ddd-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________to____________

Commission File No. 001-34220

__________________________

3D SYSTEMS CORPORATION

(Exact name of Registrant as Specified in its Charter)

__________________________


Delaware			95-4431352
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

333 Three D Systems Circle

Rock Hill, South Carolina 29730

(Address of Principal Executive Offices and Zip Code)

(Registrant’s Telephone Number, Including Area Code): (803) 326-3900

_________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.001 per share

DDD

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes ☐ No ☒

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Shares of Common Stock, par value $0.001 per share, outstanding as of May 4, 2026: 146,947,053.

3D SYSTEMS CORPORATION

Table of Contents


			PAGE NUMBER
Part I - Financial Information			3
Item 1. Financial Statements (Unaudited)			3
Condensed Consolidated Balance Sheets			3
Condensed Consolidated Statements of Operations			4
Condensed Consolidated Statements of Comprehensive Income (Loss)			5
Condensed Consolidated Statements of Cash Flows			6
Condensed Consolidated Statements of Stockholders' Equity			8
Notes to the Condensed Consolidated Financial Statements			9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			22
Item 3. Quantitative and Qualitative Disclosures About Market Risk			29
Item 4. Controls and Procedures			29
Part II - Other Information			30
Item 1. Legal Proceedings			31
Item 1A. Risk Factors			31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			31
Item 3. Defaults Upon Senior Securities			31
Item 4. Mine Safety Disclosures			31
Item 5. Other Information			31
Item 6. Exhibits			31
Signatures			33

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Balance Sheets

(Unaudited)


(in thousands, except par value)	March 31, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	85,083	$	95,635
Accounts receivable, net of reserves — $4,001 and $3,608	86,237		83,806
Inventories	127,265		127,496
Prepaid expenses and other current assets	42,075		39,770


Total current assets	340,660		346,707
Property and equipment, net	49,023		49,249
Intangible assets, net	16,157		16,614
Goodwill	15,454		15,575
Operating lease right-of-use assets	42,387		45,364
Finance lease right-of-use assets	7,537		7,774
Long-term deferred income tax assets	2,511		2,787
Other assets	39,387		37,658
Total assets	$	513,116	$	521,728
LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST AND EQUITY
Current liabilities:
Current portion of long-term debt, net of deferred financing costs	$	3,944	$	3,944
Current operating lease liabilities	10,939		11,583
Accounts payable	39,397		41,017
Accrued and other liabilities	49,113		46,656
Customer deposits and deferred revenue	20,020		17,423


Total current liabilities	123,413		120,623
Long-term debt, net of deferred financing costs	86,786		86,394
Long-term operating lease liabilities	42,481		45,420
Long-term deferred income tax liabilities	3,009		2,740
Other liabilities	23,083		24,000
Total liabilities	278,772		279,177
Commitments and contingencies (Note 11)
Redeemable non-controlling interest	—		2,193
Stockholders’ equity:
Preferred stock, 5,000 shares authorized; $0.001 par value; no shares issued and outstanding as of March 31, 2026 and December 31, 2025	—		—
Common stock, $0.001 par value, authorized 220,000 shares; shares issued 146,057 and 145,581 as of March 31, 2026 and December 31, 2025, respectively	146		146
Additional paid-in capital	1,622,692		1,620,399
Accumulated deficit	(1,336,784)		(1,332,360)
Accumulated other comprehensive loss	(51,710)		(47,827)
Total stockholders’ equity	234,344		240,358
Total liabilities, redeemable non-controlling interest and stockholders’ equity	$	513,116	$	521,728

See accompanying notes to condensed consolidated financial statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Statements of Operations

(Unaudited)


	Three Months Ended
(in thousands, except per share amounts)	March 31, 2026		March 31, 2025
Revenue:
Products	$	57,768	$	54,723
Services	37,770		39,817
Total revenue	95,538		94,540
Cost of sales:
Products	36,087		37,365
Services	25,108		24,486
Total cost of sales	61,195		61,851
Gross profit	34,343		32,689
Operating expenses:
Selling, general and administrative	31,348		49,769
Research and development	9,635		19,683

Total operating expenses	40,983		69,452
Loss from operations	(6,640)		(36,763)
Non-operating income (loss):
Foreign exchange gain, net	2,638		1,139
Interest income	584		953
Interest expense	(2,164)		(581)

Other income (loss), net	3,528		(160)
Total non-operating income	4,586		1,351
Net loss before income taxes	(2,054)		(35,412)
Provision for income taxes	(1,483)		(671)
Loss on equity method investments, net of income taxes	(1,046)		(903)
Net loss before redeemable non-controlling interest	(4,583)		(36,986)
Less: net loss attributable to redeemable non-controlling interest	(159)		—
Net loss attributable to 3D Systems Corporation	$	(4,424)	$	(36,986)

Net loss per common share:
Basic	$	(0.03)	$	(0.28)
Diluted	$	(0.03)	$	(0.28)

Weighted average shares outstanding:
Basic	143,261		132,462
Diluted	143,261		132,462

See accompanying notes to condensed consolidated financial statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Statements of Comprehensive Loss

(Unaudited)


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
Net loss before redeemable non-controlling interest	$	(4,583)	$	(36,986)
Other comprehensive (loss) income, net of taxes:
Pension plan adjustments	842		6

