COHRCoherent Corp.
- Employees
- 51,000
- Headquarters
- Saxonburg, PA
- CEO
- James Robert Anderson
- Next results
- around Feb 3, 2027
27 paragraphs in Risk Factors of the 10-K filed Aug 14, 2026 with nothing like them in the 10-K filed Aug 15, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 74 Technology companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
manufacturing capacity, or recover investments made in anticipation of demand. If forecasted orders do not materialize, we may incur excess or obsolete inventory, underutilized manufacturing capacity, liabilities under supplier arrangements, reimbursement obligations for supplier capital expenditures, noncancellable purchase commitments, or reduced margins and profitability. The loss of one or more of our large customers, any reduction or delay in sales to these customers, our inability to successfully develop relationships with additional customers, or future price concessions that we may make could significantly harm our business.
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•we could be required to pay for costs, payments, or damages in connection with warranty and product liability claims and product recalls;
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Our reliance on contract manufacturers, and any failure to qualify or requalify our own or our subcontractors’ manufacturing lines for volume production, could adversely affect our ability to meet customer demand and harm our business, results of operations, and financial condition.
We provide components to contract manufacturers to produce finished or intermediary goods, and for some products a particular internal or external manufacturing site may be the sole qualified source. Our reliance on contract manufacturers exposes us to risks including reduced control over delivery schedules and planning, limited visibility into or availability of manufacturing capability and capacity, reliance on third-party quality assurance procedures, cybersecurity incidents or data security breaches affecting contract manufacturers, and the risk that disruptions at those manufacturers could require us to identify and qualify alternatives, which may be expensive and time-consuming and could result in supply interruptions and harm to customer relationships.
In addition, customers may require qualification or requalification of manufacturing lines before they will accept volume shipments, including when we establish new lines, relocate production, introduce new products, or transition work to new contract manufacturers or internal sites. Any failure or delay in obtaining such qualification or requalification could delay revenue, increase costs, harm our reputation, and adversely affect customer relationships and operating results.
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We may not be able to achieve expected returns from strategic investments, including capacity expansions.
We have made and are planning to make significant investments to satisfy increased customer demand, including expansion of our production capacity in the United States and in other regions where we operate. These projects are highly dependent on available sources of materials, and specialized equipment, as well as labor, skilled sub-contractors and other service providers. Increasing demand, supply constraints, inflation, tariffs, trade restrictions, and other market conditions could result in shortages and higher costs. Additionally, difficulties in obtaining labor, skilled sub-contractors and other service providers or other resources could result in delays in completion of our construction projects and cost increases, including costs to operate these facilities. Our ability to increase production is also subject to regulatory approvals, environmental and operational permits, clean-room and tool availability, hiring and training of qualified personnel, implementation of highly complex manufacturing processes, and the pace of bringing equipment and processes online with the capability to manufacture high-quality products at acceptable yields.
Similar paragraph at 1 of 74 other Technology companies: MU•inability to meet capital expenditure requirements, including during periods of relatively low free cash flow generation;
Similar paragraph at 1 of 74 other Technology companies: MU•inability to realize expected grants, investment tax credits, and other government incentives, including through the CHIPS Act and other national, international, state, and local grants;
Similar paragraph at 1 of 74 other Technology companies: MU•potential changes in laws or provisions of grants, investment tax credits, and other government incentives, including the CHIPS Act;
Similar paragraph at 1 of 74 other Technology companies: MU•delays and potential restrictions related to environmental and other government regulations or permits;
Similar paragraph at 1 of 74 other Technology companies: MU•increases to our cost structure until new production is ramped to adequate scale; and
Similar paragraph at 1 of 74 other Technology companies: MUFrom time to time, we could experience impacts from certain of the above items and, because these risks are a characteristic of our business, we expect to experience them in the future. Depending on the nature and extent of the impact from these risks, we may be unable to produce sufficient capacity in the expected timeframe which could result in delays in the completion of our projects and increased costs, including costs to operate these facilities.
