continued benefits, and $9.1 million lower charges related to revaluation and sale of investments, partially offset by a change of $9.3 million in the amount of contingent consideration liabilities in 2025 compared to 2024. Research and development expenses, net, decreased by $21.8 million, or 22.0%, in 2025 compared to 2024. Research and development expenses, net, as a percentage of revenues decreased to 14.0% in 2025 compared to 17.3% in 2024. The decrease in research and development expenses, net, in 2025, was 90 mainly attributable to a reduction of $21.5 million in employee-related and other costs (including restructuring charges) resulting from our restructuring initiative and its continued benefits. We continue to invest in strategic long-term initiatives that include advancements in our core FDM and PolyJet technologies and in our new powder-based and photopolymer-based, SAF and P3 technologies, advanced composite materials, software and development of new applications that will enhance our current solutions offerings. Selling, general and administrative expenses in 2025 decreased by $20.9 million, or 8.6%, to $222.5 million, compared to $243.3 million in 2024. The amount of selling, general and administrative expenses constituted 40.4% of our revenues in 2025, as compared to 42.5% in 2024. The absolute decrease, as well as the relative decrease as a percentage of our revenues, were mainly attributable to a reduction of $19.6 million in our employee-related and other costs (including restructuring charges) resulting from our restructuring initiative and its continued benefits, and a $9.1 million reduction in charges related to revaluation and sale of investments, partially offset by a change of $9.3 million in the amount of contingent consideration liabilities in 2025 compared to 2024. Operating Loss Operating loss and operating loss as a percentage of our total revenues for the last two years, as well as the percentage change in operating loss between those years, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % Change Operating loss $ (72,489) $ (85,661) (15.4) % Percentage of revenues (13)% (15.0)% Operating loss for the year ended December 31, 2025 was $72.5 million as compared to an operating loss of $85.7 million for the year ended December 31, 2024. The absolute decrease of $13.2 million in the operating loss, and the decrease as a percentage of revenues, were primarily due to the $42.7 million decrease in operating expenses, partially offset by our decrease in gross profit, which was attributable to the factors identified for the above line items. Financial Income, net Financial income, net, which was primarily comprised of foreign currencies effects, interest income and interest expenses, amounted to $10.4 million for the year ended December 31, 2025, compared to financial income, net, of $1.7 million for the year ended December 31, 2024. 91 Income Taxes Income tax expenses and income tax expenses as a percentage of loss before income taxes for the last two years, as well as the percentage change between those years, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands % Change Loss before income taxes $ (62,103) $ (83,985) (26.1) % Income tax expenses $ 3,082 $ 2,973 3.7 % As a percentage of loss before income taxes (5.0)% (3.5)% (1.5) % We had an effective tax rate of 5.0% for the year ended December 31, 2025 as compared to an effective tax rate of 3.5% for the year ended December 31, 2024. Our effective tax rate in 2025 was primarily impacted by the geographic mix of our earnings and losses, movements in our valuation allowances and changes in our uncertain tax positions. Our effective tax rate is based on recurring factors, including the geographic mix of foreign taxable income and loss, as well as nonrecurring items that may not be predictable. For a full reconciliation of our effective tax rate to the Israeli statutory rate of 23% and for further explanation of our provision for income taxes, refer to Note 10 to our consolidated financial statements included in Item 18 of this annual report. Share in Losses of Associated Companies and Impairment Charges Share in losses of associated companies and impairment charges reflects our proportionate share of the losses of unconsolidated entities accounted for by using the equity method of accounting. During 2025, we had net losses of our equity method investment in a total amount of $39.1 million, compared to a loss of $33.3 million in 2024. Those losses in 2025 and 2024 include impairment charges in amounts of $33.9 million and $30.1 million, respectively, attributable to our equity investment in Ultimaker (which was the surviving entity following a merger between it and MakerBot). Please refer to Note 2 to our consolidated financial statements included in Item 18 of this annual report. 