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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 May 30, 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 Number: 0-6365
_________________________________ 
APOGEE ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
 _________________________________
Minnesota41-0919654
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
4400 West 78th Street, Suite 520MinneapolisMinnesota55435
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (952835-1874
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
_________________________________ 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.33 1/3 per shareAPOG
The Nasdaq Stock 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.    x  Yes    o  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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     x  Yes    o  No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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
x
  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    x  No
As of June 25, 2026, 20,868,294 shares of the registrant’s common stock, par value $0.33 1/3 per share, were outstanding.



APOGEE ENTERPRISES, INC. AND SUBSIDIARIES
 
  
 Page
PART I
Item 1.
Item 2.
Item 3.
Item 4.
PART II
Item 1.
Item 1A.
Item 2.
Item 5.
Item 6.
2

Table of Contents
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements

CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except stock data)May 30, 2026February 28, 2026
Assets
Current assets
Cash and cash equivalents$26,434 $39,523 
Receivables, net
192,204 198,516 
Inventories, net101,803 98,059 
Contract assets59,344 59,512 
Other current assets50,619 43,823 
Total current assets430,404 439,433 
Property, plant and equipment, net247,763 255,032 
Operating lease right-of-use assets45,633 48,736 
Goodwill236,647 236,744 
Intangible assets, net108,592 111,261 
Other non-current assets32,420 31,139 
Total assets$1,101,459 $1,122,345 
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable$86,166 $105,478 
Accrued compensation and benefits30,435 39,667 
Contract liabilities68,265 60,903 
Operating lease liabilities14,737 14,729 
Other current liabilities45,002 46,079 
Total current liabilities244,605 266,856 
Long-term debt237,411 232,279 
Non-current operating lease liabilities35,780 39,375 
Non-current self-insurance reserves26,439 24,914 
Other non-current liabilities45,205 47,127 
Commitments and contingent liabilities (Note 6)
Shareholders’ equity
Common stock of $0.33-1/3 par value; authorized 50,000,000 shares; issued and outstanding 21,062,901 and 21,220,350, respectively
7,021 7,073 
Additional paid-in capital159,043 159,085 
Retained earnings374,103 376,438 
Accumulated other comprehensive loss(28,148)(30,802)
Total shareholders’ equity512,019 511,794 
Total liabilities and shareholders’ equity$1,101,459 $1,122,345 
See accompanying notes to consolidated financial statements.
3

Table of Contents
CONSOLIDATED RESULTS OF OPERATIONS
(Unaudited)
Three Months Ended
(In thousands, except per share data)May 30, 2026May 31, 2025
Net sales$342,684 $346,622 
Cost of sales267,654 271,497 
Gross profit75,030 75,125 
Selling, general and administrative expenses56,191 68,194 
Operating income18,839 6,931 
Interest expense, net2,834 3,846 
Other expense, net73 682 
Earnings before income taxes15,932 2,403 
Income tax expense4,397 5,091 
Net earnings (loss)$11,535 $(2,688)
Basic earnings (loss) per share$0.55 $(0.13)
Diluted earnings (loss) per share$0.54 $(0.13)
Weighted average basic shares outstanding21,045 21,338 
Weighted average diluted shares outstanding21,312 21,338 
See accompanying notes to consolidated financial statements.
4

Table of Contents
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(Unaudited)
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Net earnings (loss)$11,535 $(2,688)
Other comprehensive earnings (loss):
Unrealized (loss) gain on marketable securities, net of $(29) and $10 of tax (benefit) expense, respectively
(108)35 
Unrealized gain (loss) on derivative instruments, net of $840 and $(32) of tax expense (benefit), respectively
2,462 (94)
Foreign currency translation adjustments300 2,667 
Other comprehensive earnings2,654 2,608 
Total comprehensive earnings (loss)$14,189 $(80)

See accompanying notes to consolidated financial statements.
5

Table of Contents
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Operating Activities
Net earnings (loss)$11,535 $(2,688)
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:
Depreciation and amortization12,579 12,436 
Share-based compensation2,309 2,300 
Deferred income taxes1,333 2,496 
Impairment of long-lived assets 7,418 
Non-cash lease expense2,981 3,738 
Other, net(40)1,622 
Changes in operating assets and liabilities:
Receivables6,339 (3,938)
Inventories(3,699)(11,255)
Contract assets113 2,596 
Accounts payable(15,638)1,103 
Accrued compensation and benefits(9,225)(16,639)
Contract liabilities7,312 8,104 
Operating lease liability(3,430)(3,643)
Accrued income taxes1,189 1,698 
Other current assets and liabilities(6,228)(25,130)
Net cash provided by (used in) operating activities7,430 (19,782)
Investing Activities
Capital expenditures(6,289)(7,167)
Purchases of marketable securities(4,637) 
Other, net1,157 185 
Net cash used in investing activities(9,769)(6,982)
Financing Activities
Proceeds from revolving credit facilities33,000 59,000 
Repayment on revolving credit facilities(25,000)(33,000)
Repayment of term loans(2,867) 
Repurchase of common stock(9,654) 
Dividends paid(5,630)(5,520)
Other, net(995)(2,835)
Net cash (used in) provided by financing activities(11,146)17,645 
Effect of exchange rates on cash396 502 
Decrease in cash and cash equivalents(13,089)(8,617)
Cash and cash equivalents at beginning of period39,523 41,448 
Cash and cash equivalents at end of period$26,434 $32,831 
Non-cash Activity
Capital expenditures in accounts payable$482 $922 
See accompanying notes to consolidated financial statements.
6

Table of Contents
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(Unaudited)
(In thousands)Common Shares OutstandingCommon Stock at Par ValueAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive (Loss) IncomeTotal Shareholders' Equity
Balance at February 28, 202621,220 $7,073 $159,085 $376,438 $(30,802)$511,794 
Net earnings— — — 11,535 — 11,535 
Other comprehensive income, net of tax— — — — 2,654 2,654 
Issuance of stock, net of cancellations123 41 (109)— — (68)
Share-based compensation— — 2,309 — — 2,309 
Share repurchases(259)(86)(2,069)(7,499)— (9,654)
Other share retirements(22)(7)(173)(741)— (921)
Cash dividends, $0.27 per share
— — — (5,630)— (5,630)
Balance at May 30, 202621,062 $7,021 $159,043 $374,103 $(28,148)$512,019 
(In thousands)Common Shares OutstandingCommon Stock at Par ValueAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive (Loss) IncomeTotal Shareholders' Equity
Balance at March 1, 202521,418 $7,139 $156,075 $359,976 $(35,292)$487,898 
Net loss— — — (2,688)— (2,688)
Other comprehensive income, net of tax— — — — 2,608 2,608 
Issuance of stock, net of cancellations182 61 (61)— — — 
Share-based compensation— — 2,300 — — 2,300 
Other share retirements(67)(22)(526)(2,267)— (2,815)
Cash dividends, $0.26 per share
— — — (5,520)— (5,520)
Balance at May 31, 202521,533 $7,178 $157,788 $349,501 $(32,684)$481,783 