Foreign currency translation	(4,725)		3,046



Total other comprehensive (loss) income, net of taxes:	(3,883)		3,052
Comprehensive loss attributable to 3D Systems Corporation	$	(8,466)	$	(33,934)

See accompanying notes to condensed consolidated financial statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
OPERATING ACTIVITIES
Net loss before redeemable non-controlling interest	$	(4,583)	$	(36,986)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,132		5,712
Amortization of debt issuance costs	499		316
Stock-based compensation	2,282		4,168

Non-cash operating lease expense	3,022		2,371
Provision for inventory obsolescence	1,431		1,311
Provision for bad debts	473		325
(Gain) loss on the disposition of businesses, property, equipment and other assets	(320)		128

Provision for deferred income taxes and reserve adjustments	690		1,652
Gain on disposal of investment	(2,576)		—
Loss on equity method investment, net of taxes	1,046		903

Changes in operating accounts:
Accounts receivable	(5,645)		(1,231)
Inventories	(2,146)		(1,870)
Prepaid expenses and other current assets	(2,014)		(4,078)
Accounts payable	(2,040)		(2,799)
Deferred revenue and customer deposits	4,759		5,745
Accrued and other liabilities	109		(4,144)
All other operating activities	(7,331)		(5,309)
Net cash used in operating activities	(7,212)		(33,786)
INVESTING ACTIVITIES
Purchases of property and equipment	(2,058)		(2,795)


Proceeds from sale of assets and businesses, net of cash sold	100		—
Acquisitions and other investments, net of cash acquired	—		(550)
Other investing activities	(202)		(67)
Net cash used in investing activities	(2,160)		(3,412)
FINANCING ACTIVITIES




Purchase of non-controlling interest	(498)		—

Taxes paid related to net-share settlement of equity awards	(11)		(285)

Other financing activities	(414)		(364)
Net cash used in financing activities	(923)		(649)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(289)		1,178
Net decrease in cash, cash equivalents and restricted cash	(10,584)		(36,669)
Cash, cash equivalents and restricted cash at the beginning of the year	97,100		172,883
Cash, cash equivalents and restricted cash at the end of the period	$	86,516	$	136,214

Balances per Condensed Consolidated Balance Sheets:
Cash and cash equivalents	$	85,083	$	135,040
Restricted cash included in prepaid expenses and other current assets	127		124
Restricted cash included in other assets (a)	1,306		1,050
Total cash, cash equivalents and restricted cash	$	86,516	$	136,214

Continued on next page

See accompanying notes to condensed consolidated financial statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Statements of Cash Flows

(Unaudited)


(in thousands)	Three Months Ended
Supplemental cash flow information	March 31, 2026		March 31, 2025
Lease assets obtained in exchange for new lease liabilities	$	—	$	2,758
Cash interest payments	228		242
Cash income tax payments, net	577		1,820
Transfer of equipment from inventory to property and equipment, net (b)	216		1,212

(a)The balance in restricted cash as of March 31, 2026 and March 31, 2025 primarily relates to guarantees in the form of a standby letter of credit as security for a long-term real estate lease. Refer to Note 11 for further information.

(b) Inventory is transferred to property and equipment at cost when we require additional machines for training or demonstration or for placement into on demand manufacturing services locations.

See accompanying notes to condensed consolidated financial statements.

3D SYSTEMS CORPORATION

Condensed Consolidated Statements of Stockholders' Equity

(Unaudited)


	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders' Equity
(in thousands)	Shares	Amount
Balance, December 31, 2025	145,581	$	146	$	1,620,399	$	(1,332,360)	$	(47,827)	$	240,358
Shares issued, vested and canceled under equity incentive plans	482	—		—		—		—		—
Shares withheld related to net-share settlement of equity awards	(6)	—		(11)		—		—		(11)

Stock-based compensation expense	—	—		2,282		—		—		2,282
Net loss attributable to 3D Systems Corp.	—	—		—		(4,424)		—		(4,424)
Pension plan adjustment	—	—		—		—		842		842


Foreign currency translation adjustment	—	—		22		—		(4,725)		(4,703)
Balance, March 31, 2026	146,057	$	146	$	1,622,692	$	(1,336,784)	$	(51,710)	$	234,344


Balance, December 31, 2024	135,510	$	136	$	1,593,366	$	(1,362,243)	$	(55,066)	$	176,193
Shares issued, vested and canceled under equity incentive plans	(53)	(1)		—		—		—		(1)
Shares withheld related to net-share settlement of equity awards	(96)	—		(285)		—		—		(285)

Stock-based compensation expense	—	—		3,666		—		—		3,666
Net loss attributable to 3D Systems Corp.	—	—		—		(36,986)		—		(36,986)
Pension plan adjustment	—	—		—		—		6		6


Foreign currency translation adjustment	—	—		—		—		3,046		3,046
Balance, March 31, 2025	135,361	$	135	$	1,596,747	$	(1,399,229)	$	(52,014)	$	145,639

See accompanying notes to condensed consolidated financial statements.

NOTE 1- BASIS OF PRESENTATION

3D Systems Corporation (“3D Systems” or the “Company” or “we,” "our" or “us”) markets our products and services through subsidiaries in North America and South America (“Americas”), Europe and the Middle East (“EMEA”) and Asia Pacific and Oceania (“APAC”). We provide comprehensive 3D printing and digital manufacturing solutions, including 3D printers for plastics and metals, materials, software, and services, including maintenance, advanced manufacturing and applications engineering. Our solutions support advanced applications in two key industry verticals: Healthcare Solutions (which includes dental, medical devices, personalized health services and regenerative medicine) and Industrial Solutions (which includes aerospace, defense, transportation and general manufacturing). We have over 35 years of experience and expertise, which have proven vital to our development of an ecosystem and end-to-end digital workflow solutions that enable customers to optimize product designs, transform workflows, bring innovative products to market and drive new business models.

