Acushnet Holdings Corp.
A maker of golf gear under the Titleist and FootJoy brands, Acushnet produces golf balls, clubs, wedges, putters, footwear, and apparel for players worldwide. The company began in 1910 as the Acushnet Process Company, a rubber-recycling business in Acushnet, Massachusetts, named after its hometown. In 1932 founder Philip 'Skipper' Young, suspicious after missing a putt, X-rayed his golf ball, found its core off-center, and set the firm on the path to golf.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
The following discussion contains management’s discussion and analysis of our financial condition and results of operations and should be read together with our unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Repor…
The following discussion contains management’s discussion and analysis of our financial condition and results of operations and should be read together with our unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that reflect our plans, estimates and beliefs and involve numerous risks and uncertainties, including but not limited to those described in “Part II, Item 1A. Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q and in our other filings with the Securities and Exchange Commission. Actual results may differ materially from those contained in any forward-looking statements. You should carefully read “Special Note Regarding Forward-Looking Statements” following the Table of Contents. Unless otherwise noted, the figures in the following discussion are unaudited. Overview We are the global leader in the design, development, manufacture and distribution of performance-driven golf products, and these products are widely recognized for their quality excellence. Today, we are the steward of two of the most revered brands in golf—Titleist, one of golf’s leading performance equipment brands, and FootJoy, one of golf’s leading performance wearable brands. Our target market is dedicated golfers, who are the cornerstone of the worldwide golf industry. These dedicated golfers are avid and skill-biased, prioritize performance and commit the time, effort and money to improve their game. We believe our focus on innovation and process excellence yields golf products that represent superior performance and consistent product quality, which are the key attributes sought after by dedicated golfers. Many of the game's professional players, who represent the most dedicated golfers, prefer our products, thereby validating our performance and quality promise while also driving brand awareness. We seek to leverage a pyramid of influence product and promotion strategy, whereby our products are the most played by the world's best players, creating aspirational appeal for a broad range of golfers who want to emulate the performance of the game's best players. We believe our differentiated focus on performance and quality excellence, enduring connections with dedicated golfers and favorable and market‑differentiating mix of consumable and durable products have been the key drivers of our financial performance. Our net sales are diversified by both product category and mix, as well as geography. Our product categories include golf balls, golf clubs, wedges and putters, golf shoes, golf gloves, golf gear, and golf and ski outerwear and apparel. Our product portfolio contains a favorable mix of consumable products, which we consider to be golf balls and golf gloves, and more durable products, which we consider to be golf clubs, golf shoes, golf gear, and golf and ski outerwear and apparel. Our net sales are also diversified by geography, with a substantial majority of our net sales generated in five countries: the United States, Japan, Korea, the United Kingdom, and Canada. We have three reportable segments: Titleist golf equipment, FootJoy golf wear, and Golf gear. Recent Developments Geopolitical Developments and Macroeconomic Factors: The global economy continues to experience elevated levels of volatility and uncertainty, including within commodity and energy markets, driven by a combination of geopolitical developments and macroeconomic factors. Increased U.S. tariffs have led and may continue to lead to the imposition of retaliatory tariffs by foreign jurisdictions, which have further contributed to disruptions in global capital markets and global supply chains. As a result, we have incurred and may continue to incur incremental costs in connection with importing raw materials, component parts and finished goods. In addition, geopolitical developments, inflationary pressures and other macroeconomic factors have resulted and may continue to result in increased energy, freight, and distribution costs. We have implemented various strategies to mitigate the effect of these incremental costs on our gross profit and gross margin. In February 2026, the U.S. Supreme Court ruled that certain tariffs imposed under IEEPA were invalid, and in March 2026, the U.S. Court of International Trade issued an order directing CBP to refund duties collected under IEEPA. In April 2026, CBP established a refund portal, allowing importers of record and authorized customs brokers to submit refund requests. We have submitted refund requests through this portal for duties paid on qualifying imports. During the three and six months ended June 30, 2026, we recognized benefits related to IEEPA tariff refunds of $44.5 million in costs of goods sold, $0.6 million in selling, general and administrative expenses, and $1.5 million in interest expense, net. These benefits were partially offset by a resulting increase in incentive compensation expense of approximately $7 million. While we continue to evaluate opportunities for additional tariff refunds, we do not expect any future recoveries to have a significant impact on our results of 27 Table of Contents operations. See “Notes to Unaudited Condensed Consolidated Financial Statements – Note 15 – Commitments and Contingencies,” Item 1 of Part I to this report. Current uncertainties around geopolitical developments and macroeconomic factors and their effects on trading relationships may further affect the costs of our imported raw materials, components parts and finished goods, as well as energy, freight, and distribution costs. In addition, increased market volatility and currency exchange rate fluctuations may influence our hedging strategy. These