92 Net Loss and Net Loss Per Share Net loss, net loss as a percentage of our total revenues, and diluted net loss per share, for the last two years, as well as the percentage change between those years, were as follows: Year Ended December 31, 2025 2024 U.S. $ in thousands, except per share amounts % Change Net loss $ (104,285) $ (120,283) (13.3) % As a percentage of revenues (18.9)% (21.0)% Diluted net loss per share $ (1.28) $ (1.70) (24.7) % Net loss for the year ended December 31, 2025 was $104.3 million, as compared to $120.3 million for the year ended December 31, 2024. The absolute decrease in our net loss, as well as the decrease in our net loss as a percentage of revenues, were mainly attributable to a $13.2 million decrease in our operating loss and an increase of $8.7 million in financial income, net, partially offset by an increase of $5.8 million in our share in losses of associated companies as a result of impairment charges. Diluted net loss per share for the years ended December 31, 2025 and 2024 was $1.28 and $1.70, respectively. The weighted average, basic and diluted number of shares outstanding for the year ended December 31, 2025 was 81.6 million, compared to 70.9 million for the year ended December 31, 2024, which increase was primarily attributable to our issuance of 11,650,485 ordinary shares to Fortissimo in the April 2025 PIPE transaction. 93 Non-GAAP Financial Measures The following non-GAAP data for the fiscal years ended December 31, 2025 and 2024, which excludes certain items as described below, are non-GAAP financial measures. Our management believes that these non-GAAP financial measures are useful information for investors and shareholders of our company in gauging our results of operations (i) on an ongoing basis after excluding mergers, acquisitions and divestments related expense or gains and restructuring-related charges or gains, legal provisions and (ii) excluding non-cash items such as share-based compensation expenses, acquired intangible assets amortization, including intangible assets amortization related to equity method investments, impairment of long-lived assets and goodwill, revaluation of investments and the corresponding tax effect of those items. The items eliminated in our non-GAAP adjustments either do not reflect actual cash outlays that impact our liquidity and our financial condition or have a non-recurring impact on our statement of operations, as assessed by management. These non-GAAP financial measures are presented to permit investors to more fully understand how management assesses our performance for internal planning and forecasting purposes. The limitations of using these non-GAAP financial measures as performance measures are that they provide a view of our results of operations without including all items indicated above during a period, which may not provide a comparable view of our performance to other companies in our industry. Investors and other readers should consider non-GAAP measures only as supplements to, not as substitutes for or as superior measures to, the measures of financial performance prepared in accordance with GAAP. Reconciliation between results on a GAAP and non-GAAP basis is provided in the tables below. 94 Reconciliation of GAAP to Non-GAAP Results of Operations Twelve Months Ended December 31, 2025 Non-GAAP 2025 GAAP Adjustments Non-GAAP U.S. dollars and shares in thousands (except per share amounts) Gross profit (1) $ 227,286 $ 31,097 $ 258,383 Operating income (loss) (1,2) (72,489) 80,820 8,331 Net income (loss) (1,2,3) (104,285) 117,000 12,715 Net income (loss) per diluted share (4) $ (1.28) $ 1.43 $ 0.15 (1) Acquired intangible assets amortization expenses 18,280 Non-cash share-based compensation expenses 3,045 Restructuring and other expenses 9,772 31,097 (2) Acquired intangible assets amortization expenses 4,121 Non-cash share-based compensation expenses 21,229 Restructuring and other related costs 5,494 Revaluation of investments 2,208 Contingent consideration 1,724 Legal and other expenses 14,947 49,723 80,820 (3) Corresponding tax effect 1,015 Equity method related expenses and impairment 36,245 Finance income (1,080) $ 117,000 (4) Weighted average number of ordinary shares outstanding- Diluted 81,602 82,301 95 Twelve Months Ended December 31, 2024 Non-GAAP 2024 GAAP Adjustments Non-GAAP U.S. dollars and shares in thousands (except per share amounts) Gross profit (1) $ 256,816 $ 24,948 $ 281,764 Operating income (loss) (1,2) (85,661) 90,594 4,933 Net income (loss) (1,2,3) (120,283) 124,520 4,237 Net income (loss) per diluted share (4) $ (1.70) $ 1.76 $ 0.06 (1) Acquired intangible assets amortization expenses 18,576 Non-cash share-based compensation expenses 3,072 Restructuring and other expenses 3,300 24,948 (2) Acquired intangible assets amortization expenses 5,847 Non-cash share-based compensation expenses 22,546 Restructuring and other related costs 17,419 Revaluation of investments 6,597 Contingent consideration (7,595) Net loss from sale of investment 4,760 Legal and other expenses 16,072 65,646 90,594 (3) Corresponding tax effect 1,267 Equity method related expenses