Consolidated Entities

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and all majority-owned and wholly-owned subsidiaries and entities in which a controlling interest is maintained. Intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current year presentation. The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to interim reports. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements and should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”). The Company believes that the disclosures included in this Form 10-Q are adequate to make the information presented not misleading. In the opinion of management, the unaudited condensed consolidated financial statements contain all adjustments, consisting of adjustments of a normal recurring nature, necessary to present fairly the Company's financial position, results of operations, and cash flows for the periods presented. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Actual results may differ from those estimates and assumptions.

Our annual reporting period is the calendar year. The Company's results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year.

Summary of Significant Accounting Policies

There have been no significant changes to our accounting policies since those disclosed in the Company's 2025 Annual Report on Form 10-K.

Finance Leases

As of March 31, 2026 and December 31, 2025, short-term finance lease obligations of $1.7 million and $1.6 million, respectively, are included in Accrued and other liabilities, and long-term finance lease obligations of $9.2 million and $9.5 million, respectively, are included in Other liabilities on our Condensed Consolidated Balance Sheets.

Amortization of Intangible Assets

Amortization expense related to our intangible assets with finite lives was $0.5 million and $0.6 million for the three months ended March 31, 2026 and 2025, respectively.

Redeemable Non-controlling Interest

For the year ended December 31, 2025, the Company held a 93.75% controlling interest in a consolidated foreign subsidiary that was acquired on April 1, 2022. The remaining 6.25% non-controlling interest in this foreign subsidiary is subject to redemption at a future date upon either (i) the exercise of a put option by the holder of the underlying shares or a call option by the Company, each of which is subject to the subsidiary achieving certain specified conditions, or (ii) the passage of time subsequent to the date on which this subsidiary was acquired.

In December 2025, the agreement was amended to allow for immediate exercise of the put option for $2.0 million, subject to the completion of three milestones, which will be paid in three installments in 2026. Upon completion of the first milestone and initial payment of $0.5 million, which occurred in the first quarter of 2026, the remaining shares were assigned to the Company. This resulted in the removal of the Redeemable non-controlling interest as of March 31, 2026 and we recognized a short-term liability for the remaining amount to be paid related to the second and third milestones of $1.5 million in Accrued and other liabilities.

Recently Issued Accounting Standards Not Yet Adopted

In September 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software." The ASU revises the accounting and disclosure requirements for internally developed software, including moving website development guidance from Accounting Standards Codification ("ASC") 350-50 to ASC 350-40, eliminating the use of development stages, and introducing new capitalization criteria based on (1) management’s authorization and funding commitment, and (2) the probability of project completion and intended functionality. It also includes guidance for assessing significant development uncertainty. This update is effective for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the effects of this ASU on our consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." The amendments in this ASU require public entities to provide disaggregated disclosure of expenses included within relevant income statement expense captions, as well as additional disclosures about selling expenses. This update is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the effects of this ASU on our consolidated financial statements.

Recently Adopted Accounting Standards

In July 2025, the FASB issued ASU No. 2025-05, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets." The ASU introduces a practical expedient that allows entities to assume that current conditions as of the balance sheet date will remain unchanged over the remaining life of eligible accounts receivable and contract assets. Under this expedient, entities are not required to forecast future changes in conditions for these assets; however, they must continue to consider customer-specific information and any known or expected deviations from current conditions. The Company adopted this ASU in the first quarter of 2026. Adoption did not have a material impact on our consolidated financial statements or disclosures.

NOTE 2- REVENUES

Contract Assets

In certain circumstances, contract assets are recorded to include unbilled amounts typically resulting from sales under contracts when revenue recognized exceeds the amount billed to the customers and right to payment is subject to contractual performance obligations rather than subject only to the passage of time. Contract assets were $1.5 million and $1.6 million as of March 31, 2026 and December 31, 2025, respectively, and are included in Prepaid expenses and other current assets on the accompanying Condensed Consolidated Balance Sheets.

Contract Liabilities

Our contract liabilities consist of deferred revenue generally related to maintenance and service contracts, post-sale support and extended warranty sales, where we generally receive up-front payment and recognize revenue over the service or support term. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue. The non-current portion of deferred revenue is recorded within Other liabilities on our Condensed Consolidated Balance Sheets.

Our contract liabilities consisted of the following:


(in thousands)	March 31, 2026		December 31, 2025
Deferred revenue, current and customer deposits	$	20,020	$	17,423
Deferred revenue, noncurrent	2,908		2,794
Total contract liabilities	$	22,928	$	20,217

During the three months ended March 31, 2026, the Company recognized $7.2 million of revenue related to the Company's contract liabilities at December 31, 2025. The change in contract liabilities from December 31, 2025 to March 31, 2026 was primarily due to the timing of cash receipts and sales of extended service contracts.

Collaborative Arrangements

The Company enters into collaborative arrangements with customers that provide for cost reimbursement of certain expenses and potential milestone payments.

The Company recognized $1.2 million in product revenue and $1.1 million in product cost of sales related to collaborative arrangements during the three months ended March 31, 2026.