factors, and any changes to these factors, could have a material adverse effect on consumer behavior and on our future revenues and overall profitability. We continue to monitor the economic effects of these developments and evaluate opportunities to mitigate their related impacts. Supply Chain Optimization: On January 6, 2026, we formed a new joint venture with Myre and subscribed for shares in the capital of ACL FootJoy, in which we have a 40% interest, with the remaining 60% owned by Myre. The primary purpose of ACL FootJoy is to source raw materials for, and contract for the manufacture and production of, footwear in Vietnam, at one or more factories owned and/or controlled by Myre and/or its affiliates. We currently contract to manufacture substantially all of our FootJoy footwear at the Long An Factory pursuant to this joint venture arrangement. See “Notes to Unaudited Condensed Consolidated Financial Statements – Note 16 – Other Business Developments,” Item 1 of Part I to this report. Information Technology Optimization: During 2024, we began a multi-year implementation of a new global cloud-based enterprise resource planning ("ERP") platform as part of our plans to integrate our operations and enhance our supply chain and finance capabilities. We expect that the new global ERP platform will enable further operating efficiencies and support the Company’s digital transformation. Additional implementation activities are expected to continue in phases by geographic region over the next several years. The global ERP platform implementation spending comprises both capitalized costs and operating expenses. The operating expenses represent costs directly related to the deployment of the global ERP platform above the normal ongoing level of spending on information technology to support our operations. In connection with this strategic initiative, we incurred expenses of $6.9 million and $3.4 million, during the three months ended June 30, 2026 and 2025, respectively, and $9.9 million and $6.0 million, during the six months ended June 30, 2026 and 2025, respectively. In addition, we invested $13.3 million and $21.2 million for capitalized implementation costs associated with the integration, configuration and customization of this new global ERP platform during the six months ended June 30, 2026 and 2025, respectively. We anticipate spending approximately $35 million to $40 million in total for the full year related to the deployment of the new global ERP platform. Key Performance Measures We use various financial metrics to measure and evaluate our business, including, among others: (i) net sales on a constant currency basis, (ii) Adjusted EBITDA on a consolidated basis, (iii) Adjusted EBITDA margin on a consolidated basis and (iv) segment operating income (loss). Since a significant percentage of our net sales are generated outside of the United States, we use net sales on a constant currency basis to evaluate the sales performance of our business in period over period comparisons and to forecast our business going forward. Constant currency information allows us to estimate what our sales performance would have been without changes in foreign currency exchange rates. This information is calculated by taking the current period local currency net sales and translating them into U.S. dollars based upon the foreign currency exchange rates for the applicable comparable prior period. This constant currency information should not be considered in isolation or as a substitute for any measure derived in accordance with U.S. GAAP. Our presentation of constant currency information may not be consistent with the manner in which similar measures are derived or used by other companies. We primarily use Adjusted EBITDA on a consolidated basis to evaluate the effectiveness of our business strategies, assess our consolidated operating performance and make decisions regarding the pricing of our products, go-to-market execution and costs to incur across our business. We present Adjusted EBITDA as a supplemental measure of our operating performance because it excludes the impact of certain items that we do not consider indicative of our ongoing operating performance. We define “Adjusted EBITDA” in a manner consistent with the term “Consolidated EBITDA” as it is defined in our credit agreement. Adjusted EBITDA represents net income (loss) attributable to Acushnet Holdings Corp. plus interest expense, net, income tax expense (benefit), depreciation and amortization, and other items defined in our credit agreement, including: share-based compensation expense; restructuring and transformation costs; certain transaction fees; extraordinary, unusual or nonrecurring losses or charges; indemnification expense (income); certain pension settlement costs; certain other non-cash (gains) losses, net and the net income (loss) relating to noncontrolling interests. Adjusted EBITDA is not a measurement of financial performance under U.S. GAAP. It should not be considered an alternative to net income (loss) attributable to Acushnet Holdings Corp. as a measure of our operating performance or any other measure of performance derived in accordance with U.S. GAAP. In addition, Adjusted EBITDA should not be construed as an inference that our future 28 Table of Contents results will be unaffected by unusual or nonrecurring items, or affected by similar nonrecurring items. Adjusted EBITDA has limitations as an analytical tool, and you should not consider such measure either in isolation or as a substitute for analyzing our results as reported under U.S. GAAP. Our definition and calculation of Adjusted EBITDA is not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation. For a reconciliation of Adjusted EBITDA to net income (loss) attributable to Acushnet Holdings Corp., see “—Results of Operations” below. We also use Adjusted EBITDA margin on a consolidated basis, which measures our Adjusted EBITDA as a percentage of net sales, because our management uses it to evaluate the effectiveness of our business strategies, assess our consolidated operating performance and make decisions regarding pricing of our products, go-to-market execution and costs to incur across our business. We present Adjusted EBITDA margin as a supplemental measure of our operating performance because it excludes the impact of certain items that we do not consider