FALSE000077240600007724062026-02-032026-02-03




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):    February 3, 2026
Commission File Number
 CIRRUS LOGIC, INC.
(Exact name of Registrant as specified in its charter)
Delaware 000-17795 77-0024818
(State or Other Jurisdiction of
Incorporation or Organization)		(Commission File Number)(IRS Employer
Identification No.)
800 W. 6th StreetAustin,TX78701
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code:
(512)
851-4000
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common stock, $0.001 par valueCRUSThe NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐



Item 2.02 Results of Operations and Financial Condition.

On February 3, 2026, Cirrus Logic, Inc. (“Cirrus Logic” or the “Company”) issued a press release announcing its financial results for its third quarter fiscal year 2026. The full text of the press release is furnished as Exhibit No. 99.1 to this Current Report on Form 8-K.

Item 7.01 Regulation FD Disclosure

On February 3, 2026, in addition to issuing a press release, the Company posted on its website a shareholder letter to investors summarizing the financial results for its third quarter fiscal year 2026. The full text of the shareholder letter is furnished as Exhibit No. 99.2 to this Current Report on Form 8-K.

Use of Non-GAAP Financial Information

To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including non-GAAP net income, diluted earnings per share, operating income and profit, operating expenses, gross margin and profit, tax expense, tax expense impact on earnings per share, effective tax rate, free cash flow and free cash flow margin. A reconciliation of the adjustments to GAAP results is included in the press release below. Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. The non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.

The information contained in Items 2.02, 7.01, and 9.01 in this Current Report on Form 8-K and the exhibits furnished hereto contain forward-looking statements regarding the Company and cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. In addition, this information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit            Description

Exhibit 99.1    Cirrus Logic, Inc. press release dated February 3, 2026
Exhibit 99.2    Cirrus Logic, Inc. shareholder letter dated February 3, 2026
Exhibit 104    Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 CIRRUS LOGIC, INC.
 
 
Date:February 3, 2026By:/s/ Jeff Woolard
 Name:Jeff Woolard
 Title:Chief Financial Officer
Exhibit 99.1
    
image_0.jpg
FINANCIAL NEWS


    
Cirrus Logic Reports Fiscal Third Quarter Revenue of $580.6 Million


AUSTIN, Texas – February 3, 2026 – Cirrus Logic, Inc. (NASDAQ: CRUS) posted on its website at investor.cirrus.com the quarterly Shareholder Letter that contains the complete financial results for the third quarter of fiscal year 2026, which ended December 27, 2025, as well as the company’s current business outlook.
“Cirrus Logic delivered revenue above the high end of our guidance range for the December quarter driven by stronger-than-anticipated demand for components shipping into smartphones and a favorable mix of end devices,” said John Forsyth, Cirrus Logic president and chief executive officer. “During the quarter, we also made solid progress executing on our strategy to expand our addressable market and drive product diversification. This included sampling a new component designed to enable and enhance the use of voice as an interface for AI-enabled PCs and ramping our latest-generation amplifier and codec in mainstream PC platforms. We also added new product families targeting prosumer and automotive that will broaden our general market offerings across a wider range of applications. As we look ahead, we expect to continue to capitalize on our extensive intellectual property portfolio and deep engineering expertise to position the company for long-term success.”

Reported Financial Results – Third Quarter FY26
•Revenue of $580.6 million;
•GAAP and non-GAAP gross margin of 53.1 percent;
•GAAP operating expenses of $155.2 million and non-GAAP operating expenses of $133.0 million; and
•GAAP earnings per share of $2.66 and non-GAAP earnings per share of $2.97.

A reconciliation of GAAP to non-GAAP financial information is included in the tables accompanying this press release.


Business Outlook – Fourth Quarter FY26
•Revenue is expected to range between $410 million and $470 million;
•GAAP gross margin is forecasted to be between 51 percent and 53 percent; and
•Combined GAAP R&D and SG&A expenses are anticipated to range between $147 million and $153 million, including approximately $21 million in stock-based compensation expense and $2 million in amortization of acquired intangibles, resulting in a non-GAAP operating expense range between $124 million and $130 million.