See accompanying notes to consolidated financial statements.
7

Table of Contents
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.Summary of Significant Accounting Policies
Basis of presentation
The consolidated financial statements of Apogee Enterprises, Inc. (Apogee, we, us, our or the Company) have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The information included in this Form 10-Q should be read in conjunction with the Company’s Form 10-K for the year ended February 28, 2026. We use the same accounting policies in preparing quarterly and annual financial statements. All adjustments necessary for a fair presentation of quarterly and year to date operating results are reflected herein. The results of operations for the three month period ended May 30, 2026, are not necessarily indicative of the results to be expected for the full year.
Accounting standards not yet adopted
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. This guidance requires entities to disclose more detailed information about the types of expenses, including purchases of inventory, employee compensation, depreciation, amortization, and depletion in commonly presented expense captions such as cost of sales and selling, general and administrative (SG&A) expenses. Such guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, although early adoption is permitted. This guidance should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all prior periods presented in the financial statements. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact this ASU may have on our consolidated financial statement disclosures, including the processes and controls around the collection of this information.
2.Revenue, Receivables and Contract Assets and Liabilities
Revenue
The following table disaggregates total revenue by timing of recognition (see Note 12 for disclosure of revenue by segment):
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Recognized at shipment$157,806 $158,155 
Recognized over time (input method)124,199 119,224 
Recognized over time (output method)60,679 69,243 
Total$342,684 $346,622 
Receivables
Receivables reflected in the financial statements represent the net amount expected to be collected. An allowance for credit losses is established based on expected losses. Expected losses are estimated by reviewing individual accounts, considering aging, financial condition of the debtor, recent payment history, current and forecasted economic conditions and other relevant factors. Upon billing, aging of receivables is monitored until collection. An account is considered current when it is within agreed upon payment terms. An account is written off when it is determined that the amount is no longer collectible.
(In thousands)May 30, 2026February 28, 2026
Trade accounts$110,933 $111,679 
Construction contracts82,801 88,445 
Total receivables193,734 200,124 
Less: allowance for credit losses1,530 1,608 
Receivables, net$192,204 $198,516 
8