For the three months ended March 31, 2025, the Company recognized $2.8 million in product revenue and $2.5 million in product cost of sales related to collaborative arrangements.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price allocated to performance obligations that are unsatisfied as of the end of the period. As of March 31, 2026, the Company had $6.2 million of remaining performance obligations, primarily related to maintenance and service contracts, post-sale support and extended warranties. We expect approximately 86% to be recognized as revenue within the next two years, and the remaining thereafter. We have excluded performance obligations with an original expected duration of one year or less.

Revenue Concentration

Revenue, disaggregated by the geographic region in which a sale originated, was as follows:


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
Americas	$	57,065	$	51,935
EMEA	34,340		33,435
APAC	4,133		9,170
Total	$	95,538	$	94,540

United States (included within Americas)	$	56,756	$	50,899
Germany (included within EMEA)	$	15,751	$	16,983

For the three months ended March 31, 2026, two customers within our Healthcare Solutions segment accounted for 17.4% and 10.0% of our consolidated revenue, respectively. For the three months ended March 31, 2025, one customer within our Healthcare Solutions segment accounted for 12.0% of our consolidated revenue. We expect to maintain our relationships with these customers.

NOTE 3- INVENTORIES


(in thousands)	March 31, 2026		December 31, 2025
Raw materials	$	44,538	$	45,350
Work in process	3,303		2,137
Finished goods and parts	79,424		80,009
Total inventories	$	127,265	$	127,496

NOTE 4- INVESTMENTS AND NOTE RECEIVABLE

The Company holds various equity investments, which are recorded in Other assets on our Condensed Consolidated Balance Sheets. The following table summarizes our investment balances:


(in thousands)	March 31, 2026		December 31, 2025
Equity investments under the equity method of accounting	$	2,283	$	753
Equity investments without readily determinable fair values	21,767		21,712

Total equity investments	$	24,050	$	22,465

National Additive Manufacturing Innovation ("NAMI") Joint Venture

As of December 31, 2025, the Company owned 49% of NAMI’s common stock. In February 2026, the investee issued additional shares to another equity investor, which diluted our ownership share to 34.3% of the joint ventures common stock as of March 31, 2026. The Company recognized a gain on the investee’s share issuance of $2.6 million, reported in Other income (loss), net for the three months ending March 31, 2026. The gain related to the difference between our share of the proceeds from the additional investment and the impact of the dilution on the carrying value of our investment.

In December 2024, the Company entered into a short-term, non-interest bearing loan agreement with NAMI whereby NAMI borrowed $2.0 million to finance its working capital and capital expenditures requirements. The loan originally matured on June 30, 2025. During the quarter ended September 30, 2025, the parties amended the loan agreement to extend the maturity date to June 30, 2026, and increase the total related party note receivable to $4.4 million.

The loan is recorded at cost, which approximates fair value as of March 31, 2026. The carrying value of the related party note receivable was $4.4 million as of March 31, 2026 and December 31, 2025. The note receivable is reported in Prepaid expenses and other current assets, on our Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025.

Additionally, during the three months ended March 31, 2026 and 2025, the Company entered into related party transactions with Enhatch Inc. ("Enhatch") in the ordinary course of business. During the three months ended March 31, 2026, the Company made purchases from Enhatch of $0.4 million. For the three months ended March 31, 2026, the outstanding related party payable balances attributable to our purchases from Enhatch were not material.

Other Asset

In February 2025, the Company provided financing of $1.0 million to Hull Legacy Media Corporation, a production company co-owned by Charles W. Hull, EVP, Chief Technology Officer for the Company's Regenerative Medicine business and a related party of the Company. The financing is recorded in Other assets on our Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025.

Variable Interest Entities ("VIEs")

The Company concluded that three of its investments are VIEs. These investments are not consolidated as we concluded that the Company is not the primary beneficiary. As of March 31, 2026, our maximum exposure to losses associated with the VIEs is limited to the $21.6 million carrying value of our investments in the VIEs, $4.4 million of which is included in Prepaid expenses and other current assets, with the remaining in Other assets on our Condensed Consolidated Balance Sheets. We have no other investments in unconsolidated entities that have been determined to be a VIE.

NOTE 5- BORROWINGS

The Company had the following debt outstanding as of:


(in thousands)	Outstanding Principal		Unamortized Deferred Issuance Costs		Carrying Value
March 31, 2026
0% Convertible senior notes due 2026	$	3,944	$	—	$	3,944
5.875% Convertible senior notes due 2030	92,030		(5,244)		86,786
Outstanding convertible notes	$	95,974	$	(5,244)	$	90,730

(in thousands)	Outstanding Principal		Unamortized Deferred Issuance Costs		Carrying Value
December 31, 2025
0% Convertible senior notes due 2026	$	3,944	$	—	$	3,944
5.875% Convertible senior notes due 2030	92,030		(5,636)		86,394
Outstanding convertible notes	$	95,974	$	(5,636)	$	90,338

The Company's long-term debt requires that the Company maintain certain financial covenants, including minimum qualified cash, accounts receivable and inventory balances, among others, and the Company was in compliance with all covenants as of March 31, 2026.

Convertible Senior Notes

Convertible senior secured notes due 2030

The 2030 Notes are senior secured obligations, guaranteed by certain U.S. subsidiaries of the Company (the "Note Parties"), and bear interest semiannually at a rate of 5.875%, payable on June 15 and December 15 of each year, beginning December 15, 2025.