Cirrus Logic will host a live Q&A session at 5 p.m. ET today to discuss its financial results and business outlook. Participants may listen to the conference call on the investor relations website at investor.cirrus.com. A replay of the webcast can be accessed on the Cirrus Logic website.

About Cirrus Logic, Inc.
Cirrus Logic is a leader in low-power, high-precision mixed-signal processing solutions that create innovative user experiences for the world’s top mobile and consumer applications. With headquarters in Austin, Texas, Cirrus Logic is recognized globally for its award-winning corporate culture.

Cirrus Logic, Cirrus and the Cirrus Logic logo are registered trademarks of Cirrus Logic, Inc. All other company or product names noted herein may be trademarks of their respective holders.

Investor Contact:                        
Chelsea Heffernan
Vice President, Investor Relations
Cirrus Logic, Inc.                            
(512) 851-4125                            
Investor@cirrus.com


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Use of non-GAAP Financial Information
To supplement Cirrus Logic's financial statements presented on a GAAP basis, the company has provided non-GAAP financial information, including non-GAAP net income, diluted earnings per share, operating income and profit, operating expenses, gross margin and profit, tax expense, tax expense impact on earnings per share, effective tax rate, free cash flow, and free cash flow margin. A reconciliation of the adjustments to GAAP results is included in the tables below.

Non-GAAP financial information is not meant as a substitute for GAAP results but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. The non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.


Safe Harbor Statement
Except for historical information contained herein, the matters set forth in this news release contain forward-looking statements including our statements about our strategy to expand our addressable market and drive product diversification; our ability to broaden our general market offerings across a wider range of applications; our ability to capitalize on our extensive intellectual property portfolio and deep engineering expertise to position the company for long-term success; and our estimates for the fourth quarter fiscal year 2026 revenue, gross margin, combined research and development and selling, general and administrative expense levels, stock-based compensation expense, and amortization of acquired intangibles. In some cases, forward-looking statements are identified by words such as “expect,” “anticipate,” “target,” “project,” “believe,” “goals,” “opportunity,” “estimates,” “intend,” and variations of these types of words and similar expressions. In addition, any statements that refer to our plans, expectations, strategies, or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are based on our current expectations, estimates, and assumptions and are subject to certain risks and uncertainties that could cause actual results to differ materially, and readers should not place undue reliance on such statements. These risks and uncertainties include, but are not limited to, the following: the level and timing of orders and shipments during the fourth quarter of fiscal year 2026; customer cancellations of orders; the failure to place orders consistent with forecasts; changes in government trade policies, including the imposition of tariffs or export restrictions; and global economic conditions and uncertainty, along with the risk factors listed in our Form 10-K for the year ended March 29, 2025 and in our other filings with the Securities and Exchange Commission, which are available at www.sec.gov. The foregoing information concerning our business outlook represents our outlook as of the date of this news release, and we expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise, unless required by law.
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Summary Financial Data Follows:

CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(in thousands, except per share data; unaudited)
Three Months Ended Nine Months Ended
Dec. 27,Sep. 27,Dec. 28,Dec. 27,Dec. 28,
20252025202420252024
Q3'26Q2'26Q3'25Q3'26Q3'25
Audio$344,455 $318,214 $346,272 $902,713 $881,830 
High-Performance Mixed-Signal236,169 242,746 209,466 646,143 589,791 
Net sales580,624 560,960 555,738 1,548,856 1,471,621 
Cost of sales272,498 266,586 257,951 732,326 702,319 
Gross profit308,126 294,374 297,787 816,530 769,302 
Gross margin53.1 %52.5 %53.6 %52.7 %52.3 %
Research and development113,553 110,021 112,976 326,466 331,264 
Selling, general and administrative41,646 39,589 39,042 119,979 113,625 
Total operating expenses155,199 149,610 152,018 446,445 444,889 
Income from operations152,927 144,764 145,769 370,085 324,413 
Interest income9,276 8,695 8,146 26,593 24,482 
Other income (expense)246 (63)(214)(205)1,414 
Income before income taxes162,449 153,396 153,701 396,473 350,309 
Provision for income taxes22,139 21,800 37,696 63,870 90,069 
Net income $140,310 $131,596 $116,005 $332,603 $260,240 
Basic earnings per share$2.75 $2.57 $2.19 $6.48 $4.89 
Diluted earnings per share:$2.66 $2.48 $2.11 $6.27 $4.69 
Weighted average number of shares:
Basic51,037 51,175 53,081 51,313 53,263 
Diluted52,698 53,054 55,076 53,041 55,529 
Prepared in accordance with Generally Accepted Accounting Principles