indicative of our ongoing operating performance. Adjusted EBITDA margin is not a measurement of financial performance under U.S. GAAP. It should not be considered an alternative to any measure of performance derived in accordance with U.S. GAAP. In addition, Adjusted EBITDA margin should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items, or affected by similar nonrecurring items. Adjusted EBITDA margin has limitations as an analytical tool, and you should not consider such measure either in isolation or as a substitute for analyzing our results as reported under U.S. GAAP. Our definition and calculation of Adjusted EBITDA margin is not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation. Lastly, we use segment operating income (loss) to evaluate the effectiveness of business strategies, assess segment operating performance and make decisions regarding costs to incur across the business. Segment operating income (loss) includes directly attributable expenses and certain shared costs of corporate administration that are allocated to the operating segments, but excludes certain other costs, such as interest expense, net; restructuring costs; the non-service cost component of net periodic benefit cost; transaction fees; as well as other items that are not allocated to the operating segments. 29 Table of Contents Results of Operations The following table sets forth, for the periods indicated, our results of operations. Three months ended Six months ended June 30, June 30, (in thousands) 2026 2025 2026 2025 Net sales $ 819,951 $ 720,476 $ 1,572,926 $ 1,423,848 Cost of goods sold 374,120 366,160 771,835 732,370 Gross profit 445,831 354,316 801,091 691,478 Operating expenses: Selling, general and administrative 246,241 222,006 459,912 422,267 Research and development 20,761 18,933 39,956 37,792 Intangible amortization 2,243 3,509 4,488 7,004 Income from operations 176,586 109,868 296,735 224,415 Interest expense, net 12,305 15,198 25,377 29,013 Other expense (income), net 274 988 2,090 (18,875) Income before income taxes 164,007 93,682 269,268 214,277 Income tax expense 38,685 18,603 62,786 40,173 Net income 125,322 75,079 206,482 174,104 Less: Net (income) loss attributable to noncontrolling interests (490) 484 (234) 831 Net income attributable to Acushnet Holdings Corp. $ 124,832 $ 75,563 $ 206,248 $ 174,935 Adjusted EBITDA: Net income attributable to Acushnet Holdings Corp. $ 124,832 $ 75,563 $ 206,248 $ 174,935 Interest expense, net 12,305 15,198 25,377 29,013 Income tax expense 38,685 18,603 62,786 40,173 Depreciation and amortization 13,353 14,929 26,222 29,206 Share-based compensation 10,473 8,589 19,053 15,530 Restructuring costs (1) — 6,766 — 6,819 Transformation costs (2) 8,267 3,559 11,329 6,717 Other (3) 173 422 1,890 (19,561) Net income (loss) attributable to noncontrolling interests 490 (484) 234 (831) Adjusted EBITDA (4) $ 208,578 $ 143,145 $ 353,139 $ 282,001 Adjusted EBITDA margin 25.4 % 19.9 % 22.5 % 19.8 % ________________________ (1) For the three and six months ended June 30, 2025, includes $6.4 million related to the VBR program. (2) For the three and six months ended June 30, 2026, includes $6.9 million and $9.9 million, respectively, related to our information technology optimization. For the three and six months ended June 30, 2025, includes $3.4 million and $6.0 million, respectively, related to our information technology optimization. (3) For the six months ended June 30, 2025, includes a non-cash gain of $20.9 million related to the deconsolidation of Lionscore. The three and six months ended June 30, 2026 and 2025 also include other gains, losses or costs added back for purposes of calculating Adjusted EBITDA as defined in our credit agreement. (4) For the three and six months ended June 30, 2026, includes $45.1 million related to IEEPA tariff refunds, partially offset by a resulting increase in incentive compensation expense of approximately $7 million. 30 Table of Contents Three Months Ended June 30, 2026 Compared to the Three Months Ended June 30, 2025 Net sales by reportable segment is summarized as follows: Three months ended Constant Currency June 30, Increase/(Decrease) Increase/(Decrease) (in millions) 2026 2025 $ change % change $ change % change Golf balls $ 273.9 $ 262.2 $ 11.7 4.5 % $ 11.7 4.5 % Golf clubs 272.0 191.6 80.4 42.0 % 81.8 42.7 % Titleist golf equipment 545.9 453.8 92.1 20.3 % 93.5 20.6 % FootJoy golf wear 157.8 153.0 4.8 3.1 % 4.8 3.1 % Golf gear 79.6 76.7 2.9 3.8 % 3.0 3.9 % Net sales information by region is summarized as follows: Three months ended Constant Currency June 30, Increase/(Decrease) Increase/(Decrease) (in millions) 2026 2025 $ change % change $ change % change United States $ 498.4 $ 434.5 $ 63.9 14.7 % $ 63.9 14.7 % EMEA 114.3 98.6 15.7 15.9 % 12.1 12.3 % Japan 35.9 30.2 5.7 18.9 % 9.4 31.1 % Korea 80.0 80.1 (0.1) (0.1) % 5.4 6.7 % Rest of World 91.4 77.1 14.3 18.5 % 11.2 14.5 % Total net sales $ 820.0 $ 720.5 $ 99.5 13.8 % $ 102.0 14.2 % Segment operating income by reportable segment is summarized as follows: Three months ended (in millions) June 30, Increase/(Decrease) Segment operating income 2026 2025 $ change % change Titleist golf equipment $ 142.0 $ 85.9 $ 56.1 65.3 % FootJoy golf wear 19.4 11.6 7.8 67.2 % Golf gear 20.0 17.2 2.8 16.3 % Net Sales For the three months ended June 30, 2026, net sales increased 13.8%, or 14.2% on a constant currency basis, compared to the three months ended June 30, 2025. The increase was driven by higher net sales in Titleist golf equipment, primarily due to higher sales volumes in golf clubs and higher average selling prices in golf balls, as well as higher net sales in FootJoy golf wear and Golf gear, due to higher average selling prices across all product categories in both segments. The increase in net sales in the United States was primarily driven by an increase in Titleist golf equipment of $59.0 million. The increase in Titleist golf equipment was primarily driven by higher sales volumes in golf clubs, including our recently introduced GTS drivers and fairways and latest generation T-Series irons, as well as higher average selling prices and sales volumes of our Pro V1 golf ball models. Net sales in regions outside the United States increased 12.4%, or 13.3% on a constant currency basis, due to increases across all regions. In EMEA, the increase was primarily due to higher net sales in Titleist golf equipment, driven by golf clubs. In Rest of World, the increase was driven by higher net sales across all reportable segments. In Japan, the increase was due to higher net sales in Titleist golf equipment, mainly golf clubs, partially offset by lower net sales of products that are not allocated to one of our three reportable segments. In Korea, the increase, on a constant currency basis, was primarily due to higher net sales in Titleist golf equipment, mainly golf clubs. 