Similar paragraph at 1 of 74 other Technology companies: MUIf we overestimate demand, if customers delay, reduce, or cancel anticipated orders, or if expected end markets develop more slowly than anticipated, we may be unable to optimize our manufacturing footprint and could incur excess or obsolete inventory, underutilized facilities, under-absorbed overhead, liabilities under supplier arrangements, noncancellable purchase obligations, or charges associated with unused allocated manufacturing capacity, any of which could increase our costs and reduce our margins. In addition, certain customers may require qualification of existing, new, relocated, or subcontractor manufacturing lines before they will purchase more than limited evaluation units or permit volume shipments. If we introduce new production lines, relocate manufacturing, or transition production to new internal or external sites, we may experience delays or failures in obtaining customer qualification or requalification, which could delay revenue, impair customer relationships, and reduce the return on our capacity investments.
We have a broad portfolio of products to address our customers’ needs, which span multiple market segments and are subject to rapid technological changes. We invest our capital in areas that we believe best align with our business strategy and optimize future returns. Investments in capital expenditures may not generate expected returns or cash flows. Significant judgment is required to determine which capital investments will result in optimal returns, and we could invest in projects that are ultimately
Similar paragraph at 1 of 74 other Technology companies: MUless profitable than those projects we do not select. Our strategic decision-making process involves careful evaluation and prioritization of investments to ensure alignment with our long-term goals. Additionally, we may choose to exit business segments that do not provide us with optimal returns. As we streamline our product portfolio, we may face execution risks that could impact our ability to support demand and maintain share in certain markets. Further, as we continue to make strategic investments to support customer demand, any delays in completion and ramping of expanded production facilities, or failure to optimize our investment choices, could significantly impact our ability to realize expected returns on our capital expenditures.
Similar paragraph at 1 of 74 other Technology companies: MURead in the 10-K ↗
reasons, including changes in circumstances at our contract manufacturers or our own business strategies, we may voluntarily, or be required to, transfer the manufacturing of certain products to other manufacturing sites.
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We purchase a significant amount of the materials and components used in our products from a limited number of suppliers.
Our manufacturing processes and those of our contract manufacturers rely on many materials, including precious and rare earth metals, indium phosphide (“InP”) and certain lasers and laser components that may be difficult to source, may only be available from a single or limited number of suppliers. We have historically not had long-term contracts with our materials suppliers and a significant amount of our purchases are on a purchase order basis. Suppliers have previously, and may in the future, extend lead times, limit suppliers and place products on allocation, increase prices, or prioritize supplies for other customers, any of which could disrupt supply or increase demand in the industry and negatively impact our results of operations and our ability to fully meet our customers’ demand.
Similar paragraph at 1 of 74 other Technology companies: AVGORead in the 10-K ↗
We operate globally and sell or plan to sell our products in countries throughout the world. Significant political, trade, or regulatory developments in the jurisdictions in which we sell our products, such as those stemming from the change in the U.S. federal administration, are difficult to predict and may have a material adverse effect on us, including increasing our manufacturing costs, making our products less competitive, reducing demand for our products, limiting our ability to sell to certain customers or markets, limiting our ability to procure, or increasing our costs for, components or raw materials, impeding or slowing the movement of our goods across borders, impeding our ability to perform R&D activities, or otherwise restricting our ability to conduct operations.
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The legal landscape governing these measures also remains unsettled. On February 20, 2026, the U.S. Supreme Court rendered a decision invalidating tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”), which introduces uncertainty regarding potential refund processes and future trade-policy actions. In addition, the U.S. government has initiated investigations under Section 232 of the Trade Expansion Act of 1962 to evaluate whether additional tariffs may be necessary on certain commodities, including semiconductors, critical minerals, and derivative electronics products, on national-security grounds, and upon completion of these investigations the President may direct the imposition of additional tariffs on these or other commodities. Because we manufacture and source products both in the United States and internationally, and derive a portion of our revenue from foreign customers, we may be more susceptible to negative impacts from these measures than less internationally focused enterprises, and such measures could trigger further retaliatory actions by affected countries.
Political tensions as a result of trade policies could reduce trade volume, investment, technological exchange and other economic activities between major international economies, resulting in a material adverse effect on global economic conditions and the stability of global financial markets. Geopolitical volatility and military conflicts, such as those in the Middle East and Ukraine, may also result in a global economic slowdown and long-term changes to global trade that could make it more difficult to sell our products in, or restrict our access to, some markets and/or customers. Furthermore, our supply chains concentrated in certain geographic regions, and worldwide geopolitical tensions and conflicts could result in changing regulatory requirements, supply disruptions, and reduced access to global markets that could materially and adversely affect our operations, product demand, and profitability.