Table of Contents
The following table summarizes the activity in the allowance for credit losses for the three months ended May 30, 2026:
(In thousands)May 30, 2026
Beginning balance$1,608 
Credits against costs and expenses(19)
Deductions from allowance, net of recoveries(59)
Ending balance$1,530 
Contract assets and liabilities
Contract assets consist of retainage, costs and earnings in excess of billings and other unbilled amounts typically generated when revenue recognized exceeds the amount billed to the customer. Retainage on construction contracts represents amounts withheld by our customers on long-term projects until the project reaches a level of completion where amounts are released to us from the customer. Contract liabilities consist of billings in excess of costs and earnings and other deferred revenue on contracts.
The time period between when performance obligations are complete and payment is due is not significant. In certain parts of our business that recognize revenue over time, progress billings follow an agreed-upon schedule of values.
(In thousands)May 30, 2026February 28, 2026
Contract assets$59,344 $59,512 
Contract liabilities68,265 60,903 
Other contract-related disclosures
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Revenue recognized related to contract liabilities from prior year-end$42,604 $6,830 
Revenue recognized related to prior satisfaction of performance obligations(759)473 
Some of our contracts have an expected duration of longer than a year, with performance obligations extending over that time frame. The transaction price associated with performance obligations that were not yet satisfied as of May 30, 2026, will be recognized as revenue in the following estimated time periods:
(In thousands)May 30, 2026
Within one year
$442,106 
Between one and two years
257,429 
Beyond two years37,638 
Total$737,173 
Due to the nature of the work required under these long-term contracts, the estimation of total revenue and costs of sales is subject to many variables and requires significant judgment. We estimate variable consideration at the most likely amount to which we expect to be entitled. Our final cost of sales estimates are based largely on our assessments of anticipated performance and all information (historical, current and forecasted) that is reasonably available to us. Changes in estimated revenue, cost of sales and the related effect on operating income are recognized using a cumulative catch-up adjustment, which recognizes in the current period the cumulative effect of the changes on current and prior periods based on a long-term contracts percentage of completion. When the current estimates of total revenues and costs at completion for a long-term contract indicate a loss, a provision for the entire loss on the long-term contract is recognized.
The net cumulative catch-up adjustments on our longer-term contracts for changes in estimates had the following effect on the respective periods shown:
(in thousands, except earnings per share data)Three Months Ended
May 30, 2026May 31, 2025
Operating income
$(669)$67 
Earnings per share:
Basic
$(0.02)$0.00 
Diluted
$(0.02)$0.00 
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3.Inventories
(In thousands)May 30, 2026February 28, 2026
Raw materials$42,277 $43,441 
Work-in-process19,208 18,089 
Finished goods40,318 36,529 
Total inventories, net$101,803 $98,059 
4.Financial Instruments
Marketable securities
Through our wholly-owned insurance subsidiary, Prism Assurance, Ltd. (Prism), we hold the following available-for-sale marketable securities, made up of fixed-maturity investments:
(In thousands)Amortized CostGross Unrealized GainsGross Unrealized LossesEstimated
Fair Value
May 30, 2026$18,456 $3 $211 $18,248 
February 28, 202614,989 23 94 14,918 
Prism insures a portion of our general liability, workers’ compensation and automobile liability risks using third-party agreements to meet statutory requirements. The reinsurance carrier requires Prism to maintain fixed-maturity investments, for the purpose of providing collateral for Prism's obligations under the reinsurance agreements.
The amortized cost and estimated fair values of these investments at May 30, 2026, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities, as borrowers may have the right to call or prepay obligations with or without penalty. Investments that are due within one year are included in other current assets while those due after one year are included as other non-current assets. Gross realized gains and losses were insignificant for all periods presented.
(In thousands)Amortized CostEstimated Fair Value
Due within one year$6,303 $6,244 
Due after one year through five years12,153 12,004 
Total$18,456 $18,248 
Derivative instruments
We may use interest rate swaps, currency put options, forward purchase contracts, or other instruments to manage risks generally associated with foreign exchange rate, interest rate and commodity price fluctuations. The information that follows explains the various types of derivatives and financial instruments used, how such instruments are accounted for, and how such instruments impact our financial position and performance.
We have entered into interest rate swaps with a total notional value of $125.0 million, with expiration dates throughout fiscal 2027, to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate revolving credit facility.
We have also entered into multiple aluminum commodity swap contracts with an aggregate notional value of $27.7 million to hedge a portion of our exposure to variability in cash flows associated with forecasted aluminum purchases. These swap contracts mature over the next twelve months, with final settlements occurring by March 2027.
The mark-to-market adjustments on these derivative instruments are recorded within our Consolidated Balance Sheets within other current assets or other current liabilities. Gains or losses associated with these instruments are recorded as a component within the Consolidated Statements of Comprehensive Earnings until which time the hedged transaction is settled and gains or losses are recorded in net earnings.
Fair value measurements
Financial assets and liabilities are classified in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement: Level 1 (unadjusted quoted prices in active markets for identical assets or liabilities); Level 2 (observable market inputs, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data). We do not have any Level 3 financial assets or liabilities.
Financial assets and liabilities measured at fair value on a recurring basis were:
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(In thousands)Quoted Prices in Active Markets
(Level 1)
Other Observable Inputs
(Level 2)
Total Fair Value
May 30, 2026
Assets:
Money market funds$21,550 $ $21,550 
Municipal bonds 18,248 18,248 
Aluminum hedging contract 2,684 2,684 
Liabilities:
Interest rate swap contracts 102 102 
February 28, 2026
Assets:
Money market funds$31,662 $ $31,662 
Municipal bonds 14,918 14,918 
Aluminum hedging contract 401 401 
Liabilities:
Interest rate swap contracts 701 701 
Money market funds
Fair value of money market funds was determined based on quoted prices for identical assets in active markets. These assets are included within cash and cash equivalents on our Consolidated Balance Sheets.
Municipal bonds
Municipal bonds were measured at fair value based on market prices from recent trades of similar securities and are classified within our Consolidated Balance Sheets as other current or other non-current assets based on maturity date.
Derivative instruments
The interest rate swaps are measured at fair value using other observable market inputs, based off benchmark interest rates. Forward foreign exchange and forward purchase aluminum contracts are measured at fair value using other observable market inputs, such as quotations on forward foreign exchange points, foreign currency exchange rates and forward purchase aluminum prices. Derivative positions are primarily valued using standard calculations and models that use as their basis readily observable market parameters. Industry standard data providers are our primary source for forward and spot rate information for interest and currency rates and aluminum prices.
Nonrecurring fair value measurements
We measure certain long‑lived assets — including goodwill, intangible assets, property and equipment, and right‑of‑use lease assets — at fair value on a nonrecurring basis when indicators of impairment are present. These assets, initially recorded at fair value upon acquisition or purchase, are evaluated periodically, and if impairment indicators exist, we compare their carrying values to their estimated fair values and recognize an impairment charge for any excess carrying value. See Note 1 for further information on impairment of long-lived assets.
5.Debt
We are party to a Credit Agreement (the Credit Agreement) with Bank of America, N.A., as administrative agent, and other lenders. The Credit Agreement provides for an unsecured senior credit facility in an aggregate principal amount of up to $700.0 million, in which commitments were made through a $450.0 million, five-year floating rate revolving credit facility and a committed $250.0 million delayed draw term loan facility. Borrowings under the revolving credit facility can be in Canadian dollars (CAD) limited to $25.0 million USD. The term loan facility may be utilized in up to two draw downs, which are available to be made within one year after the closing date. The senior credit facility has a term of five years with a maturity date of July 19, 2029.