4




RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in thousands, except per share data; unaudited)
(not prepared in accordance with GAAP)
Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.
Three Months Ended Nine Months Ended
Dec. 27,Sep. 27,Dec. 28,Dec. 27,Dec. 28,
20252025202420252024
Net Income ReconciliationQ3'26Q2'26Q3'25Q3'26Q3'25
GAAP Net Income$140,310 $131,596 $116,005 $332,603 $260,240 
Amortization of acquisition intangibles1,648 1,648 1,647 4,943 5,483 
Stock-based compensation expense20,558 20,597 20,823 61,964 64,655 
Lease impairment— — 661 — 1,680 
Adjustment to income taxes(5,818)(3,861)(827)(12,518)(6,094)
Non-GAAP Net Income$156,698 $149,980 $138,309 $386,992 $325,964 
Earnings Per Share Reconciliation
GAAP Diluted earnings per share$2.66 $2.48 $2.11 $6.27 $4.69 
Effect of Amortization of acquisition intangibles0.03 0.03 0.03 0.09 0.10 
Effect of Stock-based compensation expense0.39 0.39 0.38 1.17 1.16 
Effect of Lease impairment— — 0.01 — 0.03 
Effect of Adjustment to income taxes(0.11)(0.07)(0.02)(0.23)(0.11)
Non-GAAP Diluted earnings per share$2.97 $2.83 $2.51 $7.30 $5.87 
Operating Income Reconciliation
GAAP Operating Income$152,927 $144,764 $145,769 $370,085 $324,413 
GAAP Operating Profit 26.3 %25.8 %26.2 %23.9 %22.0 %
Amortization of acquisition intangibles1,648 1,648 1,647 4,943 5,483 
Stock-based compensation expense - COGS24 363 351 687 972 
Stock-based compensation expense - R&D13,280 13,019 14,498 39,371 46,105 
Stock-based compensation expense - SG&A7,254 7,215 5,974 21,906 17,578 
Lease impairment— — 661 — 1,680 
Non-GAAP Operating Income$175,133 $167,009 $168,900 $436,992 $396,231 
Non-GAAP Operating Profit30.2 %29.8 %30.4 %28.2 %26.9 %
Operating Expense Reconciliation
GAAP Operating Expenses$155,199 $149,610 $152,018 $446,445 $444,889 
Amortization of acquisition intangibles(1,648)(1,648)(1,647)(4,943)(5,483)
Stock-based compensation expense - R&D(13,280)(13,019)(14,498)(39,371)(46,105)
Stock-based compensation expense - SG&A(7,254)(7,215)(5,974)(21,906)(17,578)
Lease impairment— — 661 — 1,680 
Non-GAAP Operating Expenses$133,017 $127,728 $129,238 $380,225 $374,043 
Gross Margin/Profit Reconciliation
GAAP Gross Profit$308,126 $294,374 $297,787 $816,530 $769,302 
GAAP Gross Margin53.1 %52.5 %53.6 %52.7 %52.3 %
Stock-based compensation expense - COGS24 363 351 687 972 
Non-GAAP Gross Profit$308,150 $294,737 $298,138 $817,217 $770,274 
Non-GAAP Gross Margin53.1 %52.5 %53.6 %52.8 %52.3 %
Effective Tax Rate Reconciliation
GAAP Tax Expense$22,139 $21,800 $37,696 $63,870 $90,069 
GAAP Effective Tax Rate13.6 %14.2 %24.5 %16.1 %25.7 %
Adjustments to income taxes5,818 3,861 827 12,518 6,094 
Non-GAAP Tax Expense$27,957 $25,661 $38,523 $76,388 $96,163 
Non-GAAP Effective Tax Rate15.1 %14.6 %21.8 %16.5 %22.8 %
Tax Impact to EPS Reconciliation
GAAP Tax Expense $0.42 $0.41 $0.68 $1.20 $1.62 
Adjustments to income taxes0.11 0.07 0.02 0.23 0.11 
Non-GAAP Tax Expense$0.53 $0.48 $0.70 $1.43 $1.73 
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CONSOLIDATED CONDENSED BALANCE SHEET
 (in thousands; unaudited)
Dec. 27,Mar. 29,Dec. 28,
202520252024
ASSETS
Current assets
Cash and cash equivalents$778,083 $539,620 $526,444 
Marketable securities44,280 56,160 37,535 
Accounts receivable, net278,989 216,009 261,943 
Inventories189,483 299,092 275,558 
Prepaid assets
54,373 48,236 51,323 
Prepaid wafers32,873 52,560 66,113 
Other current assets31,268 28,057 31,534 
Total current assets
1,409,349 1,239,734 1,250,450 
Long-term marketable securities259,564 239,036 252,594 
Right-of-use lease assets123,432 126,688 129,597 
Property and equipment, net148,352 159,900 163,837 
Intangibles, net22,619 27,461 23,957 
Goodwill435,936 435,936 435,936 
Deferred tax asset38,247 48,150 40,895 
Long-term prepaid wafers— 15,512 23,020 
Other assets19,021 34,656 42,954 
 Total assets$2,456,520 $2,327,073 $2,363,240 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable$68,863 $63,162 $77,907 
Accrued salaries and benefits49,769 52,075 48,029 
Software license agreements26,803 26,745 26,985 
Lease liability19,713 21,811 21,858 
Other accrued liabilities19,043 31,395 36,134 
Total current liabilities184,191 195,188 210,913 
Non-current lease liability117,599 121,908 124,622 
Non-current income taxes46,033 44,040 43,401 
Other long-term liabilities5,468 16,488 21,506 
Total long-term liabilities169,100 182,436 189,529 
Stockholders' equity:
Capital stock1,925,238 1,860,281 1,840,791 
Accumulated earnings
178,693 90,351 124,101 
Accumulated other comprehensive loss
(702)(1,183)(2,094)
Total stockholders' equity2,103,229 1,949,449 1,962,798 
Total liabilities and stockholders' equity$2,456,520 $2,327,073 $2,363,240 
    