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3 more
The U.S. government may continue to add companies to its restricted entity list and/or technologies to its list of prohibited exports to specific countries, which have had and may in the future have an adverse effect on our revenue and our ability to sell our products. If export controls are imposed or tightened after we have committed to manufacturing capacity or placed orders with our suppliers to address anticipated demand, the resulting reduction in demand for affected products could require us to record substantial charges for excess or obsolete inventory and for noncancellable purchase obligations. Any such charges could have a material adverse effect on our business, results of operations, or financial condition.
In addition, foreign governments have taken and may take retaliatory actions in response to U.S. trade and export-control measures. These restrictive governmental actions and any similar measures that may be imposed on U.S. companies by other governments, especially in light of ongoing trade tensions with China, will likely limit or prevent us from doing business with certain of our customers or suppliers and harm our ability to compete effectively or otherwise negatively affect our ability to sell our products. Any such retaliatory actions, including imposing conditions for the supply of products or requiring the license or other transfer of IP, which could have a material adverse effect on our business.
Similar paragraph at 1 of 74 other Technology companies: AVGORead in the 10-K ↗
Failure to maintain effective internal control over financial reporting may cause a loss of investor confidence in the reliability of our financial statements or cause us to delay filing our periodic reports with the U.S. Securities and Exchange Commission and may adversely affect our stock price.
As directed by Section 404 of the Sarbanes-Oxley Act of 2002, the U.S. Securities and Exchange Commission has adopted rules requiring public companies to include a report of management on the company's internal control over financial reporting in their annual reports on Form 10-K that contains an assessment by management of the effectiveness of our internal control over financial reporting. In addition, our independent registered public accounting firm must attest to and report on the effectiveness of our internal control over financial reporting. We have extensive and complex international manufacturing, sales, and service locations, which may make us more vulnerable to weaknesses in our internal controls. Although we test our internal control over financial reporting in order to ensure compliance with the Section 404 requirements, any failure to maintain adequate internal control over financial reporting could result in an adverse reaction in the financial marketplace due to a loss of investor confidence in the reliability of our financial statements or a delay in our ability to timely file our periodic reports with the U.S. Securities and Exchange Commission, which ultimately could negatively impact our stock price.
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On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States. OBBBA includes provisions affecting various aspects of domestic and international taxation applicable to U.S. multinational corporations. The Company has evaluated the provisions effective for fiscal year 2026 and reflected the applicable impacts in its fiscal 2026 income tax provision. Certain provisions of OBBBA become effective in future years and the Company will continue to assess the impact of the legislation on future reporting periods.
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New in the latest 10-Q
15 paragraphs in the 10-Q filed Nov 4, 2026 with nothing like them in the 10-Q filed May 6, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
Change in fair value of interest rate instruments, net of taxes of $(240) and $(1,188) for the three months ended September 30, 2026 and 2025, respectively (877) (4,388)
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Pension adjustment, net of taxes of $— for the three months ended September 30, 2026 and 2025, respectively 811 (756)
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Foreign Currency Translation Adjustments Attributable to Noncontrolling Interests 83 (441)
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In fiscal 2026, the Company recorded additional non-cash impairment charges of $ 64 million related to three entities within the Industrial segment. Two of these entities had already been classified as held-for-sale as of June 30, 2025 and remained classified as held-for-sale during the first and second quarters of fiscal 2026, while the third entity was classified as held-for-sale during the fourth quarter of fiscal 2026 and remains classified as held-for-sale at September 30, 2026. A plan to dispose of this entity was approved by management during the fourth quarter of fiscal 2026 as part of the Company’s strategic realignment and the Company expects to complete the disposal through a sale to a third party within one year of the held-for-sale classification date.
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Other liabilities 1,314 1,318 Total noncurrent liabilities held-for-sale $2,294 $2,394
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In June, July, and August 2026, two wholly-owned foreign subsidiaries of the Company entered into unsecured credit facility agreements with two local lenders providing for aggregate lines of credit of up to $ 475 million, which is denominated in local currency (the “2026 Credit Lines”). The 2026 Credit Lines mature in 2029 and had $ 205 million outstanding as of September 30, 2026. Borrowings bear interest at the one-year local currency lending benchmark less 61 basis points, and the interest is payable quarterly. Neither the Company, nor any other of its subsidiaries, is a party to, or a guarantor of, the 2026 Credit Lines.