31 Table of Contents Gross Profit Gross profit increased $91.5 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Gross margin increased to 54.4% for the three months ended June 30, 2026 compared to 49.2% for the three months ended June 30, 2025. The increase in gross profit was primarily the result of an increase in Titleist golf equipment of $75.6 million, as well as increases in FootJoy golf wear of $12.2 million and in Golf gear of $3.7 million. These increases were driven by IEEPA tariff refunds of $44.5 million, as well as the higher sales volumes and average selling prices in Titleist golf equipment discussed above, partially offset by higher tariff costs due to tariff measures discussed previously. Selling, General and Administrative Expenses Selling, general and administrative (“SG&A”) expenses increased $24.2 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This increase was primarily the result of increases of $10.0 million in advertising and promotion expenses, $7.8 million in administrative expense and $6.5 million in selling expense. The increase in advertising and promotion expenses was primarily in Titleist golf equipment to support new product launches. The increase in administrative expense was primarily due to the higher incentive compensation expenses discussed above and higher information technology-related expenses. The increase in selling expense was primarily due to the higher incentive compensation expenses discussed above and investments in our product fitting networks. SG&A expenses also include a $3.5 million increase in expense related to our information technology optimization, as well as a $3.7 million increase in foreign currency transaction losses, offset in part by a $2.5 million increase in gains on foreign exchange forward contracts. In addition, during the three months ended June 30, 2025, SG&A expenses include restructuring costs of $6.4 million related to the VBR program. Research and Development Research and development expenses increased $1.8 million for three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily related to Titleist golf equipment. Intangible amortization Intangible amortization expense decreased $1.3 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 due to certain intangible assets becoming fully amortized during the prior period. Interest Expense, net Interest expense, net decreased $2.9 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily due to a decrease in interest rates, as well as interest income on IEEPA tariff refunds, partially offset by an increase in borrowings. Income Tax Expense Income tax expense increased $20.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Our ETR was 23.6% for the three months ended June 30, 2026 compared to 19.9% for the three months ended June 30, 2025. The change in ETR was primarily driven by changes in our jurisdictional mix of earnings, as well as a reduced income tax benefit related to the U.S. deduction of foreign derived intangible income. Segment Results Titleist Golf Equipment Segment Net sales in our Titleist golf equipment segment increased 20.3%, or 20.6% on a constant currency basis, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily driven by higher sales volumes of our recently introduced GTS drivers and fairways and latest generation T-Series irons, as well as higher average selling prices of our Pro V1 golf ball models. Operating income in our Titleist golf equipment segment increased $56.1 million, or 65.3%, compared to the prior year period. The increase in operating income resulted from an increase of $75.6 million in gross profit, partially offset by higher operating expenses of $19.5 million.The increase in gross profit was primarily driven by IEEPA tariff refunds, as well as the higher sales volumes and higher average selling prices discussed previously, partially offset by higher tariff costs. Higher operating expenses were a result of increases of $8.2 million in advertising and promotion expenses, $5.7 million in 32 Table of Contents administrative expense and $5.6 million in selling expense. These increases were partially offset by a decrease of $1.2 million in amortization expense, as discussed previously. FootJoy Golf Wear Segment Net sales in our FootJoy golf wear segment increased 3.1%, or 3.1% on a constant currency basis, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily due to higher average selling prices across all product categories, partially offset by lower sales volumes in apparel and footwear. Operating income in our FootJoy golf wear segment increased $7.8 million, or 67.2% compared to the prior year period. The increase in operating income resulted from higher gross profit of $12.2 million, partially offset by higher operating expenses of $4.4 million. The increase in gross profit was due to IEEPA tariff refunds offsetting higher tariff costs. Higher operating expenses were a result of increases of $1.6 million in advertising and promotion expenses, $1.3 million in selling expense and $1.1 million in administrative expense. Golf Gear Segment Net sales in our Golf gear segment increased 3.8%, or 3.9% on a constant currency basis, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily driven by higher average selling prices across all product categories, partially offset by lower sales volumes in the travel product category and golf bags. Operating income in our Golf gear segment increased $2.8 million, or 16.3% compared to the prior year period, largely as a result of an increase of $3.7 million in gross profit, partially offset by higher operating expenses of $0.9 million. The increase in gross profit was due to IEEPA tariff refunds, offsetting higher tariff costs. 