syna-20251227

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 December 27, 2025


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

For the transition period from to .

Commission file number 000-49602

______________________________________________________________________________________________________

SYNAPTICS INCORPORATED

(Exact name of registrant as specified in its charter)

______________________________________________________________________________________________________


Delaware						77-0118518
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1109 McKay Drive

San Jose, California 95131

(Address of principal executive offices) (Zip code)

(408) 904-1100

(Registrant’s telephone number, including area code)

______________________________________________________________________________________________________

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.001 per share	SYNA	The Nasdaq Global Select Market

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 ☒

As of January 29, 2026, the Company had 38,729,741 shares of Common Stock outstanding.

Table of Contents

SYNAPTICS INCORPORATED

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED DECEMBER 27, 2025

TABLE OF CONTENTS

Page

Part I. Financial Information

Item 1.

Condensed Consolidated Financial Statements (Unaudited):

Condensed Consolidated Balance Sheets—December 27, 2025 and June 28, 2025

Condensed Consolidated Statements of Operations—Three and Six Months Ended December 27, 2025 and December 28, 2024

Condensed Consolidated Statements of Stockholders’ Equity—Three and Six Months Ended December 27, 2025 and December 28, 2024

Condensed Consolidated Statements of Cash Flows—Three and Six Months Ended December 27, 2025 and December 28, 2024

Notes to Condensed Consolidated Financial Statements

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

Part II. Other Information

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

PART I—FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

SYNAPTICS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except par value and share amounts)

(unaudited)


	December 2025		June 2025
ASSETS
Current Assets:
Cash and cash equivalents	$	437.4	$	391.5
Short-term investments	—		61.0
Accounts receivable, net	132.7		130.3
Inventories	158.0		139.5
Prepaid expenses and other current assets	42.9		29.6
Total current assets	771.0		751.9
Property and equipment, net	83.1		72.1
Goodwill	872.3		872.3
Acquired intangible assets	235.5		262.2
Deferred tax assets	418.0		408.8
Non-current other assets	183.4		217.1
Total assets	$	2,563.3	$	2,584.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	95.7	$	98.5
Accrued liabilities	167.7		172.4
Total current liabilities	263.4		270.9
Long-term debt	836.0		834.8
Other long-term liabilities	80.1		83.8
Total liabilities	1,179.5		1,189.5
Stockholders' Equity:
Preferred stock:
$0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock:
$0.001 par value; 120,000,000 shares authorized, 71,333,767 and 70,611,845 shares issued, 38,711,065 and 38,642,761 shares outstanding, at December 2025 and June 2025, respectively	0.1		0.1
Additional paid-in capital	1,279.7		1,211.8
Treasury stock: 32,622,702 and 31,969,084 common shares at December 2025 and June 2025, respectively, at cost	(1,050.5)		(1,006.9)
Retained earnings	1,154.5		1,189.9
Total stockholders' equity	1,383.8		1,394.9
Total liabilities and stockholders' equity	$	2,563.3	$	2,584.4

See accompanying notes to condensed consolidated financial statements (unaudited)


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Table of Contents

SYNAPTICS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share data)

(unaudited)


	Three Months Ended				Six Months Ended
	December				December
	2025		2024		2025		2024
Net revenue	$	302.5	$	267.2	$	595.0	$	524.9
Cost of revenue	170.8		145.0		338.7		281.8
Gross margin	131.7		122.2		256.3		243.1
Operating expenses:
Research and development	95.1		83.3		189.5		164.6
Selling, general, and administrative	47.8		49.5		94.0		99.5
Acquired intangibles amortization	3.8		3.8		8.5		7.6
Restructuring costs	0.1		0.8		2.6		15.0
Total operating expenses	146.8		137.4		294.6		286.7
Operating loss	(15.1)		(15.2)		(38.3)		(43.6)
Interest expense and other, net	(2.4)		(4.3)		(1.9)		(10.2)
Loss on early extinguishment of debt	—		(6.5)		—		(6.5)
Loss before benefit from income taxes	(17.5)		(26.0)		(40.2)		(60.3)
Benefit from income taxes	(2.7)		(27.8)		(4.8)		(39.0)
Net income (loss)	$	(14.8)	$	1.8	$	(35.4)	$	(21.3)
Net income (loss) per share:
Basic	$	(0.38)	$	0.05	$	(0.91)	$	(0.54)
Diluted	$	(0.38)	$	0.05	$	(0.91)	$	(0.54)
Shares used in computing net income (loss) per share:
Basic	38.9		39.7		38.9		39.7
Diluted	38.9		39.8		38.9		39.7

See accompanying notes to condensed consolidated financial statements (unaudited)


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SYNAPTICS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in millions, except share amounts)

(unaudited)


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Treasury Stock		Retained Earnings		Total Stockholders' Equity
Balance at June 2025	70,611,845	$	0.1	$	1,211.8	$	(1,006.9)	$	1,189.9	$	1,394.9
Net loss	—	—		—		—		(20.6)		(20.6)
Issuance of common stock for share-based award compensation plans	555,322	—		7.4		—		—		7.4
Payroll taxes related to net share settlement of share-based awards	—	—		(10.6)		—		—		(10.6)
Common stock repurchased, inclusive of excise taxes	—	—		—		(7.2)		—		(7.2)
Share-based compensation	—	—		36.7		—		—		36.7
Balance at September 2025	71,167,167	0.1		1,245.3		(1,014.1)		1,169.3		1,400.6
Net loss	—	—		—		—		(14.8)		(14.8)
Issuance of common stock for share-based award compensation plans	166,600	—		—		—		—		—
Payroll taxes related to net share settlement of share-based awards	—	—		(4.3)		—		—		(4.3)
Common stock repurchased, inclusive of excise taxes	—	—		—		(36.4)		—		(36.4)
Share-based compensation	—	—		38.7		—		—		38.7
Balance at December 2025	71,333,767	$	0.1	$	1,279.7	$	(1,050.5)	$	1,154.5	$	1,383.8

See accompanying notes to condensed consolidated financial statements (unaudited)


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Table of Contents

SYNAPTICS INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in millions, except share amounts)

(unaudited)


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Treasury Stock	Retained Earnings	Total Stockholders' Equity
Balance at June 2024	69,683,991	$	0.1	$	1,107.0	$

SEC Form 10-Q filed by Synaptics Incorporated