and impairment 31,262 Finance expenses 1,397 $ 124,520 (4) Weighted average number of ordinary shares outstanding- Diluted 70,858 71,177 96 Reconciliation of GAAP net loss to Adjusted EBITDA Twelve months ended December 31, 2025 2024 U.S. dollars in thousands Net loss $ (104,285) $ (120,283) Financial income, net (10,386) (1,676) Income tax expenses 3,082 2,973 Share in losses of associated companies and impairment charges 39,100 33,325 Depreciation expenses 20,738 21,030 Amortization expenses 22,435 24,423 Non-cash share-based compensation expenses 24,274 25,618 Revaluation of investments 2,208 6,597 Net loss from sale of investment — 4,760 Contingent consideration 1,724 (7,595) Legal and other expenses 15,935 16,072 Restructuring and other related costs 13,695 20,719 Adjusted EBITDA $ 28,520 $ 25,963 Variability of Operating Results Our revenues and profitability may vary in any given year, and from quarter to quarter, depending on the timing, number and mix of products sold and the average selling price of the products, and are also affected by the seasonality of our business. In addition, due to competition, uncertain market acceptance and other factors, we may be required to reduce prices for our products in the future. Since 2019, it has also been useful to gauge the variability of our operating results on a linear basis, for each quarter compared to the previous one, in addition to on a year-over-year basis, compared to the corresponding period of the prior year. We have not seen a steady pattern as to the level of demand for our products in particular quarters of the year since 2019. Nevertheless, in our outlook for 2026, we expect our revenues to grow sequentially. Our future results will be affected by a number of factors, including our ability to: increase the number of products sold; develop, introduce and deliver new products on a timely basis; accurately anticipate customer demand patterns; and manage future inventory levels in line with anticipated demand. Our results may also be affected by competitive factors, the extent to which our cost controls plan succeeds, the availability of working capital, results of litigation, the enforcement of intellectual property rights, currency exchange rate fluctuations, commodity prices and economic conditions in the geographic areas in which we operate. Macro factors, including global economic headwinds caused by increased and reciprocal tariffs, any lingering or new inflation, relatively high interest rates, and supply chain conditions, as impacted by geopolitical developments such as the status of the Russian war against Ukraine, Middle East conflicts, and U.S.-China relations, and macro factors particular to our industry, such as the extent of growth of the 3D printing market generally, may also impact our operating results. There can be no assurance that our historical performance in revenues, gross profit and net loss will improve, or that revenues, gross profit and net loss in any particular quarter will improve, over the results reflected in preceding quarters, including comparable quarters of previous years. See Item 3.D - “Risk Factors” above. 97 Effective Corporate Tax Rate See “Israeli and Multinational Tax Considerations and Government Programs — General Corporate Tax Structure in Israel” in Item 4.B. above for a discussion of the general tax structure in Israel and applicable corporate tax rates. In 2025, we generated losses mainly from our Israeli parent company and its major subsidiaries, with no tax benefit being recorded for those losses, as the near-term realization of these assets is uncertain. As part of the process of preparing our consolidated financial statements, we must estimate our income taxes in each of the jurisdictions in which we operate. This process involves estimating our actual current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. Actual income taxes could vary from these estimates due to future changes in income tax laws or the results of final tax examinations and reviews. Effects of Government Regulations and Location on our Business For a discussion of the effects of Israeli governmental regulation and our location in Israel on our business, see “Israeli and Multinational Tax Considerations and Government Programs” in Item 4.B. above and the “Risks related to operations in Israel” in Item 3.D. above. Inflation We believe that inflation has not had a material effect on our operations or on our financial condition during the three most recent fiscal years. Foreign Currency Transactions See “Foreign Currency Exchange Risk” in Item 11 below for a discussion of foreign currency transactions. 