The Credit Agreement contains two maintenance financial covenants that require our Consolidated Leverage Ratio (as defined in the Credit Agreement) to be less than 3.50 and our Consolidated Interest Coverage Ratio (as defined in the Credit Agreement) to exceed 3.00. At May 30, 2026, we were in compliance with all covenants as defined under the terms of the Credit Agreement.
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Borrowings under the Credit Agreement bear floating interest at either the Base Rate or Term Secured Overnight Financing Rate (SOFR), or, for CAD borrowings, Canadian Overnight Repo Rate Average (CORRA), plus a margin based on the Consolidated Leverage Ratio (as defined in the Credit Agreement). For Base Rate borrowings, the margin ranges from 0.25% to 0.75%. For Term SOFR and CORRA borrowings, the margin ranges from 1.25% to 1.75%, with an incremental Term SOFR and CORRA adjustment of 0.10% and 0.29547%, respectively.
Outstanding borrowings under the term loan facility and current floating rate revolving facility were $209.4 million and $28.0 million, respectively, as of May 30, 2026. At May 30, 2026, we had a total of $2.6 million of ongoing letters of credit related to the senior credit facility, construction contracts and insurance collateral that expire in fiscal 2027 and reduce borrowing capacity under the floating rate revolving credit facility to an amount of $419.4 million.
Interest payments under the credit facilities were $3.0 million and $4.5 million for the three months ended May 30, 2026 and May 31, 2025, respectively. The weighted average interest rates on borrowings outstanding, inclusive of the impact of our interest rate swaps as of May 30, 2026, and February 28, 2026, were 4.43% and 4.44%, respectively.
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Interest on debt$3,051 $4,483 
Interest rate swap expense (gain)85 (181)
Other interest expense192 115 
Interest income(494)(571)
Interest expense, net
$2,834 $3,846 
The fair value of our senior credit facility approximated carrying value at May 30, 2026, and would be classified as Level 2 within the fair value hierarchy described in Note 4, due to the variable interest rates on these instruments.
6.Commitments and Contingent Liabilities
Bond commitments
In the ordinary course of business, predominantly in our Architectural Services Segment, we are required to provide surety or performance bonds that commit payments to our customers for non-performance against our contracts. At May 30, 2026, $1.1 billion of these types of bonds were outstanding, of which $239.8 million is in our backlog. These bonds have expiration dates that align with the completion of these contracts. We have never been required to make payments under surety or performance bonds with respect to our existing businesses.
Warranty and project-related contingencies
We reserve estimated exposures on known claims, as well as on a portion of anticipated claims, for product warranty and rework cost, based on historical product liability claims as a ratio of sales. Claim costs are deducted from the accrual when paid. Factors that could have an impact on these accruals in any given period include changes in manufacturing quality, changes in product mix, and any significant changes in sales volume.
 Three Months Ended
(In thousands)May 30, 2026
Beginning balance$12,903 
Additional provision1,399 
Claims paid(1,391)
Ending balance$12,911 
Additionally, we are subject to project management and installation-related contingencies as a result of our fixed-price material supply and installation service contracts, primarily in our Architectural Services Segment and in certain parts of our Architectural Metals Segment. We manage the risk of these exposures through contract negotiations, proactive project management and insurance coverages.
Letters of credit
At May 30, 2026, we had $2.6 million of ongoing letters of credit as discussed in Note 5.
Purchase obligations
Purchase obligations for raw material commitments and capital expenditures totaled $14.9 million as of May 30, 2026.
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Litigation
The Company is a party to various legal proceedings incidental to its normal operating activities. In particular, like others in the construction supply and services industry, the Company is routinely involved in various disputes and claims arising out of construction projects, sometimes involving significant monetary damages or product replacement. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products. One such claim was resolved and paid during the first quarter of fiscal 2026, resulting in a payment of $24.7 million, which was reserved for during fiscal 2025.
The Company is also subject to litigation arising out of areas such as employment practices, workers compensation and general liability matters. Although it is very difficult to accurately predict the outcome of any such proceedings, facts currently available indicate that no matters will result in losses that would have a material adverse effect on the results of operations, cash flows or financial condition of the Company.
7.Supplier Finance Program Obligations
We have a supplier financing arrangement that enables select suppliers, at their sole discretion, to sell our receivables (i.e., our payment obligations to the suppliers) on a non-recourse basis in order to be paid earlier than our payment terms provide. These suppliers’ voluntary inclusion of invoices in the supplier financing arrangement has no bearing on our payment terms, the amounts we pay, or our liquidity. We have no economic interest in the supplier’s decision to participate in the supplier financing program, and we do not provide any guarantees in connection with it. The balances owed are reflected in accounts payable in the Consolidated Balance Sheets and are reflected in operating activities in our Consolidated Statements of Cash Flows when settled.
The following table summarizes the obligation activity and outstanding balance for the three months ended May 30, 2026, that we have confirmed as valid to the administrators of our program:
(In thousands)May 30, 2026
Balance at beginning of period$7,857 
Obligations added to the program13,003 
Obligations settled(12,234)
Balance at end of period$8,626 
8.Shareholders' Equity
We paid dividends totaling $5.6 million ($0.27 per share) in the first three months of fiscal 2027, compared to dividends paid of $5.5 million ($0.26 per share) in the comparable prior year period.
During fiscal 2004, the Board of Directors authorized a share repurchase program allowing us to repurchase shares of our outstanding common stock, with subsequent increases in authorization. During the three months ended May 30, 2026, we repurchased 269,500 shares under the program, for a total of $9.7 million. No shares were repurchased during the three months ended May 31, 2025. We have repurchased a total of 12,721,289 shares, at a total cost of $463.1 million, since the inception of this program in fiscal 2004. We have remaining authority to repurchase 1,528,711 shares under this program, which has no expiration date. We may elect to repurchase additional shares of common stock under our authorization, subject to limitations contained in our debt agreements and based upon our assessment of a number of factors, including share price, trading volume and general market conditions, working capital requirements, general business conditions, financial conditions, any applicable contractual limitations, and other factors, including alternative investment opportunities. We may finance share repurchases with available cash, additional debt or other sources of financing.
Additionally, shares withheld from the vesting of restricted awards, or the settlement of performance-based awards, are treated as purchases and retirements, and are included within other, net in the financing activities section in the Consolidated Statement of Cash Flows.
The Company maintains a Junior Preferred Stock plan, under which 200,000 shares of $1.00 par value junior preferred stock are authorized, with zero shares issued and outstanding as of May 30, 2026.
9.Share-Based Compensation
As part of our compensation structure, we grant stock-based compensation awards to certain employees and non-employee directors during the fiscal year. We have a 2019 Stock Incentive Plan and a 2019 Non-Employee Director Stock Plan (the Plans) that provide for the issuance of 2,150,000 and 300,000 shares, respectively, for various forms of stock-based compensation to employees and non-employee directors. Awards under these Plans may be in the form of incentive stock options (to employees only), non-statutory options, stock-settled stock appreciation rights (SARs), restricted stock awards, or
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performance share unit awards, all of which are granted at a price or with an exercise price equal to the fair market value of the Company’s stock at the date of award.
The table below sets forth the number of stock-based compensation awards granted during the three months ended May 30, 2026, along with the weighted average grant date fair value:
AwardsNumber of AwardsWeighted Average Grant Date Fair Value
Restricted stock awards and restricted stock units(1)
126,781 $35.50 
Performance share units (2)
35,051 $35.11 
(1)
Represent service condition awards which generally vest over a two- or three-year period.
(2)
Represent performance condition awards with the grant equal to the target number of performance shares based on the share price at grant date. These grants allow for the right to receive a variable number of shares, between 0% and 200% of target, dependent on being employed at the end of the performance period and achieving defined performance goals for average adjusted return on invested capital and cumulative adjusted earnings per share.
We recorded share-based compensation expense, in which we account for any forfeitures as they occur, as follows:
(In thousands)May 30,
2026
May 31,
2025
Restricted stock awards and restricted stock units$2,082 $1,588 
Performance share units227 712 
Share-based compensation expense
$2,309 $2,300 
At May 30, 2026, there was $14.9 million of total unrecognized compensation cost related to nonvested share and nonvested share unit awards, which is expected to be recognized over a weighted average period of approximately 2.1 years. The total fair value of shares vested during the three months ended May 30, 2026, was $3.0 million.
10.Income Taxes
The Company files income tax returns in the U.S. (federal and certain states), Canada, Brazil and other international jurisdictions and is generally subject to limited audit activity. The Internal Revenue Service is in the process of conducting a U.S. federal examination for fiscal year 2023.
The effective tax rate for the three months ended May 30, 2026 was 27.6%, compared to 211.9% for the same period last year. In the prior year-quarter, pretax income was low, resulting in a disproportionately high effective tax rate due to the impact of unfavorable discrete tax items.
11.Earnings per Share
Basic earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net earnings by the weighted average number of common shares outstanding, including the dilutive effects of stock options, SARs and nonvested shares.
The following table presents a reconciliation of the share amounts used in the computation of basic and diluted earnings per share:
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Basic earnings per share – weighted average common shares outstanding21,045 21,338 
Weighted average effect of nonvested share grants and assumed exercise of stock options267  
Diluted earnings (loss) per share – weighted average common shares and potential common shares outstanding21,312 21,338 
Stock awards excluded from the calculation of earnings (loss) per share because the effect was anti-dilutive (award price greater than average market price of the shares)343 224 
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12.Business Segment Data
We have four operating segments which are also reportable segments. Each of our four segments has distinct economic characteristics, including products and services provided, production processes and varying ranges in performance and results:
The Architectural Metals Segment designs, engineers, fabricates and finishes aluminum window, curtainwall, storefront and entrance systems used primarily in non-residential construction.
The Architectural Services Segment integrates technical services, project management, and field installation services to design, engineer, fabricate, and install architectural curtainwall and other façade-related systems primarily in non-residential construction.
The Architectural Glass Segment cuts, treats, coats and fabricates high-performance glass used in custom window and wall systems primarily for non-residential buildings.
The Performance Surfaces Segment develops and manufactures high-performance coated materials for a variety of applications, including wall decor, museums, graphic design, digital displays, architectural interiors, and industrial flooring.
The Company’s CEO is the chief operating decision maker (CODM). The CODM utilizes segment net sales and adjusted EBITDA to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.
Net sales, adjusted cost of sales, adjusted SG&A, adjusted other expense, net, adjusted depreciation and amortization and the resulting adjusted EBITDA for each of the Company’s four reportable segments are presented below. Segment net sales is defined as net sales of the segment including sales related to intersegment transactions. We present intersegment net sales eliminations separately to exclude these sales from our consolidated total. Segment adjusted EBITDA includes intersegment sales transactions and excludes certain corporate costs that are not allocated at a segment level. We report these unallocated corporate costs in Corporate and Other.
Three Months Ended May 30, 2026
(In thousands)Architectural MetalsArchitectural ServicesArchitectural GlassPerformance SurfacesTotal
Net sales to external customers$122,434 $115,237 $60,689 $44,324 $342,684 
Intersegment net sales9  7,023  7,032 
     Total segment net sales 122,443 115,237 67,712 44,324 349,716 
Adjusted cost of sales (1)
(90,054)(98,910)(54,878)(31,913)(275,755)
Adjusted SG&A (2)
(22,244)(10,988)(10,383)(9,784)(53,399)
Adjusted other expense, net  (56) (56)
Adjusted depreciation and amortization3,554 798 3,499 3,950 11,801 
Adjusted EBITDA$13,699 $6,137 $5,894 $6,577 $32,307 
Three Months Ended May 31, 2025
(In thousands)Architectural MetalsArchitectural ServicesArchitectural GlassPerformance SurfacesTotal
Net sales to external customers$128,596 $106,505 $69,271 $42,250 $346,622 
Intersegment net sales28  4,002  4,030 
     Total segment net sales128,624 106,505 73,273 42,250 350,652 
Adjusted cost of sales (1)
(97,603)(90,664)(51,759)(28,217)(268,243)
Adjusted SG&A (2)
(25,468)(10,847)(11,309)(9,624)(57,248)
Adjusted other expense, net  (58) (58)
Adjusted depreciation and amortization3,813 1,073 3,270 3,550 11,706 
Adjusted EBITDA$9,366 $6,067 $13,417 $7,959 $36,809 
(1)
Adjusted cost of sales excludes $6.9 million related to acquisition and restructuring expense for the three months ended May 31, 2025.
(2)
Adjusted SG&A expense excludes $5.8 million related to acquisition and restructuring expense for the three months ended May 31, 2025.
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The following table presents the reconciliation of adjusted EBITDA to net earnings, the nearest measurement under U.S. GAAP:
Three Months Ended
(In thousands)May 30,
2026
May 31,
2025
Segment adjusted EBITDA$32,307 $36,809 
Corporate and Other expenses (1)
(962)(5,129)
Segment acquisition-related costs (2)
 (277)
Segment restructuring costs (3)
 (12,718)
Depreciation and amortization(12,579)(12,436)
Interest expense, net(2,834)(3,846)
Income tax expense(4,397)(5,091)
Net earnings (loss)$11,535 $(2,688)
(1)
Includes $0.8 million in acquisition related costs incurred at Corporate for the pending Keller Companies, Inc. acquisition in the three months ended May 30, 2026. Includes $2.6 million of restructuring costs in the three months ended May 31, 2025.
(2)Acquisition-related costs incurred to integrate the UW Solutions acquisition.
(3)Segment restructuring charges related to Project Fortify Phase 2.
13.Restructuring
Project Fortify, announced in the fourth quarter of fiscal 2024, was a restructuring program designed to streamline operations, improve cost efficiency, and enhance the Company’s operating model, primarily within the Architectural Metals Segment. The program also included process and resource optimization within the Architectural Services Segment and Corporate and Other and was completed in the fourth quarter of fiscal 2025.
A second phase of Project Fortify (Phase 2) was announced on April 23, 2025, focused on driving additional cost efficiencies and further optimizing the Company’s operating footprint and resource alignment. The actions associated with Phase 2 were substantially completed in the fourth quarter of fiscal 2026, and therefore no further activity occurred during the first quarter of fiscal 2027.
During the first quarter of fiscal 2026, we incurred $15.3 million of pre-tax costs associated with Phase 2, of which $6.9 million was included in cost of sales and $8.4 million was included within SG&A. The SG&A charges include a $5.0 million non-cash intangible asset impairment charge in the Architectural Services Segment and $2.6 million of a non-cash asset write-off and other charges in Corporate and Other.
The table below reflects the pretax impact of Project Fortify for the quarter ended May 31, 2025.
(In thousands)
Architectural Metals
Architectural Services
Corporate and Other
Total
May 31, 2025
Termination benefits$805 $5,947 $ $6,752 
Other restructuring charges666 5,300 2,632 8,598 
Total restructuring charges$1,471 $11,247 $2,632 $15,350 
The following table summarizes our restructuring related accrual balances included within accrued payroll and related benefits and other current liabilities in the Consolidated Balance Sheets. All remaining accrual balances are expected to be paid within fiscal 2027.
(In thousands)Architectural Metals Architectural ServicesCorporate and OtherTotal
Balance at February 28, 2026$3,581 $2,311 $1,082 $6,974 
Payments(1,151)(124)(675)(1,950)
Other adjustments(136)12  (124)
Balance at May 30, 2026$2,294 $2,199 $407 $4,900 