Prepared in accordance with Generally Accepted Accounting Principles


6




CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(in thousands; unaudited)
Three Months Ended
Dec. 27,Dec. 28,
20252024
Q3'26Q3'25
Cash flows from operating activities:
Net income$140,310 $116,005 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization13,077 12,824 
Stock-based compensation expense20,558 20,823 
Deferred income taxes8,292 8,379 
Loss on retirement or write-off of long-lived assets— 369 
Other non-cash charges(26)(379)
Net change in operating assets and liabilities:
Accounts receivable, net76,408 62,155 
Inventories46,926 (3,793)
Prepaid wafers12,183 20,411 
Other assets8,791 1,720 
Accounts payable and other accrued liabilities(30,468)(21,556)
Income taxes payable(5,217)1,630 
Net cash provided by operating activities
290,834 218,588 
Cash flows from investing activities:
Maturities and sales of available-for-sale marketable securities50,697 12,423 
Purchases of available-for-sale marketable securities(52,104)(44,868)
Purchases of property, equipment and software(5,086)(6,687)
Investments in technology(74)— 
Net cash used in investing activities(6,567)(39,132)
Cash flows from financing activities:
Net proceeds from the issuance of common stock
1,042 378 
Repurchase of stock to satisfy employee tax withholding obligations(30,722)(29,112)
Repurchase and retirement of common stock(69,980)(70,037)
Net cash used in financing activities(99,660)(98,771)
Net increase in cash and cash equivalents
184,607 80,685 
Cash and cash equivalents at beginning of period593,476 445,759 
Cash and cash equivalents at end of period$778,083 $526,444 
Prepared in accordance with Generally Accepted Accounting Principles
7




RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in thousands; unaudited)
Free cash flow, a non-GAAP financial measure, is GAAP cash flow from operations (or cash provided by operating activities) less capital expenditures. Capital expenditures include purchases of property, equipment and software as well as investments in technology, as presented within our GAAP Consolidated Condensed Statement of Cash Flows. Free cash flow margin represents free cash flow divided by revenue.
Twelve Months EndedThree Months Ended
Dec. 27,Dec. 27,Sep. 27,Jun. 28,Mar. 29,
20252025202520252025
Q3'26Q3'26Q2'26Q1'26Q4'25
Net cash provided by operating activities (GAAP)
$629,565 $290,834 $92,214 $116,131 $130,386 
Capital expenditures(21,621)(5,160)(4,510)(2,770)(9,181)
Free Cash Flow (Non-GAAP)$607,944 $285,674 $87,704 $113,361 $121,205 
Cash Flow from Operations as a Percentage of Revenue (GAAP)32 %50 %16 %29 %31 %
Capital Expenditures as a Percentage of Revenue (GAAP)1 %1 %1 %1 %2 %
Free Cash Flow Margin (Non-GAAP)31 %49 %16 %28 %29 %

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RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in millions; unaudited)
(not prepared in accordance with GAAP)
Q4 FY26
Guidance
Operating Expense Reconciliation
GAAP Operating Expenses$147 - 153
Stock-based compensation expense(21)
Amortization of acquisition intangibles(2)
Non-GAAP Operating Expenses$124 - 130
9
Exhibit 99.2




Q3 FY26
Letter to Shareholders
February 3, 2026
image.jpg

February 3, 2026
Dear Shareholders,
In Q3 FY26, Cirrus Logic delivered revenue of $580.6 million and record GAAP and non-GAAP earnings per share of $2.66 and $2.97, respectively. Stronger-than-anticipated demand for our components shipping into smartphones and a favorable mix of end devices resulted in revenue above our guidance range. We also saw continued momentum in PCs, reflecting disciplined execution against our growth strategy during the quarter. Highlights include ramping our latest-generation amplifier and codec in mainstream PC platforms ahead of customer product launches and sampling a new component designed to enable and enhance the use of voice as an interface for AI-enabled PCs. We were also pleased to see multiple leading OEMs introduce PCs at the Consumer Electronics Show (CES) in January that use a variety of our amplifiers, codecs, and haptic drivers. Design activity accelerated in our general market business, driven by our portfolio of ADCs, DACs, and ultra-high-performance audio codecs. We also began sampling a new prosumer audio product family that will expand our addressable market by delivering solutions that span additional tiers and categories of products. This builds upon our portfolio of world-class components that already service many of these markets today, particularly in professional audio and prosumer applications. Finally, we announced a new series of automotive haptic components that we believe represents a growing opportunity for Cirrus Logic in the coming years. Looking ahead, we are optimistic about our opportunities to continue to leverage our mixed-signal design and signal processing expertise to drive profitable growth in both existing and new applications and markets.
Figure A: Cirrus Logic Q3 FY26
Q3 FY26GAAPAdj.Non-GAAP*
Revenue$580.6$580.6
Gross Profit$308.1$—$308.2
Gross Margin53.1%53.1%
Operating Expense$155.2($22.2)$133.0
Operating Income$152.9$22.2$175.1
Operating Profit26.3%30.2%
Interest Income$9.3$9.3
Other Expense$0.2$0.2
Income Tax Expense$22.1$5.8$28.0
Net Income$140.3$16.4$156.7
Diluted EPS$2.66$0.31$2.97
*Complete GAAP to Non-GAAP reconciliations available on page 10
Numbers may not sum due to rounding
$ millions, except EPS
Revenue and Gross Margin
Revenue for the December quarter was $580.6 million, which is up four percent quarter over quarter and year over year. The increase in revenue on a sequential basis reflects higher smartphone unit volumes. This was partially offset by a decline in general market sales. The year-over-year increase was primarily driven by higher smartphone unit volumes. This was partially offset by previously anticipated pricing reductions and lower general market sales. In the March quarter, we expect revenue to range from $410 million to $470 million, down 24 percent sequentially and up four percent year over year at the midpoint.
Q3 FY26 Letter to Shareholders
2