98 B. Liquidity and Capital Resources A summary of our consolidated statement of cash flows for the last two years is set forth in the below table. While our financial statements included in Item 18 of this annual report include cash flow data for each of the three years ended December 31, 2025, 2024 and 2023, the discussion contained in this Item 5.B. is limited to a comparison of our liquidity and capital resources— including cash flows— for the years ended December 31, 2025 and 2024. For a discussion of our cash flows for the year ended December 31, 2023, and a comparison of those cash flows with those for the year ended December 31, 2024, please see “Item 5. Operating and Financial Review and Prospects— B. Liquidity and Capital Resources” in our Annual Report on Form 20-F for the year ended December 31, 2024, which we filed with the SEC on March 6, 2025. Year Ended December 31, 2025 2024 U.S. $ in thousands Net loss $ (104,285) $ (120,283) Depreciation and amortization 43,174 45,338 Share-based compensation 24,274 25,618 Foreign currency transaction (gain) loss (9,085) 3,417 Loss from sale of investment — 4,760 Deferred income taxes, net and uncertain tax positions 1,239 1,287 Other non-cash items, net 49,267 37,769 Change in working capital and other items 10,560 9,920 Net cash provided by operating activities 15,144 7,826 Net cash used in investing activities (112,231) (14,820) Net cash provided by (used in) financing activities 117,972 (3,314) Effect of exchange rate changes on cash, cash equivalents and restricted cash 3,395 (1,480) Net change in cash, cash equivalents and restricted cash 24,280 (11,788) Cash, cash equivalents and restricted cash, beginning of year 71,076 82,864 Cash, cash equivalents and restricted cash, end of year $ 95,356 $ 71,076 Our cash, cash equivalents and restricted cash balances increased to $95.4 million as of December 31, 2025 as compared to $71.1 million as of December 31, 2024. The increase in cash, cash equivalents and restricted cash in 2025 was primarily due to $118.0 million of cash provided by financing activities, as well as $15.1 million of cash provided by operating activities, partially offset by our use of $112.2 million of cash in investing activities. Cash flows from operating activities Year ended December 31, 2025 Our operating activities provided $15.1 million of cash to us during 2025. Cash provided by our operating activities reflected our net loss of $104.3 million, as adjusted to eliminate non-cash items included in net loss, including depreciation and amortization in an aggregate amount of $43.2 million, share in losses of associated companies in an amount of $39.1 million, share-based compensation expenses in an amount of $24.3 million, $11.4 million of changes in other non-cash items, net, as well as positive changes in our working capital in an aggregate amount of $10.6 million, partially offset by 99 foreign currency transaction gains of $9.1 million. The positive change in working capital of $10.6 million was mainly driven by a decrease in inventory of $35.4 million, and a total decrease in other assets of $7.9 million, partially offset by an increase in accounts receivable of $18.0 million, a decrease in accounts payable of $5.3 million, and a total net decrease in other liabilities of $9.4 million. Year ended December 31, 2024 Our operating activities provided $7.8 million of cash to us during 2024. Cash provided by our operating activities reflected our net loss of $120.3 million, as adjusted to eliminate non-cash items included in net loss, including positive changes in our working capital in an aggregate amount of $9.9 million, depreciation, amortization and impairment charges of long-lived assets in an aggregate amount of $45.3 million, share in losses of associated companies in an amount of $33.3 million, share-based compensation expense in an amount of $25.6 million, foreign currency transactions losses of $3.4 million and $10.5 million of changes in other non-cash items, net. Positive changes in working capital of $9.9 million were mainly driven by a decrease in accounts receivable of $4.5 million and a decrease in inventory of $9.4 million, and a total decrease in other assets of $11.7 million, partially offset by a decrease of deferred revenues of $10.0 million, a decrease in accounts payable of $3.7 million and a total decrease in other liabilities of $1.9 million. Cash flows from investing activities Year ended December 31, 2025 We used $112.2 million of cash in our investing activities during 2025. The net cash used during 2025 mostly reflected cash used for net investments in short-term bank deposits of $69.5 million, $27.1 million that we invested for the purchase of property and equipment, intangibles and other assets, as well as $8.5 million that we used for investments in unconsolidated entities. Year ended December 31, 2024 We used $14.8 million of cash in our investing activities during 2024. The net cash use during 2024 mostly reflected $12.7 million that we invested for the purchase of property and equipment and intangible assets, as well as $8.8 million that we used for investments in non-marketable equity securities, partially offset by $7.2 million of proceeds that we received from other investing activities. Cash flows from financing activities Year ended