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-looking statements
This Quarterly Report on Form 10-Q, including the section, Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains certain statements that are considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect our current views with respect to future events and financial performance. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” “will,” “continue” or similar words or expressions. All forecasts and projections in this document are “forward-looking statements,” and are based on management’s current expectations or beliefs of the Company's near-term results, based on current information available pertaining to the Company. From time to time, we may also provide oral and written forward-looking statements in other materials we release to the public, such as press releases, presentations to securities analysts or investors, or other communications by the Company. Any or all of our forward-looking statements in this report and in any public statements we make could be materially different from actual results.
Accordingly, we wish to caution investors that any forward-looking statements made by or on behalf of the Company are subject to uncertainties and other factors that could cause actual results to differ materially from such statements. These uncertainties and other risk factors include, but are not limited to, the risks and uncertainties set forth under “Risk Factors” section of our Annual Report on Form 10-K for the year ended February 28, 2026, and in subsequent filings with the U.S. Securities and Exchange Commission, including this Quarterly Report on Form 10-Q.
We also wish to caution investors that other factors might in the future prove to be important in affecting the Company’s results of operations. New factors emerge from time to time; it is not possible for management to predict all such factors, nor can it assess the impact of each such factor on the business or the extent to which any factor, or a combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Overview
We are a leading provider of architectural products and services for enclosing buildings, and high-performance coating products used in applications for preservation, protection and enhanced viewing. Our four reporting segments are: Architectural Metals, Architectural Services, Architectural Glass, and Performance Surfaces.
Our enterprise strategy is based on the following three key elements:
1.Accelerate Leadership in Target Markets. We intend to enhance our position in targeted end markets by differentiating through deep customer focus and insight, using an informed understanding of customer needs to shape our offerings and delivery models. By aligning our capabilities, investments, and operating approach around this customer‑focused strategy, we believe we will be better positioned to differentiate, compete effectively, and strengthen our position in the markets we serve.
2.Grow and Strengthen the Portfolio. We seek to grow and strengthen our portfolio through disciplined organic and inorganic investments in differentiated solutions that align with evolving customer needs. By prioritizing opportunities that enhance our competitive positioning and directly address customer challenges, we will reinforce our disciplined approach to portfolio growth and improvement.
3.Advance Core Capabilities. We expect to advance core capabilities by fostering a culture of continuous improvement grounded in operational excellence, talent development, and disciplined process execution. Through targeted investments in people, systems, and technology, we will strengthen our ability to deliver consistent performance and enhance the customer experience across the organization.
Recent Developments
On May 27, 2026, we entered into a definitive agreement to acquire Keller Companies, Inc. (“KCI”), the controlling shareholder of Kalwall Corporation and Structures Unlimited Inc., for approximately $105 million in cash, subject to certain customary purchase price adjustments. The sellers may also receive up to $10 million in additional earn‑out consideration based on achieving certain financial objectives as defined in the agreement. We expect to fund the transaction with cash on hand and borrowings under our existing credit facility, and closing is anticipated in early July, subject to customary conditions. Upon closing, the acquired business is expected to be integrated into our Architectural Glass Segment and its results will be included in our consolidated results of operations from the date of acquisition.
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The following selected financial data should be read in conjunction with the Company’s Form 10-K for the year ended February 28, 2026, and the consolidated financial statements, including the notes to consolidated financial statements, included therein.
Results of Operations
The following is a discussion of our financial condition and results of operations during the three months ended May 30, 2026 and the three months ended May 31, 2025.
Three Months Ended
% of Net Sales
(in thousands, except percentages)May 30, 2026May 31, 2025May 30, 2026May 31, 2025
Net sales$342,684$346,622100.0 %100.0 %
Cost of sales267,654271,49778.1 %78.3 %
Gross profit75,03075,12521.9 %21.7 %
Selling, general and administrative expenses56,19168,19416.4 %19.7 %
Operating income18,8396,9315.5 %2.0 %
Interest expense, net2,8343,8460.8 %1.1 %
Other expense, net73682— %0.2 %
Earnings before income taxes15,9322,4034.6 %0.7 %
Income tax expense4,3975,0911.3 %1.5 %
Net earnings (loss)$11,535$(2,688)3.4 %(0.8)%
Effective tax rate27.6 %211.9 %
Non-GAAP Measures
Adjusted EBITDA$32,115$34,3849.4 %9.9 %
Adjusted net earnings$12,117$11,8503.5 %3.4 %
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Consolidated net sales decreased 1.1%, to $342.7 million, driven by lower volume within our Architectural Metals and Glass Segments, partially offset by volume improvement within our Architectural Services Segment. Improved pricing and mix within the Architectural Metals Segment offset part of the volume decline.
Gross margin increased 20 basis to 21.9%, compared to 21.7%, primarily due to price, productivity improvements including savings from Project Fortify Phase 2, and favorable mix, partially offset by higher material and freight costs and impacts from lower volume.
Selling, general, and administrative (SG&A) expense as a percent of net sales decreased to 16.4%, compared to 19.7%. This improvement was primarily driven by the benefits from cost savings included in Project Fortify Phase 2.
Operating income increased to $18.8 million from $6.9 million, and operating margin increased 350 basis points to 5.5%.
Interest expense decreased to $2.8 million, due to a lower average debt balance in the first quarter of fiscal 2027 compared to the prior year.
Other expense was $0.1 million compared to $0.7 million due to a decline in value of company-owned life insurance assets.
Income tax expense as a percentage of earnings before income tax was 27.6%, compared to 211.9%. The decline in the effective tax rate was primarily due to generating greater earnings before income taxes compared to the first quarter of last year.
Net earnings were $11.5 million compared to net loss of $2.7 million.
Adjusted EBITDA decreased to $32.1 million, compared to $34.4 million, and adjusted EBITDA margin decreased to 9.4%, compared to 9.9%. The decrease in adjusted EBITDA margin was primarily driven by higher material and freight costs and the impacts from lower volume, partially offset by productivity improvements and benefits from cost savings of Fortify Phase 2.
Adjusted net earnings were $12.1 million compared to $11.9 million.