In Q3 FY26, revenue derived from our audio and high-performance mixed-signal (HPMS) product lines represented 59 percent and 41 percent of total revenue, respectively. One customer contributed approximately 94 percent of total revenue in Q3 FY26. Our relationship with our largest customer remains outstanding, with continued strong design activity across a wide range of products. While we understand there is intense interest in this customer, in accordance with our policy, we do not discuss specifics about this business.
Figure B: Cirrus Logic Revenue ($M) Q4 FY24 to Q4 FY26
chart-1cd90b8d9b1e41b8988.jpg
*Midpoint of guidance as of February 3, 2026
GAAP gross margin in the December quarter was 53.1 percent, compared to 52.5 percent in Q2 FY26 and 53.6 percent in Q3 FY25. Non-GAAP gross margin in the December quarter was 53.1 percent, compared to 52.5 percent in Q2 FY26 and 53.6 percent in Q3 FY25. On a quarter-over-quarter basis, the increase reflects the benefit of a reduction in inventory reserves and, to a lesser extent, supply chain efficiencies. On a year-over-year basis, the decrease in gross margin was largely due to the impact of previously anticipated pricing reductions, which were mostly offset by cost reductions. In the March quarter, we expect gross margin to range from 51 percent to 53 percent.
Operating Profit, Tax, and EPS
Operating profit for Q3 FY26 was 26.3 percent on a GAAP basis and 30.2 percent on a non-GAAP basis. GAAP operating expense was $155.2 million and included $20.5 million in stock-based compensation and
Q3 FY26 Letter to Shareholders
3

$1.6 million in amortization of acquisition intangibles. On a sequential basis, GAAP operating expense increased by $5.6 million, primarily driven by higher employee-related expenses. This was partially offset by lower product development costs, largely associated with the timing of tape outs. On a year-over-year basis, GAAP operating expense increased by $3.2 million largely due to higher employee-related expenses and, to a lesser extent, professional expenses. This was partially offset by a decrease in product development costs associated with lower wafer and tape out expenses. Non-GAAP operating expense for the quarter was $133.0 million, up $5.3 million sequentially and $3.8 million year over year. The company’s total headcount exiting Q3 was 1,659.
Combined GAAP R&D and SG&A expenses for Q4 FY26 are expected to range from $147 million to $153 million, including approximately $21 million in stock-based compensation expense and $2 million in amortization of acquisition intangibles, resulting in a non-GAAP operating expense range between $124 million and $130 million.
Figure C: GAAP R&D and SG&A Expenses ($M)/Headcount Q4 FY24 to Q4 FY26
chart-f1bcf45db3ca43a6ace.jpg
*Reflects midpoint of combined R&D and SG&A guidance as of February 3, 2026
For the December quarter, GAAP tax expense was $22.1 million on GAAP pre-tax income of $162.4 million, resulting in an effective tax rate of 13.6 percent. Non-GAAP tax expense for the quarter was $28.0 million on non-GAAP pre-tax income of $184.7 million, resulting in a non-GAAP effective tax rate of 15.1 percent. Both the GAAP and non-GAAP effective tax rates reflect the ongoing beneficial impact of the One Big Beautiful Bill Act, which reinstated the immediate tax deductibility of U.S. R&D expenditures, among other provisions. We estimate that our FY26 non-GAAP effective tax rate will range from approximately 16 percent to 18 percent.
Q3 FY26 Letter to Shareholders
4