December 31, 2025 Our financing activities provided $118.0 million of cash during 2025. These financing activities were primarily constituted by the net proceeds from the PIPE transaction with Fortissimo completed in April 2025, which provided $119.3 million, partially offset by contingent consideration that we paid for acquisitions in an aggregate amount of $1.1 million. Year ended December 31, 2024 We used $3.3 million of cash in our financing activities during 2024. These financing activities were primarily our repurchase of ordinary shares, which used $2.0 million, and contingent consideration that we paid for acquisitions in an aggregate amount of $1.0 million. Capital resources and capital expenditures Our total current assets amounted to $582.0 million as of December 31, 2025, of which $245.4 million consisted of cash, cash equivalents, short-term deposits and restricted cash. Total current liabilities amounted to $163.0 million as of December 31, 2025. 100 Most of our cash, cash equivalents and short-term deposits are held in banks in Israel and the U.S. The credit risk related to our accounts receivable is limited due to the relatively large number of customers and their wide geographic distribution. In addition, we seek to reduce the credit exposures of our accounts receivable by imposing credit limits, conducting ongoing credit evaluation, and by implementing account monitoring procedures, as well as by carrying credit insurance for many of our customers. We believe that we will have adequate cash and cash equivalents to fund our ongoing operations and that these sources of liquidity will be sufficient to satisfy our working capital and capital expenditures needs, for the next twelve months. We furthermore believe that we are well suited to continue to manage the current global macro-economic climate with a strong balance sheet and no debt, while focusing on cost controls and cash generation. We have continued to selectively apply certain cost controls, while ensuring that our new product introduction, or NPI, programs are well-funded, and we plan to continue investing as needed in order to support our new product development programs. Now that we have completed the PIPE with Fortissimo, we may consider deploying our available capital towards potential value-enhancing, inorganic opportunities in the 3D printing industry. Additional factors potentially impacting capital resources We are obligated to our suppliers under ordinary course purchase orders in an aggregate amount of approximately $93.6 million as of December 31, 2025. All of those obligations will become due over the course of the year 2026. We have also committed to make potential future payments to third parties as part of our acquisitions. These payments are contingent upon the occurrence of certain future events and, given the nature of these events, it is unclear when, if ever, we may be required to pay such amounts. The total contingent payments could reach an aggregate amount of up to $66.6 million. C. Research and Development, Patents and Licenses, Etc. For a discussion of our research and development policies, see “Research and Development” and “Regulation— Israeli Tax Considerations and Government Programs – Law for the Encouragement of Capital Investments” in Item 4.B. above and the “Risks related to operations in Israel” in Item 3.D. above. D. Trend Information. For trend information, see the Risk Factors described in Item 3.D. above, the “Overview” and “Operating Results” sections of this Item 5. “Operating and Financial Review and Prospects” and Item 4. “Information on the Company” above. 101 E. Critical Accounting Estimates For a description of our significant accounting policies, see Note 1 to our consolidated financial statements included in Item 18 of this annual report. The preparation of our consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in certain circumstances that affect the amounts reported in the accompanying consolidated financial statements and related footnotes. Actual results may differ from these estimates. We base our judgments on our experience and on various assumptions that we believe to be reasonable under the circumstances. Of our policies, the following are considered the most critical to an understanding of our consolidated financial statements, as they require the application of the most subjective and complex judgment, involving critical accounting estimates and assumptions impacting our consolidated financial statements. We have applied our policies and critical accounting estimates consistently across our businesses: •Inventories measurement •Business combination •Intangibles •Goodwill •Recoverability of equity method investment We base our estimates on historical experience and on various other assumptions which we believe to be reasonable under the circumstances. Because of the uncertainty inherent in these matters, actual results could differ materially from the estimates we use in applying