33 Table of Contents Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025 Net sales by reportable segment is summarized as follows: Six months ended Constant Currency June 30, Increase/(Decrease) Increase/(Decrease) (in millions) 2026 2025 $ change % change $ change % change Golf balls $ 508.4 $ 475.5 $ 32.9 6.9 % $ 29.2 6.1 % Golf clubs 496.0 399.4 96.6 24.2 % 94.1 23.6 % Titleist golf equipment 1,004.4 874.9 129.5 14.8 % 123.3 14.1 % FootJoy golf wear 339.4 331.4 8.0 2.4 % 2.4 0.7 % Golf gear 158.3 147.6 10.7 7.2 % 8.9 6.0 % Net sales information by region is summarized as follows: Six months ended Constant Currency June 30, Increase/(Decrease) Increase/(Decrease) (in millions) 2026 2025 $ change % change $ change % change United States $ 943.6 $ 858.7 $ 84.9 9.9 % $ 84.9 9.9 % EMEA 238.7 202.5 36.2 17.9 % 20.4 10.1 % Japan 72.3 65.4 6.9 10.6 % 11.5 17.6 % Korea 141.2 146.3 (5.1) (3.5) % 0.8 0.5 % Rest of World 177.1 150.9 26.2 17.4 % 18.0 11.9 % Total net sales $ 1,572.9 $ 1,423.8 $ 149.1 10.5 % $ 135.6 9.5 % Segment operating income by reportable segment is summarized as follows: Six months ended (in millions) June 30, Increase/(Decrease) Segment operating income 2026 2025 $ change % change Titleist golf equipment $ 226.2 $ 161.7 $ 64.5 39.9 % FootJoy golf wear 40.4 36.1 4.3 11.9 % Golf gear 35.9 30.9 5.0 16.2 % Net Sales For the six months ended June 30, 2026, net sales increased 10.5%, or 9.5% on a constant currency basis, compared to the six months ended June 30, 2025. The increase was driven by growth across all reportable segments largely as a result of higher net sales in Titleist golf equipment, primarily due to higher sales volumes in golf clubs and higher average selling prices in golf balls, as well as higher net sales in Golf gear, primarily due to higher average selling prices across all product categories. The increase in net sales in the United States was primarily driven by an increase in Titleist golf equipment of $76.9 million. The increase in Titleist golf equipment was primarily driven by higher sales volumes of our newly introduced GTS drivers and fairways, SM11 Vokey wedges and latest generation T-Series irons, and higher average selling prices of our Pro V1 golf ball models, partially offset by lower sales volumes of our second model year hybrids. Net sales in regions outside the United States increased 11.4%, or 9.0% on a constant currency basis, driven by increases in EMEA, Rest of World and Japan. In EMEA and Rest of World, the increases were primarily driven by higher net sales across all reportable segments. In Japan, the increase was driven by higher net sales in Titleist golf equipment, mainly golf clubs, partially offset by lower net sales in FootJoy golf wear. In Korea, net sales were up slightly on a constant currency basis, primarily due to an increase in Titleist golf equipment net sales, partially offset by a decrease in Golf gear net sales. Gross Profit Gross profit increased $109.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. Gross margin was 50.9% for the six months ended June 30, 2026 compared to 48.6% for the six months ended June 34 Table of Contents 30, 2025. The increase in gross profit was primarily the result of an increase in Titleist golf equipment of $93.3 million, as well as increases in FootJoy golf wear of $9.4 million and Golf gear of $6.6 million. These increases were driven by IEEPA tariff refunds of $44.5 million, as well as the higher sales volumes and average selling prices in Titleist golf equipment discussed above, partially offset by higher tariff costs due to tariff measures discussed previously. Selling, General and Administrative Expenses SG&A expenses increased $37.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was primarily the result of increases of $13.4 million in advertising and promotion expenses, $11.9 million in administrative expense and $11.1 million in selling expense. The increase in advertising and promotion expenses was primarily in Titleist golf equipment to support new product launches. The increase in administrative expense was primarily due to the higher incentive compensation expenses discussed above and higher information technology-related expenses. The increase in selling expense was primarily due to the higher incentive compensation expenses discussed above, and investments to expand our product fitting networks. SG&A expenses also include a $3.9 million increase in expense related to our information technology optimization, as well as a $6.9 million increase in foreign currency transaction losses, offset in part by a $4.2 million increase in gains on foreign exchange forward contracts. In addition, during the six months ended June 30, 2025, SG&A expenses include restructuring costs of $6.4 million related to the VBR program. Research and Development Research and development expenses increased $2.2 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily related to Titleist golf equipment. Intangible amortization Intangible amortization expense decreased $2.5 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 due to certain intangible assets becoming fully amortized during the prior period. Interest Expense, net Interest expense, net decreased $3.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily due to a decrease in interest rates, as well as interest income on IEEPA tariff refunds, partially offset by an increase in borrowings. Other Expense (Income), net Other expense, net increased $21.0 million for the six months ended June 30, 2026 compared to other income, net of $18.9 million for the six months ended June 30, 2025, primarily due to a non-cash gain of $20.9 million recognized in the prior year period related to the deconsolidation of Lionscore. Income Tax Expense Income tax expense increased $22.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. Our ETR was 23.3% for the six months ended June 30, 2026 compared to 18.7% for the six months ended June 30, 2025. The change in ETR was primarily driven by changes in our jurisdictional mix of earnings, as well as a reduced income tax benefit related to the U.S. deduction of foreign derived intangible income. 