GAAP earnings per share for the December quarter was $2.66, compared to earnings per share of $2.48 in the prior quarter and $2.11 in Q3 FY25. Non-GAAP earnings per share for the December quarter was $2.97, versus $2.83 in Q2 FY26 and $2.51 in Q3 FY25.
Balance Sheet
Our cash and investment balance at the end of Q3 FY26 was $1.08 billion, up from $896.0 million in the prior quarter and $816.6 million in Q3 FY25. Cash flow from operations for the December quarter was $290.8 million. During the quarter, we repurchased 591,423 shares at an average price of $118.33, returning $70.0 million of cash to shareholders in the form of buybacks. At the end of Q3 FY26, the company had $344.1 million remaining in its share repurchase authorization. Over the long term, we expect strong cash flow generation, and we will continue to evaluate potential uses of this cash, including investing in the business to pursue organic growth opportunities, M&A, and returning capital to shareholders through share repurchases. Q3 FY26 inventory was $189.5 million, down from $236.4 million in Q2 FY26.
Company Strategy
We remain committed to a three-pronged strategy for growing our business: first, maintaining our leadership position in smartphone audio; second, increasing HPMS content in smartphones; and third, leveraging our strength in audio and HPMS to expand into additional applications and markets with both existing and new components.
Smartphones
In smartphones, demand for our latest-generation custom boosted amplifier and 22-nanometer smart codec remained robust during the quarter. These products are based on innovative new architectures that are designed to enable system-level improvements with each new smartphone generation, extending our product lifecycles, while also providing longer-term visibility and sustained revenue contribution. Beyond audio, we are excited about our opportunities to expand our value in smartphones through HPMS solutions. Customer engagement with our camera controllers remains strong, and the features they help enable have been very well received. Through our close engineering collaboration, which has delivered multiple generations of camera controllers, we believe our technology roadmap is well-suited to address future opportunities. We see an exciting path for innovation and are actively developing next-generation components to deliver enhanced features, improved performance, and greater system efficiency. We also continue to invest R&D dollars in intellectual property and capabilities around advanced battery and power applications, and we have a number of programs underway that aim to enhance overall battery performance, health, and longevity. Customer interest in this technology has been encouraging, and we are actively pursuing sockets where we can deliver more efficient and flexible solutions through the integration of digital processing and control alongside analog circuits. Looking ahead, we believe our investments will drive product diversification, expand our footprint, and support long-term revenue growth across the HPMS portfolio.
New Applications and Markets
Outside of smartphones, we are leveraging our intellectual property and engineering capabilities to expand into new applications and markets, with PCs remaining our most immediate opportunity. Design
Q3 FY26 Letter to Shareholders
5