these policies. Inventories measurement Our inventories are stated at the lower of cost or net realizable value. Cost is determined mainly using standard cost, which approximates actual cost, on a first-in, first-out basis. Inventory costs consist of materials, direct labor, and overhead. Net realizable value is determined based on estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We periodically assess our inventories for obsolescence and excess balances, or when certain events or changes in circumstances occur that trigger such assessment. The net realizable value of our inventory is based on certain factors including, but not limited to: forecasted selling prices and future demand for our products and services, historical sales patterns, technological changes, estimated service period, product end-of-life dates, alternative uses for the inventory, new products launches and other market conditions as applicable. If required, we reduce the carrying value of our inventories by an amount equal to the difference between their cost and the net realizable value. Once such inventory is written down, a new lower cost basis for that inventory is established. Our provisions for inventory write-downs for obsolescence and excess balances require us to utilize significant judgment. Although we make every effort to ensure the accuracy of the net realizable value of our inventories, any significant unanticipated deteriorating factor could have a material impact on the carrying value of our inventories and reported operating results. 102 Business combinations In accordance with ASC Topic 805, “Business Combinations”, we allocate the fair value of purchase consideration to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Fair value estimates are based on the assumptions management believes a market participant would use in pricing the asset or liability. In the Company’s recent acquisitions, intangible assets and goodwill represented a majority of the assets acquired. Assessing fair values of intangible assets acquired in a business combination involves significant judgment about future events and uncertainties and depends on estimates and assumptions. Significant estimates utilized in valuating intangible assets include discount rates and future expected cash flow, which rely upon assumptions such as the useful life of the assets, revenue growth rates and margins projections, technological obsolescence and income tax rate assumptions. Contingent consideration incurred in a business combination is included as part of the consideration transferred and recorded at fair value as of the acquisition date. Estimating the fair value involves significant judgment and is based on significant assumptions relating to the estimate, such as discount rates, internal cash flows forecast for the relevant period during which the financial metrics should be achieved and the timing and amounts of the contingent payments. Amounts recorded in a business combination in certain cases may be subject to revision based on the final determination of fair values during the measurement period, which may be up to one year from the acquisition date, as additional information about conditions existing at the acquisition date may become available. In addition, each reporting period thereafter, the Company revalues the contingent consideration payments and deferred payments which are classified as liabilities and records the changes in their fair value in the Consolidated Statements of Operations and Comprehensive Loss. On August 31, 2022, Stratasys completed the merger of MakerBot (previously, a fully owned subsidiary) with Ultimaker, which together formed a new entity under the name Ultimaker. The Company accounts for its investment in the combined company Ultimaker according to the equity method in accordance with ASC Topic 323, as it has retained the ability to exercise significant influence but does not control the new entity. The Company recognized an equity method investment in a total amount of $105.6 million comprised of the assumed fair value of the MakerBot shares and additional amount invested in cash by the Company, representing a share of 46.5% in the new entity. On April 3, 2023, we completed the acquisition of the additive manufacturing materials business of Covestro AG for an aggregate purchase price of $60.5 million, including cash and shares and we are obligated to pay additional payments. During 2025 and 2024, we completed several transactions, including acquisitions of entities and additional assets, for a total consideration of $12.6 million and $0.3 million, respectively. See Note 2 to our consolidated financial statements for further details on the business combination transactions. 