Convertible senior notes due 2026

The 2026 Notes have an annual effective interest rate of 0.594%, reflecting original issue discounts, commissions, and offering expenses. The 2026 Notes are scheduled to mature on November 15, 2026, unless earlier redeemed, repurchased, or converted in accordance with their terms.

The Company incurred debt issuance cost amortization of $0.5 million and $0.3 million for the three months ended March 31, 2026 and 2025, respectively.

NOTE 6- STOCK-BASED COMPENSATION

2015 Incentive Plan

The Company is authorized to grant shares of restricted stock, restricted stock units (“RSUs”), stock appreciation rights, cash incentive awards and options to purchase shares of common stock to employees and non-employee directors pursuant to its 2015 Incentive Plan (the “2015 Plan”). The 2015 Plan also designates measures that may be used for performance awards and market-based awards.

Stock-Based Compensation Activity and Expense

The following table shows the stock-based compensation expense recognized:


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
Stock-based compensation expense	$	2,282	$	4,168

Included in stock-based compensation expense recognized for the three months ended March 31, 2026 and 2025 are $0.0 million and $0.5 million, respectively, of accrued expense pertaining to annual incentive compensation for which settlement would ultimately occur using shares of Common Stock.

As of March 31, 2026, there was $6.0 million of unrecognized stock-based compensation expense related to all unvested share-based payment awards that the Company expects to recognize over a weighted-average period of 2 years.

NOTE 7- INCOME TAXES

We maintain the exception under ASC 740-270-30-36(b), “Accounting for Income Taxes,” for jurisdictions that do not have reliable estimates of ordinary income. Accordingly, we have used a year-to-date methodology in determining the effective tax rate for the three months ended March 31, 2026 and 2025.

For the three months ended March 31, 2026 and 2025, the Company's effective tax rate was (72.2)% and (1.9)%, respectively. The differences between the U.S. statutory tax rate and the effective tax rates for the three months ended March 31, 2026 and 2025 were primarily driven by the recognition of a full deferred tax asset valuation allowance in various jurisdictions in both years.

On July 4, 2025, the U.S. enacted H.R. 1, commonly referred to as the One Big Beautiful Bill Act (OBBBA). The Company has evaluated the impacts of the new legislation and there is no material impact on the condensed consolidated financial statements.

NOTE 8 - NET LOSS PER SHARE

Basic net (loss) income per common share is calculated by dividing net (loss) income attributable to 3D Systems’ common stock by the weighted average number of shares of common stock outstanding during the applicable period. Diluted net (loss) income per common share incorporates the additional shares issuable upon the assumed exercise of stock options, the vesting of restricted stock and RSUs, and the assumed conversion of debt, except in such case when (1) the inclusion of such shares or potential shares would be anti-dilutive or (2) when the vesting of restricted stock or RSUs is contingent upon one or more performance conditions that have not been met as of the balance sheet date.


	Three Months Ended
(in thousands, except per share amounts)	March 31, 2026		March 31, 2025
Numerator for basic and diluted net loss per share:
Net loss attributable to 3D Systems' Corporation common stock shareholders	$	(4,424)	$	(36,986)



Denominator for basic and diluted net loss per share:
Weighted average shares outstanding – basic and diluted	143,261		132,462

Net loss per common share - basic and diluted:	$	(0.03)	$	(0.28)

The following table presents the potentially dilutive shares that were excluded from the computation of diluted net loss per share attributable to common stockholders because their effect was considered anti-dilutive for the quarter ended March 31, 2026 and March 31, 2025 respectively.


	Three Months Ended
(in thousands)	March 31, 2026	March 31, 2025
Restricted stock, restricted stock units, and PSUs	4,919	4,689
Stock options	160	160
Total	5,079	4,849

The anti-dilution table above excludes shares issued in connection with the settlement of accrued incentive compensation. In the three months ended March 31, 2026 there were no shares related to the payment of accrued incentive compensation. For the three months ended March 31, 2025, the table above excludes 146 thousand shares for the payment of accrued incentive compensation that is expected to be settled in shares. This share estimate is based on the liabilities recorded at March 31, 2025 for the fiscal year 2025 incentive compensation arrangement, divided by the Company's year-to-date average share price of $3.42 per share.

Diluted income per common share was computed using the treasury stock method for restricted shares and RSUs and the if-converted method for convertible debt.

NOTE 9- ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME

The changes in the balances of accumulated other comprehensive (loss) income, net of tax, by component are as follows:


	Three Months Ended March 31, 2026
(in thousands)	Foreign currency translation adjustment		Defined benefit pension plan		Total
Balance, December 31, 2025	$	(47,998)	$	171	$	(47,827)
Other comprehensive (loss) income	(4,725)		842		(3,883)
Balance, March 31, 2026	$	(52,723)	$	1,013	$	(51,710)

	Three Months Ended March 31, 2025
(in thousands)	Foreign currency translation adjustment		Defined benefit pension plan		Total
Balance, December 31, 2024	$	(55,217)	$	151	$	(55,066)
Other comprehensive income	3,046		6		3,052
Balance, March 31, 2025	$	(52,171)	$	157	$	(52,014)

NOTE 10- SEGMENT INFORMATION

Our chief operating decision maker ("CODM"), who is our President and Chief Executive Officer, is responsible for reviewing segment performance and making decisions regarding resource allocation. Our CODM regularly reviews the results of our business through two reportable segments: Healthcare Solutions and Industrial Solutions, which are based on the industry verticals they serve. For Healthcare Solutions, those industry verticals include dental, medical devices, personalized health services and regenerative medicine. For Industrial Solutions, those industry verticals include aerospace, defense, transportation and general manufacturing.