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On August 12, 2026, a wholly-owned foreign subsidiary of the Company entered into an unsecured credit facility with local lenders providing for aggregate commitments of approximately $ 950 million. The facility consists of a local currency tranche with a sublimit equivalent to 475 million U.S. Dollars and a U.S. Dollar tranche with sublimit of $ 475 million (the “August 2026 Facility”). The August 2026 Facility matures 36 months from the date of first utilization, August 17, 2026, and had $ 598 million outstanding as of September 30, 2026. Borrowings may be used to fund working capital and other permitted operating requirements of the borrower, including the repayment of existing intercompany working capital loans. Borrowings bear interest at variable rates based on the applicable benchmark rate for the borrowed currency, including three-month Term SOFR plus 20 basis points for U.S. Dollar denominated loans and the one-year local currency lending benchmark less 71 basis points for local currency denominated loans, in each case subject to customary adjustments. Interest is payable quarterly. Neither the Company, nor any other of its subsidiaries, is a party to, or a guarantor of, the August 2026 Facility.
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September 30, 2026 2025 ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Numerator Net earnings attributable to Coherent Corp. $ 384,673 $ 226,349 Deduct Series B dividends and deemed dividends — (33,479) Basic earnings available to common shareholders $ 384,673 $ 192,870 Effect of dilutive securities: Add back Series B preferred stock dividends $ — $ 31,751 Add back Series B deemed dividends — 1,728 Diluted earnings available to common shareholders $ 384,673 $ 226,349 Denominator Weighted average shares 196,213 156,156 Effect of dilutive securities: Common stock equivalents 5,813 4,644 Series B Convertible Preferred Stock — 29,884 Diluted weighted average common shares 202,026 190,684 Basic earnings per common share $ 1.96 $ 1.24 Diluted earnings per common share $ 1.90 $ 1.19
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and in making decisions related to capital allocation and resource deployment across segments. The accounting policies are consistent across each segment. Assets by segment are not a measure used to assess the performance of the company by the CODM and thus are not reported in our disclosures.
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As part of the Company’s annual business planning, the CODM reviews our reportable segment composition and financial performance. As a result of this review, effective July 1, 2026, we moved certain business units across reportable segments. Prior period segment information has not been recast, as the changes to our segment composition did not have a material impact on the operating results of our reportable segments.
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In June, July, and August 2026, certain wholly-owned foreign subsidiaries of the Company entered into unsecured credit facility agreements with local lenders providing for aggregate lines of credit of up to $475 million, which is denominated in local currency (the “2026 Credit Lines”). The 2026 Credit Lines mature in June, July, and August of 2029 and had $205 million outstanding as of September 30, 2026. Borrowings bear interest at the one-year local currency lending benchmark less 61 basis points, and the interest is payable quarterly. Neither the Company, nor any other of its subsidiaries, is a party to, or a guarantor of, the 2026 Credit Lines.
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On August 12, 2026, a wholly-owned foreign subsidiary of the Company entered into an unsecured credit facility with local lenders providing for aggregate commitments of approximately $950 million. The facility consists of a local currency tranche with a sublimit equivalent to 475 million U.S. Dollars and a U.S. Dollar tranche with sublimit of $475 million (the “August 2026 Facility”). The August 2026 Facility matures 36 months from the date of first utilization, August 17, 2026, and had $598 million outstanding as of September 30, 2026. Borrowings may be used to fund working capital and other permitted operating requirements of the borrower, including the repayment of existing intercompany working capital loans. Neither the Company, nor any other of its subsidiaries, is a party to, or a guarantor of, the August 2026 Facility.
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The weighted average interest rate of total borrowings was 5% and 6% for the three months ended September 30, 2026 and 2025, respectively.
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Other information
On September 15, 2026, Sherri Luther, the Company’s Chief Financial Officer, entered into a 10b5-1 trading arrangement (the “10b5-1 Plan”) for the sale of 8,956 shares of the Company’s common stock, and the potential sale of a portion of the net shares of the Company’s common stock resulting from the vesting of various performance share and restricted share award vesting during 2027. The 10b5-1 Plan, scheduled to commence on January 14, 2027, is intended to satisfy the affirmative defense of Rule 10b5-1(c) and will terminate on December 31, 2027.
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Item 6
Chief Executive Officer Date: November 4, 2026 By: /s/ Sherri Luther Sherri Luther
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 4, 2026 against Item 1A of the 10-K filed Aug 14, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
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