35 Table of Contents Segment Results Titleist Golf Equipment Segment Net sales in our Titleist golf equipment segment increased 14.8%, or 14.1% on a constant currency basis, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily driven by higher sales volumes of our recently launched SM11 Vokey wedges, newly introduced GTS drivers and fairways and latest generation T-Series irons, higher average selling prices of our Pro V1 golf ball models, partially offset by lower sales volumes of our second model year hybrids. Operating income in our Titleist golf equipment segment increased $64.5 million, or 39.9% compared to the prior year period. The increase in operating income resulted from higher gross profit of $93.3 million, partially offset by higher operating expenses of $28.9 million. The increase in gross profit was primarily driven by the higher sales volumes and higher average selling prices discussed previously and IEEPA tariff refunds, partially offset by higher tariff costs. Higher operating expenses were a result of increases of $12.0 million in advertising and promotion expenses, $8.9 million in selling expense, and $8.8 million in administrative expense. These increases were partially offset by a decrease of $2.5 million in amortization expense, as discussed previously. FootJoy Golf Wear Segment Net sales in our FootJoy golf wear segment increased 2.4%, or 0.7% on a constant currency basis, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily driven by higher average selling prices across all product categories, partially offset by lower sales volumes in footwear and apparel. Operating income in our FootJoy golf wear segment increased $4.3 million, or 11.9% compared to the prior year period. The increase in operating income resulted from higher gross profit of $9.4 million, partially offset by higher operating expenses of $5.1 million. The increase in gross profit was due to IEEPA tariff refunds, offsetting higher tariff costs. Higher operating expenses were a result of increases of $2.0 million in selling expense, $1.4 million in advertising and promotion expenses, and $1.4 million in administrative expense. Golf Gear Segment Net sales in our Golf gear segment increased 7.2%, or 6.0% on a constant currency basis, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily driven by higher average selling prices across all product categories. Operating income in our Golf gear segment increased $5.0 million, or 16.2% compared to the prior year period. The increase in operating income resulted from higher gross profit of $6.6 million. The increase in gross profit was due to IEEPA tariff refunds, offsetting higher tariff costs. An increase in operating expenses of $1.6 million partially offset the increase in gross profit. Liquidity and Capital Resources Our primary cash needs relate to working capital, repurchasing shares of our common stock, capital expenditures, paying dividends, servicing our debt and pension contributions. Additionally, from time to time, we may make strategic investments to complement our products, technologies or businesses, which could impact our liquidity needs. We expect to rely on cash flows from operations and borrowings under our multi-currency revolving credit facility and local credit facilities as our primary sources of liquidity. Our liquidity is impacted by our level of working capital, which is cyclical as a result of the general seasonality of our business. Our accounts receivable balance is generally at its highest starting at the end of the first quarter and continuing through the second quarter, and declines during the third and fourth quarters as a result of both an increase in cash collections and lower sales. Our inventory balance also fluctuates as a result of the seasonality of our business. Generally, our buildup of inventory starts during the fourth quarter and continues through the first quarter and into the beginning of the second quarter in order to meet demand for our initial sell-in during the first quarter and reorders in the second quarter. Both accounts receivable and inventory balances are impacted by the timing of new product launches. As of June 30, 2026, we had $66.6 million of unrestricted cash and cash equivalents (including $2.8 million attributable to ACL FootJoy, a VIE). As of June 30, 2026, 95.4% of our total unrestricted cash and cash equivalents was held by subsidiaries in regions outside of the United States, including ACL FootJoy. We manage our worldwide cash requirements by monitoring the funds available among our subsidiaries and determining the extent to which we can access those funds on a 36 Table of Contents cost-effective basis. We are not aware of any restrictions on repatriation of these funds and, subject to foreign withholding taxes, those funds could be repatriated, if necessary. We have repatriated, and intend to repatriate, funds to the United States from time to time to satisfy domestic liquidity needs arising in the ordinary course of business. Macroeconomic factors, including those discussed in Recent Developments above, could impact our results of operations in ways we cannot currently predict. Nonetheless, we believe that cash expected to be provided by operating activities, together with our cash on hand and the availability of borrowings under our multi-currency revolving credit facility and our local credit facilities (subject to customary borrowing conditions) will be sufficient to meet our liquidity requirements for at least the next 12 months. Our ability to generate sufficient cash flows from operations is, however, subject to many risks and uncertainties, including current and future economic trends and conditions, demand for our products, availability and cost of our raw materials and components, foreign currency exchange rates and other risks and uncertainties applicable to our business, as described in our Annual Report on Form 10-K for the year ended December 31, 2025. Debt and Financing Arrangements As of June 30, 2026, we had $504.4 million of available borrowing capacity under the Revolving Credit Facility after giving effect to $4.0 million of outstanding letters of credit. Additionally, we had $28.9 million available borrowing capacity under certain local credit facilities of our subsidiaries. The Credit Agreement governing the Revolving Credit Facility contains customary affirmative and restrictive covenants, including, among others, financial covenants based on our leverage and interest coverage ratios. The Credit Agreement also includes customary events of default, the occurrence of which, following any applicable cure period, would permit the lenders to, among other things, declare the principal, accrued interest and other obligations to be immediately due and payable. As of