103 Intangibles Most of our identifiable intangible assets were recognized as part of business combinations we have executed in the current and prior periods. Our identifiable intangible assets are considered definite life intangible assets and are primarily comprised of developed technology, trademarks and trade names, customer relationships and patents. Definite life intangible assets are amortized using the straight-line method over their estimated period of useful life. Our determination of the fair value of the intangible assets acquired involves the use of significant estimates and assumptions. Refer to the “Business combinations” section above. We believe that the fair value assigned to the assets acquired and liabilities assumed are based on reasonable assumptions and estimates that a market participant would use. Should conditions differ from management’s estimates at the time of the acquisition, including changes in volume or timing to current expectations of future revenue growth rates and forecasted margins, or changes in market factors outside of our control, such as discount rates, material write-downs of intangible assets may be required, which would adversely affect our operating results. We monitor events and changes in circumstances that could indicate carrying amounts of intangible assets may not be recoverable. We review the carrying amounts of our intangible assets for potential impairment when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment indicators may include any significant changes in the manner of our use of the assets or the strategy of our overall business, certain reorganization initiatives, significant negative industry or economic trends and significant decline in our share price for a sustained period. When such events or changes in circumstances occur, we compare the carrying amounts of the asset or assets groups with their respective estimated undiscounted future cash flows. If the asset or assets group are determined to be impaired, an impairment charge is recorded in the amount by which the carrying amount of the asset or assets group exceed their fair value. During the years ended December 31, 2025 and 2024, we did not record any impairment charges related to our definite life intangible assets. In 2025, additional intangible assets of $8.5 million were recognized by us as part of our assets and other acquisitions, as mentioned above. Goodwill Goodwill reflects the excess of the consideration transferred plus the fair value of any non-controlling interest in the acquiree at the acquisition date over the fair values of the identifiable net assets acquired. Goodwill is not amortized but rather is tested for impairment annually at the reporting unit level, or whenever events or circumstances present an indication of impairment. Our goodwill balance as of December 31, 2025 and 2024 resulted from our recent acquisitions. No goodwill impairment was recorded during the years ended December 31, 2025 or 2024. Determining the fair value of our reporting units requires significant judgment, including judgments about the appropriate terminal growth rates, weighted average costs of capital and the amounts and timing of projected future cash flows. Fair value determinations are sensitive to changes in underlying assumptions, estimates, and market factors. Projected future cash flows are based on our most recent budget, forecasts and strategic plans as well as certain growth rate assumptions. Potential changes in our costs and operating structure, the expected timing of utilization of synergies, strategic opportunities, negative effect of exchange rates and overall weakness in the 3D printing marketplace, could negatively impact our near-term cash-flow projections and could trigger a potential impairment of our goodwill. In addition, failure to execute our strategic plans as well as increases in weighted average costs of capital 104 could negatively impact the fair value of our reporting units, and increase the risk of goodwill impairment in the future. We will continue to monitor the fair value of our reporting units to determine whether events and changes in circumstances such as further deterioration in the business climate or operating results, further significant decline in our share price, changes in management’s business strategy or downward changes of our cash flows projections, warrant further interim impairment testing. See Note 8 to our consolidated financial statements for further details on the goodwill impairment test in 2025. Recoverability of equity method investment We periodically review equity method investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investments may not be recoverable. We will record an impairment charge to the extent that the estimated fair value of an investment is less than its carrying value and the Company determines the impairment is other-than-temporary. Impairment charges, if any, are recorded in "Share in losses of associated companies and impairment charges" in the Consolidated Statements of Operations and Comprehensive Loss. See Note 2 to our consolidated financial statements for additional information regarding our assessment of potential impairment of equity method investment.