The CODM evaluates each segment’s performance based on gross profit, which is also utilized in the annual budgeting and forecasting processes, as well as in quarterly reviews of budget-to-actual results and period-over-period variances. Internal segment reporting and discussions of results with our CODM are based on segment gross profit.

The CODM does not review disaggregated asset information on the basis of the Company's segments; therefore, such information is not presented.

Revenue, cost of sales and gross profit for each of our reportable segments were as follows:


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
Revenue:
Healthcare Solutions	$	50,133	$	41,316
Industrial Solutions	45,405		53,224
Total revenue	95,538		94,540
Cost of sales:
Healthcare Solutions	27,836		25,292
Industrial Solutions	33,359		36,559
Total cost of sales	61,195		61,851
Gross profit:
Healthcare Solutions	22,297		16,024
Industrial Solutions	12,046		16,665
Total gross profit	34,343		32,689
Selling, general and administrative	(31,348)		(49,769)
Research and development	(9,635)		(19,683)

Foreign exchange gain, net	2,638		1,139
Interest income	584		953
Interest expense	(2,164)		(581)
Other income (loss), net	3,528		(160)
Net loss before income taxes	$	(2,054)	$	(35,412)

Depreciation and amortization included in the measurement of gross profit by segment were as follows:


	Three Months Ended
(in thousands)	March 31, 2026		March 31, 2025
Depreciation and amortization:
Healthcare Solutions	$	1,439	$	1,484
Industrial Solutions	$	625	$	622

NOTE 11- COMMITMENTS AND CONTINGENCIES

The Company has certain purchase commitments under agreements with remaining terms in excess of one year primarily related to printer assemblies, inventory, capital expenditures, and software licenses. As of March 31, 2026, such purchase commitments totaled $20.4 million, with $8.0 million of the purchase obligations expected to be due within the next twelve months.

Indemnification

In the normal course of business, we periodically enter into agreements to indemnify customers or suppliers against claims of intellectual property infringement made by third parties arising from the use of our products. Historically, costs related to these indemnification provisions have not been significant, and we are unable to estimate the maximum potential impact of these indemnification provisions on our future results of operations.

To the extent permitted under Delaware law, we indemnify our directors and officers for certain events or occurrences while the director or officer is, or was, serving at our request in such capacity, subject to limited exceptions. The maximum potential amount of future payments we could be required to make under these indemnification obligations is unlimited; however, we have directors and officers insurance coverage that may enable us to recover future amounts paid, subject to a deductible and the policy limits. There is no assurance that the policy limits will be sufficient to cover all damages, if any.

Other Commitments

Government Settlement

As previously disclosed, beginning in October 2017, the Company undertook an internal investigation relating to possible violations of U.S. export control laws, including the International Traffic in Arms Regulations administered by the Directorate of Defense Trade Controls of the Department of State ("DTCC") and the Export Administration Regulations administered by the Bureau of Industry and Security of the Department of Commerce ("BIS"). In February 2023, the Company settled these matters with the U.S. Department of Justice ("DOJ"), DTCC and BIS. As a part of these settlement agreements, the Company agreed to pay $15.0 million in civil monetary penalties to these agencies, with an additional $10.0 million suspended penalty amount to be allocated to remedial compliance measures required by DTCC. The penalty amounts subject to payment were broken down as follows: DTCC, $10.0 million (payable in three installments over a three-year period); BIS, $2.8 million; and DOJ, $2.3 million.

During the year ended December 31, 2025, we paid the final installment penalty of $3.0 million in accordance with the DTCC settlement agreement. The original $10.0 million suspended penalty has not been recognized as a liability, as it will be recognized as incurred for remedial compliance measures during the three-year term of the settlement agreement. The application of the Company’s spend on remedial compliance measures as a reduction to the original $10.0 million suspended penalty must be approved by the DTCC, which approval will be sought on an annual basis in accordance with the terms of the settlement agreement. As of December 31, 2025, the approved suspended penalty balance remaining was $5.1 million. In February 2026, DTCC approved the Company’s spend of the remaining suspended penalty balance of $5.1 million, resulting in no further suspended penalty due.

On February 20, 2026, the DTCC notified the Company that it has closed the settlement agreement based upon the Company’s completion of all required terms.

Letter of Credit

On June 2, 2023, we issued $1.2 million of guarantees in the form of a standby letter of credit as security for a long-term real estate lease. The letter of credit has a maturity date of June 2026 and includes automatic one-year extensions, which are not to continue beyond July 1, 2033. As of March 31, 2026, the letter of credit has been reduced to $0.4 million. We have not recorded any liability for this guarantee, as we believe the likelihood of having to perform under the letter of credit is remote. In connection with this transaction, we pledged an equal amount of cash to the issuing bank of this letter of credit. The cash pledged is recorded as restricted cash and included in other assets on our consolidated balance sheets.