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Use and Reconciliation of Non-GAAP Financial Measures
In addition to reporting financial results in accordance with U.S. GAAP, we also provide certain non-GAAP financial measures. These measures are not in accordance with, nor are they a substitute for U.S. GAAP measures, and may not be comparable to similarly titled measures used by other companies. Management uses non-GAAP measures to evaluate the Company’s historical and prospective financial performance, measure operational profitability on a consistent basis, as a factor in determining executive compensation, and to provide enhanced transparency to the investment community. For each of these non-GAAP measures, we provide a reconciliation between the non-GAAP measure and the most directly comparable U.S. GAAP measure, and an explanation of why we believe the non-GAAP measure provides useful information to management and investors.
Non-GAAP measures include:
Adjusted net earnings and adjusted earnings per diluted share (adjusted diluted EPS), used by the Company to provide meaningful supplemental information about its operating performance by excluding amounts that are not considered part of core operating results, to enhance comparability from period-to-period.
Adjusted EBITDA, defined as adjusted net earnings before interest, taxes, depreciation, and amortization, and adjusted EBITDA margin, defined as adjusted EBITDA as a percentage of net sales. We use adjusted EBITDA and adjusted EBITDA margin to assess segment performance and make decisions about the allocation of operating and capital resources by analyzing recent results, trends, and variances of each segment in relation to forecasts and historical performance.
Apogee Enterprises, Inc.
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted EBITDA Margin
(Unaudited)
Three Months Ended May 30, 2026
(In thousands)Architectural MetalsArchitectural ServicesArchitectural GlassPerformance SurfacesCorporate and OtherConsolidated
Net earnings (loss) $9,759 $5,372 $2,496 $2,628 $(8,720)$11,535 
Interest expense (income), net386 (33)(172)— 2,653 2,834 
Income tax expense71 4,326 4,397 
Depreciation and amortization3,554 798 3,499 3,950 778 12,579 
EBITDA13,699 6,137 5,894 6,578 (963)31,345 
Acquisition-related costs (1)
— — — — 770 770 
Adjusted EBITDA$13,699 $6,137 $5,894 $6,578 $(193)$32,115 
EBITDA margin11.2 %5.3 %8.7 %14.8 %N/M9.1 %
Adjusted EBITDA margin11.2 %5.3 %8.7 %14.8 %N/M9.4 %
Three Months Ended May 31, 2025
(In thousands)Architectural MetalsArchitectural ServicesArchitectural GlassPerformance SurfacesCorporate and OtherConsolidated
Net earnings (loss)$3,669 $(6,193)$10,202 $4,132 $(14,498)$(2,688)
Interest expense (income), net457 (52)(145)— 3,586 3,846 
Income tax expense(44)(8)90 — 5,053 5,091 
Depreciation and amortization3,813 1,072 3,270 3,550 731 12,436 
EBITDA7,895 (5,181)13,417 7,682 (5,128)18,685 
Acquisition-related costs (1)
— — — 277 72 349 
Restructuring costs (2)
1,471 11,248 — — 2,631 15,350 
Adjusted EBITDA$9,366 $6,067 $13,417 $7,959 $(2,425)$34,384 
EBITDA margin6.1 %(4.9)%18.3 %18.2 %(1.5)%5.4 %
Adjusted EBITDA margin7.3 %5.7 %18.3 %18.8 %(0.7)%9.9 %
(1)
Acquisition-related costs associated with the pending Keller Companies, Inc. acquisition in fiscal 2027 and UW Solutions acquisition in fiscal 2026, respectively, which management does not consider reflective of core operating performance for the periods presented.
(2)
Restructuring costs related to Project Fortify Phase 2, including $7.4 million of asset impairment charges in fiscal 2026.
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Reconciliation of Non-GAAP Financial Measures
Adjusted Net Earnings
(Unaudited)
Three Months Ended
(In thousands)May 30, 2026May 31, 2025
Net earnings$11,535 $(2,688)
Acquisition-related costs (1)
770 349 
Restructuring costs (2)
— 15,350 
Income tax impact on above adjustments (3)
(188)(1,161)
Adjusted net earnings$12,117 $11,850 
(1)
Acquisition-related costs associated with the pending Keller Companies, Inc. acquisition in fiscal 2027 and UW Solutions acquisition in fiscal 2026, respectively, which management does not consider reflective of core operating performance for the periods presented.
(2)
Restructuring costs related to Project Fortify Phase 2, including $7.4 million of asset impairment charges in fiscal 2026.
(3)Income tax impact reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.
Segment Analysis
Disclosures related to our business segments are included in Note 12 of our Consolidated Financial Statements. We manage our business in four reportable segments: Architectural Metals, Architectural Services, Architectural Glass and Performance Surfaces.
The following table presents net sales, adjusted EBITDA and adjusted EBITDA margin by segment and the consolidated total.
Three Months Ended
(In thousands, except percentages)May 30, 2026May 31, 2025% Change
Segment net sales
Architectural Metals$122,443$128,624(4.8)%
Architectural Services115,237106,5058.2%
Architectural Glass67,71273,273(7.6)%
Performance Surfaces44,32442,2504.9%
Total segment sales349,716350,652(0.3)%
Intersegment eliminations(7,032)(4,030)74.5%
Net sales$342,684$346,622(1.1)%
Segment adjusted EBITDA
Architectural Metals$13,699$9,36646.3%
Architectural Services6,1376,0671.2%
Architectural Glass5,89413,417(56.1)%
Performance Surfaces6,5787,959(17.4)%
Corporate and Other(193)(2,425)92.0%
Adjusted EBITDA$32,115$34,384(6.6)%
Segment adjusted EBITDA margin
Architectural Metals11.2 %7.3 %
Architectural Services5.3 %5.7 %
Architectural Glass8.7 %18.3 %
Performance Surfaces14.8 %18.8 %
Corporate and OtherN/AN/A
Adjusted EBITDA margin9.4 %9.9 %
Architectural Metals
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Net sales were $122.4 million, compared to $128.6 million, primarily due to lower volume, partially offset by favorable price and product mix.
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Adjusted EBITDA was $13.7 million, or 11.2% of net sales, compared to $9.4 million, or 7.3% of net sales. The higher adjusted EBITDA margin was primarily driven by improved mix and favorable productivity including cost savings related to Project Fortify Phase 2, partially offset by the impact of lower volume and the impact from higher aluminum costs.
Architectural Services
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Net sales were $115.2 million, compared to $106.5 million, driven by increased volume.
Adjusted EBITDA remained relatively consistent at $6.1 million, or 5.3% of net sales, compared to $6.1 million, or 5.7% of net sales. The decline in adjusted EBITDA margin was driven by unfavorable project mix, mostly offset by benefits from the actions of Project Fortify Phase 2 to reduce the impact of tariffs, and the impact from increased volume.
Cumulative catch-up adjustments on our longer-term contracts for changes in estimates were as follows:
Three Months Ended
(in thousands)May 30, 2026May 31, 2025
Gross favorable adjustments
$4,301 $5,293 
Gross unfavorable adjustments
(4,970)(5,226)
Net adjustments
$(669)$67 
Architectural Glass
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Net sales were $67.7 million, compared to $73.3 million, driven by lower price and volume due to continued end market softness, partially offset by favorable mix.
Adjusted EBITDA decreased to $5.9 million, or 8.7% of net sales, compared to $13.4 million, or 18.3% of net sales. The decrease in adjusted EBITDA margin was primarily driven by lower price, reduced volume, and material inflation.
Performance Surfaces
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Net sales were $44.3 million, compared to $42.3 million, driven by increased volume and favorable price.
Adjusted EBITDA was $6.6 million, or 14.8% of net sales, compared to $8.0 million, or 18.8% of net sales. The decrease in adjusted EBITDA margin was primarily driven by the net impact of higher material and freight costs, partially offset by productivity.
Corporate and Other
Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026
Corporate and Other adjusted EBITDA expense was $0.2 million, compared to $2.4 million, primarily due to an insurance-related benefit.
Backlog
Backlog is defined as the dollar amount of signed contracts or firm orders, generally as a result of a competitive bidding process, which is expected to be recognized as revenue. Backlog is an operating measure used by management to assess future potential sales revenue. Backlog is not a term defined under U.S. GAAP and is not a measure of contract profitability. Backlog should not be used as the sole indicator of future revenue because we have a substantial number of projects with short lead times that book-and-bill within the same reporting period that are not included in backlog. It is most meaningful for the Architectural Services segment, due to the long-term nature of their projects.
As of May 30, 2026, segment backlog in the Architectural Services Segment was approximately $734.5 million, compared to approximately $682.9 million at the end of the first quarter of fiscal 2026.
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Liquidity and Capital Resources
We rely on cash provided by operations for our ongoing cash requirements, including working capital needs, capital expenditures, satisfaction of contractual commitments (including principal and interest payments on our outstanding indebtedness) and shareholder return through dividend payments and share repurchases.
Operating Activities. Net cash provided by operating activities was $7.4 million for the first three months of fiscal 2027, compared to a use of $19.8 million in the prior year period. The increase in net cash provided by operating activities was driven by higher net earnings and an arbitration settlement payment in the prior year that did not recur.
Investing Activities. Net cash used in investing activities was $9.8 million for the first three months of fiscal 2027, compared to $7.0 million in the prior-year period. The increase net cash used in investing activities was primarily related purchases of marketable securities.
Financing Activities. Net cash used in financing activities was $11.1 million for the first three months of fiscal 2027, compared to $17.6 million of cash provided by financing activities in the prior year period. The change in net cash provided by financing activities was driven by lower net proceeds received from our revolving credit facility, partially offset by $9.7 million of repurchases of common stock.
Additional Liquidity Considerations. We periodically evaluate our liquidity requirements, cash needs and availability of debt resources relative to acquisition plans, significant capital plans, and other working capital needs. See Note 5 to our Consolidated Financial Statements for more information related to our debt agreements.
Outstanding borrowings under the term loan facility were $209.4 million as of May 30, 2026. Outstanding borrowings under the revolving credit facility were $28.0 million as of May 30, 2026.
At May 30, 2026, we had a total of $2.6 million of ongoing letters of credit related to the senior credit facility, construction contracts and insurance collateral that expire in fiscal 2027 and reduce borrowing capacity under the revolving credit facility. As of May 30, 2026, the amount available for revolving borrowings was $419.4 million.
We acquire the use of certain assets through operating leases, such as property, manufacturing equipment, vehicles and other equipment. Future payments for such leases, excluding leases with initial terms of one year or less, were $56.8 million at May 30, 2026, with $11.8 million payable during the remainder of fiscal 2027.
As of May 30, 2026, we had $14.9 million of open purchase obligations, of which payments totaling $7.4 million are expected to become due during the remainder of fiscal 2027.
We are required, in the ordinary course of business, to provide surety or performance bonds that commit payments to our customers for any non-performance. At May 30, 2026, $1.1 billion of these types of bonds were outstanding, of which $239.8 million is in our backlog. These bonds have expiration dates that align with completion of the purchase order or contract. We have not been required to make any payments under these bonds with respect to our existing businesses.
Due to our ability to generate strong cash from operations and our borrowing capability under our committed revolving credit facility, we believe that our sources of liquidity will be adequate to meet our short-term and long-term liquidity and capital expenditure needs. In addition, we believe we have the ability to obtain both short-term and long-term debt to meet our financing needs, including additional sources of debt to finance potential acquisitions, for the foreseeable future. We also believe we will be able to operate our business so as to continue to be in compliance with our existing debt covenants over the next fiscal year.
We continually review our portfolio of businesses and their assets and how they support our business strategy and performance objectives. As part of this review, we may acquire other businesses, pursue geographic expansion, take actions to manage capacity and further invest in, divest and/or sell parts of our current businesses.
Related Party Transactions
No material changes have occurred in the disclosure with respect to our related party transactions set forth in our Annual Report on Form 10-K for the fiscal year ended February 28, 2026.
Critical Accounting Policies
There have been no significant changes to our critical accounting policies from those disclosed in our Annual Report on Form 10-K for the fiscal year ended February 28, 2026.
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Item 3.Quantitative and Qualitative Disclosures About Market Risk
Refer to the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2026, for a discussion of the Company’s market risk. There have been no material changes in market risk since February 28, 2026.
Item 4.Controls and Procedures
a)Evaluation of disclosure controls and procedures: As of the end of the period covered by this report (the Evaluation Date), we carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act)). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of the Evaluation Date, our disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in applicable rules and forms, and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
b)Changes in internal controls: There was no change in the Company’s internal control over financial reporting that occurred during the fiscal quarter ended May 30, 2026, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II. OTHER INFORMATION