June 30, 2026, we were in compliance with all covenants under the Credit Agreement. The Indenture that governs the Notes contains covenants that, among other things, limit the ability of the Company and its subsidiaries to incur liens securing indebtedness for borrowed money, enter into sale and leaseback transactions, and consolidate or merge with or into other companies. As of June 30, 2026, we were in compliance with all covenants under the Indenture. See “Notes to Unaudited Condensed Consolidated Financial Statements – Note 5 – Debt and Financing Arrangements,” Item 1 of Part I to this report and “Notes to Consolidated Financial Statements – Note 11 – Debt and Financing Arrangements” in our Annual Report on Form 10-K for the year ended December 31, 2025 for a description of our debt and financing arrangements. Additionally, see “Risk Factors – Risks Related to Our Indebtedness” as described in our Annual Report on Form 10-K for the year ended December 31, 2025 for further discussion surrounding the risks and uncertainties related to our debt and financing arrangements. Dividends and Share Repurchase Program During the six months ended June 30, 2026, we paid dividends on our common stock of $30.8 million to our shareholders. During the third quarter of 2026, our board of directors declared a dividend of $0.255 per share of common stock to shareholders of record as of September 4, 2026 and payable on September 18, 2026. As of June 30, 2026, our board of directors had authorized us to repurchase up to an aggregate of $1.25 billion of our issued and outstanding common stock since the share repurchase program was established in 2018. During the six months ended June 30, 2026, we repurchased 288,239 shares of our common stock at an average price of $90.21 for an aggregate of $26.0 million. On June 8, 2026, we entered into an agreement with Magnus, to purchase from Magnus an equal amount of our common stock as we purchase on the open market over the period of time from June 10, 2026 through September 30, 2026, up to an aggregate of $52.5 million, at the same weighted average per share price. As of June 30, 2026, no share repurchase liability was recorded in relation to this agreement. As of June 30, 2026, we had $214.7 million remaining under the current share repurchase authorization. See “Notes to Unaudited Condensed Consolidated Financial Statements – Note 10 – Common Stock,” Item 1 of Part I to this report for a description of our share repurchase program and Magnus share repurchase agreements. 37 Table of Contents Capital Expenditures and Other Investments During the six months ended June 30, 2026, we invested $37.3 million in capital expenditures. We expect to invest approximately $95.0 million in capital expenditures for the full year, although actual amounts may vary depending upon a variety of factors, including the timing of certain capital project implementations and receipt of capital purchases. Capital expenditures generally relate to investments to support the manufacturing and distribution of products, our go-to-market activities, as well as investments in facilities to support our global strategic initiatives. In addition, during the six months ended June 30, 2026, we invested $13.3 million in capitalized implementation costs associated with the implementation of a new global cloud-based ERP platform as part of our plans to integrate our operations and enhance our supply chain and finance capabilities. We expect to invest approximately $25.0 million in capitalized implementation costs associated with this global ERP platform for the full year. Cash Flows The following table presents the major components of net cash flows from operating, investing and financing activities for the periods indicated: Six months ended June 30, (in thousands) 2026 2025 Cash flows from: Operating activities $ 107,444 $ 31,608 Investing activities (37,273) (25,792) Financing activities (50,947) (2,132) Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash (1,371) 3,312 Net increase in cash, cash equivalents and restricted cash $ 17,853 $ 6,996 Cash Flows from Operating Activities The increase in cash provided by operating activities was primarily driven by growth in operating income, including IEEPA tariff refunds recognized, offset in part by an increase in cash used to fund working capital requirements. At any specific point in time, working capital is subject to many variables, including seasonality and inventory management, the timing of cash receipts and payments, vendor payment terms and fluctuations in foreign exchange rates. Cash Flows from Investing Activities The increase in cash used in investing activities was driven by changes in capital expenditures. Cash Flows from Financing Activities The increase in cash used in financing activities was primarily driven by a decrease in net proceeds from credit facilities, offset in part by a decrease in purchases of common stock. Contractual Obligations and Off-Balance Sheet Arrangements During the normal course of business, we enter into agreements to purchase goods and services, including purchase commitments for advertising (including media placement and production costs), finished goods inventory, capital expenditures and endorsement arrangements with professional golfers. There have been no material changes to these purchase commitments since the year ended December 31, 2025. As of June 30, 2026, other than as discussed above, we did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a material current or future effect on our financial condition, results of operations, liquidity, capital expenditures or capital resources. Critical Accounting Estimates There have been no material changes to our critical accounting estimates from the information provided in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” included in our Annual Report on Form 10-K for the year ended December 31, 2025. 38 Table of Contents Recently Issued Accounting Standards We have reviewed all recently issued accounting standards and have determined that, other than as disclosed in "Notes to Unaudited Condensed Consolidated Financial Statements – Note 1 – Summary of Significant Accounting Policies," Item 1 of Part I to this report, such accounting standards will not have a significant impact on our consolidated financial statements or otherwise do not apply to our operations.