Litigation

SEC Investigation

On April 15, 2022, the Company was informed the SEC is conducting a formal investigation of the Company related to, among other things, allegations brought in a securities class action lawsuit against the Company in 2021 that settled in 2024, and the Company received subpoenas from the SEC for the production of documents and information related to its investigation as a follow on to a previous voluntary request for documents. The Company received its most recent subpoena from the SEC on August 20, 2024. The Company substantially completed its production in response to the subpoena on or about the deadline of October 4, 2024. The SEC took testimony from the Company’s former Chief Accounting Officer in January 2025, and from the Company’s former Chief Financial Officer in late March 2025. The Company intends to continue to cooperate with the SEC.

Termination of Volumetric Milestones Related to Potential Earnout Payments

Following the acquisition of Volumetric in 2021, the Company could have been required to pay up to $355.0 million of acquisition-related earnout payments to the former owners of Volumetric if the Company was to achieve seven non-financial, science-based milestones prior to either December 31, 2030 or December 31, 2035. Due to the loss of funding from the Company's key strategic partner for kidney and liver research and development efforts, the Company notified the former owners of Volumetric on February 24, 2024 that it was terminating the four milestones that related to those kidney and liver research and development efforts, as achievement was no longer financially viable. As a result of the termination of the four milestones, the Company's maximum liability for acquisition-related earnout payments was reduced to $175.0 million, which would have been payable if each of the three remaining non-financial, science-based milestones was achieved within the timeframes set forth in the Volumetric acquisition agreement.

On March 29, 2024, the former owners of Volumetric notified the Company that they were initiating dispute resolution under the provisions of the acquisition agreement in an effort to recover the $355.0 million. The parties did not reach a resolution during the 30-day negotiation period following this notice and entered into non-binding mediation in accordance with the terms of the acquisition agreement.

On April 29, 2024, two key employees from Volumetric ("Volumetric Key Employees"), who were required to be employed at the time of achievement of each non-financial, science-based milestone outlined in the Volumetric acquisition agreement for each related acquisition earnout payment to become payable, resigned from their positions with the Company. As a result of the resignation of the Volumetric Key Employees, all parties to which the remaining three milestone-based earnout payments totaling $175.0 million were potentially payable were notified that such amount was no longer eligible to be earned. While the Volumetric Key Employees claim that their terminations were for good reason, which would preserve the rights to milestone-based earnout payments under the Volumetric acquisition agreement, the Company vigorously denies this claim. On August 21, 2024, the Company proposed a settlement of $1.8 million with the former Volumetric shareholders and Volumetric Key Employees during mediation and this amount is recorded within Accrued and other liabilities on our consolidated balance sheets as of March 31, 2026 and December 31, 2025. The former Volumetric shareholders have not responded to the settlement offer. On December 13, 2024, the Company received a Notice of Claim for Indemnification from VBI Stockholders’ Representative, LLC, which claims to be the successor Stockholders’ Representative under the acquisition agreement. The Notice repeated the former Volumetric shareholders’ and Volumetric Key Employees' claims of breach. On January 10, 2025, the Company served a Notice of Objection which denied all liability. The delivery of this Notice of Objection triggered a 45-day negotiation period under the terms of the acquisition agreement. As of the date of this filing, there have been no further developments regarding this matter.

Intrepid Automation

On May 19, 2021, 3D Systems, Inc. initiated a lawsuit in the Superior Court of the State of California for the County of San Diego against five former employees and Intrepid Automation, Inc. ("Intrepid") (collectively, the "Intrepid Parties") alleging theft of trade secrets, unfair competition, breach of contract, and related claims ("2021 Lawsuit"). In June 2021, this lawsuit was removed to the United States District Court for the Southern District of California. In September 2022, the Intrepid Parties filed counterclaims against 3D Systems, Inc. In September 2022, the Company filed a motion to dismiss these counterclaims; this motion was granted in part in May 2023. The Intrepid Parties filed amended counterclaims in May 2023 alleging theft of trade secrets, fraudulent inducement, breach of contract, unfair competition, and related claims; this amended complaint sought damages in excess of $20 million as well as injunctive relief. These counterclaims were partially dismissed in March 2024 in response to a second motion to dismiss filed by the Company. The parties filed motions for summary judgment in April and May 2024. In March 2025, the Court granted the Intrepid Parties’ motion, dismissing the Company’s claims against the Intrepid Parties, but denied the Company’s motion for summary judgment with respect to the counterclaims brought by the Intrepid Parties in the 2021 Lawsuit. Trial on Intrepid’s counterclaims is scheduled to begin on July 27, 2026.

On December 4, 2024, Intrepid filed a lawsuit in the United States District Court for the Southern District of California against 3D Systems Corporation and 3D Systems, Inc. alleging infringement of U.S. patents 11,014,301 and 11,338,511 ("2024 Lawsuit"); this complaint seeks unspecified damages and injunctive relief. In July 2025, the Company filed inter partes review ("IPR") petitions against the asserted patents, and on December 11, 2025, the U.S. Patent and Trademark Office granted review of the IPR petitions. On December 18, 2025, the Court granted a stay of the 2024 lawsuit pending a final decision on the IPR petitions.

The Company intends to defend itself vigorously against the 2024 Lawsuit and the counterclaims in the 2021 Lawsuit.