Item 1.Legal Proceedings
The Company is a party to various legal proceedings incidental to its normal operating activities. In particular, like others in the construction supply and services industry, the Company is routinely involved in various disputes and claims arising out of construction projects, sometimes involving significant monetary damages or product replacement. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products.
The Company is also subject to litigation arising out of areas such as employment practices, workers compensation and general liability matters. Although it is very difficult to accurately predict the outcome of any such proceedings, facts currently available indicate that no matters will result in losses that would have a material adverse effect on the results of operations, cash flows or financial condition of the Company.
Item 1A.Risk Factors
There have been no significant changes or additions to our risk factors discussed in our Annual Report on Form 10-K for the fiscal year ended February 28, 2026.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information with respect to purchases made by the Company of its own stock during the first quarter of fiscal 2027:
PeriodTotal Number of Shares Purchased (a)Average Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b)Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs (b)
March 01, 2026 to March 28, 2026— $— — 1,798,211 
March 29, 2026 to April 25, 2026— — — 1,798,211 
April 26, 2026 to May 30, 2026269,500 35.80 269,500 1,528,711 
Total269,500 $35.80 269,500 1,528,711 
(a)This column includes shares repurchased pursuant to our publicly announced repurchase program and, to the extent applicable, shares that were surrendered by plan participants to satisfy withholding tax obligations related to share-based compensation.
(b)In fiscal 2004, announced on April 10, 2003, the Board of Directors authorized the repurchase of 1,500,000 shares of Company stock. The Board increased the authorization by 750,000 shares, announced on January 24, 2008; by 1,000,000 shares on each of the announcement dates of October 8, 2008, January 13, 2016, January 9, 2018, January 14, 2020, October 7, 2021, and June 22, 2022; and by 2,000,000 shares, on each of the announcement dates of October 3, 2018, January 14, 2022 and October 6, 2023. The repurchase program does not have an expiration date.
Item 5.    Other Information
Insider Adoption or Termination of Trading Arrangements
During the three months ended May 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated any “Rule 10b5-1 trading arrangement” or any “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(c) of Regulation S-K.
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Item 6. Exhibits
2.1
3.1
3.2
3.3
31.1#
31.2#
32.1#
32.2#
101#
The following materials from Apogee Enterprises, Inc.’s Quarterly Report on Form 10-Q for the quarter ended May 30, 2026, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets as of May 30, 2026 and February 28, 2026, (ii) the Consolidated Results of Operations for the three months ended May 30, 2026 and May 31, 2025, (iii) the Consolidated Statements of Comprehensive Earnings for the three months ended May 30, 2026 and May 31, 2025, (iv) the Consolidated Statements of Cash Flows for the three-months ended May 30, 2026 and May 31, 2025, (v) the Consolidated Statements of Shareholders' Equity for the three months ended May 30, 2026 and May 31, 2025, and (vi) Notes to Consolidated Financial Statements.
104#Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)
Exhibits marked with a (#) sign are filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 APOGEE ENTERPRISES, INC.
Date: June 30, 2026 By: /s/ Donald A. Nolan
 Donald A. Nolan
Executive Chair and Chief Executive Officer
(Principal Executive Officer)

Date: June 30, 2026 By: /s/ Mark R. Augdahl
 Mark R. Augdahl
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)


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