We are exposed to various market risks, which may result in potential losses arising from adverse changes in market rates, such as interest rates, foreign exchange rates and commodity prices and availability, as well as inflation risk. In addition, we are subject to broader mark…
We are exposed to various market risks, which may result in potential losses arising from adverse changes in market rates, such as interest rates, foreign exchange rates and commodity prices and availability, as well as inflation risk. In addition, we are subject to broader market risk that is created by the global market disruptions and uncertainties resulting from macroeconomic challenges, geopolitical events, tariffs, trade and other international disputes. We do not enter into derivatives or other financial instruments for trading or speculative purposes and do not believe we are exposed to material market risk with respect to our cash and cash equivalents. Interest Rate Risk We are exposed to interest rate risk under our various credit facilities which accrue interest at variable rates, as described in "Notes to Unaudited Condensed Consolidated Financial Statements – Note 5 – Debt and Financing Arrangements," Item 1 of Part I, to this report. Interest rate risk is highly sensitive due to many factors, including U.S. monetary and tax policies, U.S. and international economic factors and other factors beyond our control. We are exposed to changes in the level of interest rates and to changes in the relationship or spread between interest rates for our floating rate debt. Our floating rate debt requires payments based on a variable interest rate index. Increases in interest rates may reduce our net income by increasing the cost of our debt. We performed a sensitivity analysis to assess the potential effect of a hypothetical movement in interest rates on our annual pre-tax interest expense. As of June 30, 2026, we had $466.2 million of outstanding indebtedness at variable interest rates. The sensitivity analysis, while not predictive in nature, indicated that a one percentage point increase in the interest rate applied to these borrowings as of June 30, 2026 would have resulted in an increase of $4.7 million in our annual pre-tax interest expense. This sensitivity analysis disregards fluctuations in balances of our outstanding variable rate indebtedness due to borrowings and repayments throughout the year. Foreign Exchange Risk We are exposed to foreign currency transaction risk related to transactions denominated in a currency other than functional currency. In addition, we are exposed to currency translation risk resulting from the translation of the financial results of our consolidated subsidiaries from their functional currency into U.S. dollars for financial reporting purposes. We use financial instruments to reduce the earnings and shareholders' equity volatility relating to transaction risk. The principal financial instruments we enter into on a routine basis are foreign exchange forward contracts, pertaining to the U.S. dollar, the Japanese yen, the British pound sterling, the Canadian dollar, the Korean won, the Australian dollar and the euro. The periods of the foreign exchange forward contracts designated as hedges correspond to the periods of the forecasted hedged transactions, which do not exceed 24 months subsequent to the latest balance sheet date. We do not enter into derivative financial instrument contracts for trading or speculative purposes. We performed a sensitivity analysis to assess potential changes in the fair value of our foreign exchange forward contracts relating to a hypothetical movement in foreign currency exchange rates. The gross U.S. dollar equivalent notional amount of all foreign exchange forward contracts outstanding at June 30, 2026 was $216.3 million, representing a net settlement asset of $5.9 million. The sensitivity analysis of changes in the fair value of our foreign exchange forward contracts outstanding as of June 30, 2026, while not predictive in nature, indicated that the net settlement asset of $5.9 million would decrease by $15.5 million resulting in a net settlement liability of $9.6 million, if the U.S. dollar uniformly weakened by 10% against all currencies covered by our contracts. The sensitivity analysis described above recalculates the fair value of the foreign exchange forward contracts outstanding by replacing the actual foreign currency exchange rates and current month forward rates with foreign currency exchange rates and forward rates that reflect a 10% weakening of the U.S. dollar against all currencies covered by our contracts. All other factors are held constant. The sensitivity analysis disregards the possibility that foreign currency exchange rates can move in opposite directions and that gains from one currency may or may not be offset by losses from another currency. The analysis also disregards the offsetting change in value of the underlying hedged transactions and balances. 39 Table of Contents The financial markets and currency volatility may limit our ability to cost-effectively hedge these exposures. The counterparties to derivative contracts are major financial institutions with investment grade credit ratings. We monitor the credit quality of these financial institutions on an ongoing basis. Commodity Risk We are exposed to commodity price and availability risks with respect to certain materials and components used by us, our suppliers and our manufacturers, including polybutadiene, zinc diacrylate, urethane and ionomers for the manufacturing of our golf balls, tungsten, titanium and steel for our golf clubs, leather and synthetic fabrics for our golf shoes, golf gloves, golf gear and golf apparel, and resin and other petroleum-based materials for a number of our products. Impact of Inflation Our results of operations and financial condition are presented based on historical cost, and inflation in the cost of our products, overhead costs or wage rates may adversely affect our operating results. While it is difficult to accurately measure the impact of inflation due to the imprecise nature of the estimates required, we believe that inflation in the form of increased raw materials and other input costs, including inbound freight and wage rates, has at times impacted our business, results of operations, financial position and cash flows. In the future, sustained and higher inflationary environments, including increased raw material and other input costs, could materially impact our business, results of operations, financial position and cash flows.
Read original filing text →We are party to legal proceedings associated with the normal conduct of our businesses and operations. It is not possible to predict the outcome of the pending actions, and, as with any litigation, it is possible that some of these actions could be decided unfavorably.
We are party to legal proceedings associated with the normal conduct of our businesses and operations. It is not possible to predict the outcome of the pending actions, and, as with any litigation, it is possible that some of these actions could be decided unfavorably.
Read original filing text →You should carefully consider each of the risk factors included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, as well as the other information set forth in this report. There have been no material changes to the risk factors as descri…
You should carefully consider each of the risk factors included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, as well as the other information set forth in this report. There have been no material changes to the risk factors as described in our Annual Report on Form 10-K for the year ended December 31, 2025.
Read original filing text →