Securities Class Action

The Company and certain of its executive officers were named as defendants in a putative securities class action filed on June 13, 2025 in the U.S. District Court for the District of Delaware. The action is styled Marcel F.M. Herbermann v. 3D Systems Corporation, et al., No. 1:25-cv-00734-GBW (D. Del.) (the "Securities Class Action"). The complaint in the Securities Class Action alleges defendants violated the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and SEC Rule 10b-5 promulgated thereunder by making false and misleading statements and omissions, and that the executive officers named as defendants are control persons under Section 20(a) of the Exchange Act. It was filed on behalf of stockholders who purchased the Company’s common stock from August 13, 2024 and May 12, 2025, and seeks monetary damages on behalf of the purported class. Within fourteen days of the entry of an Order appointing Lead Plaintiff and Lead Counsel, the Parties will submit a proposed scheduling Order for the filing of an amended complaint and Defendants’ responses thereto. The Company intends to defend itself and its executive officers vigorously.

Derivative Actions

The Company was named as a nominal defendant and certain of its officers and directors were named as defendants in derivative lawsuits pending in the U.S. District Court for the District of South Carolina. The action styled Scanlon v. Graves, et al., No. 0:25-cv-07627-MGL (D.S.C.) (the "Scanlon Action") was filed July 17, 2025, and asserts claims for violations of Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder, breach of fiduciary duties, and unjust enrichment. The action styled Milligan v. Graves, et al., No. 0:25-cv-11177-MGL (D.S.C.) (the "Milligan Action"), was filed August 18, 2025, and asserts claims for violations of Section 14(a) of the Exchange Act and SEC Rule 14a-9 promulgated thereunder, breach of fiduciary duties, aiding and abetting breach of fiduciary duty, unjust enrichment, waste of corporate assets, and for contribution under Section 10(b) and 21D of the Securities Exchange Act of 1934. The action styled Stoopler v. Graves, et al., No. 0:25-cv-12637-MGL (D.S.C.) (the "Stoopler Action"), was filed on September 20, 2025, and asserts claims for breach of fiduciary duties, unjust enrichment, and contribution and indemnification under Sections 10(b) and 21D of the Exchange Act. The Milligan Action, Scanlon Action, and Stoopler Action were consolidated on October 23, 2025 (the "Consolidated District of South Carolina Derivative Action"). On November 17, 2025, the Consolidated District of South Carolina Derivative Action was stayed through the earlier of the dismissal of the Securities Class Action, with prejudice, and the exhaustion of all appeals related thereto, or the close of discovery in the Securities Class Action.

The Company was also named as a nominal defendant and certain of its officers and directors were named as defendants in derivative lawsuits pending in the South Carolina Court of Common Pleas for the 16th Circuit, York County. The action styled Fernicola v. Graves, et al., No. 2025CP4602544 (S.C.), Ct. of Common Pleas for the 16th Judicial Cir., Cty. of York) (the "Fernicola Action") was filed June 27, 2025, and asserts claims for breach of fiduciary duties, gross mismanagement, waste of corporate assets, and unjust enrichment. The action styled Geza Bohus v. Graves, et al., No. 2025CP4603762 (S.C.), Ct. of Common Pleas for the 16th Judicial Cir., Cty. of York) (the "Bohus Action") was filed on September 26, 2025, and asserts claims for breach of fiduciary duty and unjust enrichment. On November 25, 2025, the Fernicola Action and the Bohus Action were consolidated (the "Consolidated York County Derivative Action"). On December 15, 2025, the Consolidated York County Derivative Action was stayed unless and until either (1) the Securities Class Action is dismissed, with prejudice, and all appeals related thereto have been exhausted; or (2) the motion to dismiss the Securities Class Action is denied in full or in part.

The Company was also named as a nominal defendant and certain of its officers and directors were named as defendants in derivative lawsuits pending in the U.S. District Court for the District of Delaware. The action styled Ataii v. Graves, et al., No. 1:25-cv-01087-GBW (D. Del.) (the "Ataii Action") was filed on August 29, 2025 and asserts claims for violations of Section 14(a) of the Exchange Act and SEC Rule 14a-9 promulgated thereunder, breach of fiduciary duties, unjust enrichment. The action styled Carter v. Graves, et al., No. 1:25-cv-01103-GBW (D. Del.) (the "Carter Action"), was filed on September 3, 2025, and asserts claims for breach of fiduciary duty, gross mismanagement, waste of corporate assets, unjust enrichment, and violation of Section 14(a) of the Exchange Act. The action styled Michaels v. Graves, et al., No. 1:25-cv-01176-GBW (D. Del.) (the "Michaels Action") was filed on September 22, 2025, and asserts claims for violations of Section 14(a) of the Exchange Act, violations of Section 20(a) of the Exchange Act, breach of fiduciary duties, and unjust enrichment. On October 30, 2025, the Ataii Action, the Carter Action, and the Michaels Action were consolidated (the "Consolidated District of Delaware Derivative Action.") On November 21, 2025, the Consolidated District of Delaware Derivative Action was stayed through the earlier of the dismissal of the Securities Class Action with prejudice, and the exhaustion of all appeals related thereto, or the close of discovery in the Securities Class Action. The Company intends to defend itself as well as its executive officers and directors vigorously against the derivative actions.

Other

We are involved in various other legal matters incidental to our business. Although we cannot predict the results of the litigation with certainty, we believe that the disposition of all of these various other legal matters will not have a material adverse effect, individually or in the aggregate, on our consolidated results of operations, consolidated cash flows or consolidated financial position.

Contingencies

Warranty

Changes in accrued product warranty liability balance are summarized as follows:


(in thousands)	March 31, 2026		March 31, 2025
Balance at beginning of period	$	<

SEC Form 10-Q filed by 3D Systems Corporation