activity across our PC portfolio was strong, and we expect a variety of devices featuring our components to launch in the coming quarters, including mainstream platforms that use our latest-generation amplifier and codec. The company is executing on our plan to expand our footprint in mainstream laptops to pursue higher-volume opportunities and capture a larger share of our serviceable addressable market. To address the increasing importance of voice as an interface for AI-enabled PCs, we are developing new products that enhance voice and audio capture functionality in a variety of modes and/or configurations, including ultra-low-power sleep modes. The first product with this technology is now sampling, and we are seeing strong interest from several leading OEMs and PC platform vendors. Finally, we were excited to see multiple customer products introduced at CES that use a variety of our amplifiers, codecs, and haptic drivers. These product launches included our first win with a new customer in their high-end laptop platform that features up to six Cirrus Logic amplifiers and our latest-generation codec. We are pleased with our progress in PCs and remain focused on growing our overall market share in the years ahead.
The company is also investing in general market products that span a large number of customers across the professional audio, automotive, industrial, and imaging end markets, as they typically have long product lifecycles and gross margins that are well above our corporate average. During the quarter, we saw strong design momentum with our latest-generation ADCs, DACs, and ultra-high-performance audio codec, and expect end products utilizing these components to come to market over the next year. We also began sampling a new prosumer audio product family in this portfolio that broadens our addressable market by delivering solutions that span more tiers and categories of our customers’ products. Furthermore, we recently announced a new series of automotive haptic components that are designed to consistently deliver a range of tactile responses in real time for applications across a wide range of in-cabin interfaces. Although we are in the early stages of participation in the automotive haptic market, we believe this represents an important growth opportunity for Cirrus Logic as more vehicles transition from traditional buttons to touch-based interfaces. Looking ahead, we plan to further expand our portfolio of general market products by applying our advanced low-power signal processing and mixed-signal design expertise to drive growth in new applications and markets.
Summary and Guidance
For the March quarter, we expect the following results:
•Revenue to range between $410 million and $470 million;
•GAAP gross margin to be between 51 percent and 53 percent; and
•Combined GAAP R&D and SG&A expenses to range between $147 million and $153 million, including approximately $21 million in stock-based compensation expense and $2 million in amortization of acquisition intangibles, resulting in a non-GAAP operating expense range between $124 million and $130 million.
In conclusion, we delivered outstanding financial results for Q3 FY26. During the quarter, we experienced robust demand for our components shipping into smartphones, advanced our efforts to grow our PC business, and gained traction in other applications within our general market business. With a consistent track record of innovation and disciplined execution, we are excited about the opportunities to drive long-term growth across our business and deliver shareholder value.


Q3 FY26 Letter to Shareholders
6

Sincerely,
image1.jpg
John Forsyth
President &
Chief Executive Officer
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Jeff Woolard
Chief Financial Officer

Conference Call Q&A Session
Cirrus Logic will host a live Q&A session at 5 p.m. ET today to answer questions related to its financial results and business outlook. Participants may listen to the conference call on the Cirrus Logic website. A replay of the webcast can be accessed on the Cirrus Logic website.
Use of Non-GAAP Financial Information
To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including non-GAAP net income, diluted earnings per share, operating income and profit, operating expenses, gross margin and profit, tax expense, tax expense impact on earnings per share, effective tax rate, free cash flow, and free cash flow margin. A reconciliation of the adjustments to GAAP results is included in the tables below. We are also providing guidance on our expected non-GAAP expected effective tax rate. We are not able to provide guidance on our GAAP effective tax rate or a related reconciliation without unreasonable efforts since our future GAAP effective tax rate depends on our future stock price and related stock-based compensation information that is not currently available.
Non-GAAP financial information is not meant as a substitute for GAAP results but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. The non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.
Safe Harbor Statement
Except for historical information contained herein, the matters set forth in this shareholder letter contain forward-looking statements, including statements about our belief that a new prosumer audio product family expands our addressable market; our expectation that a new family of automotive haptic components represents an important growth opportunity for Cirrus Logic in the coming years; our expectations for strong cash flow generation over the long term; our ability to leverage our mixed-signal design and signal processing expertise to drive profitable growth in both existing and new applications and markets; our ability to maintain our leadership position in smartphone audio; our ability to increase
Q3 FY26 Letter to Shareholders
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HPMS content in smartphones; our ability to leverage our strength in audio and HPMS to expand into additional applications and markets with both new and existing components; our expectation that our latest-generation custom boosted amplifier and 22-nanometer smart codec are designed to enable system-level improvements with each new smartphone generation, extending our product lifecycles, while also providing longer-term visibility and sustained revenue contribution; our ability to expand our value in smartphones through HPMS solutions; our belief that our camera controller technology roadmap is well suited to address future opportunities; our ability to develop next-generation components that deliver enhanced features, improved performance, and greater system efficiency; our ability to deliver more efficient and flexible battery and power solutions through the integration of digital processing and control alongside analog circuits; our ability to drive product diversification, expand our footprint, and support long-term revenue growth across the HPMS portfolio; our ability to leverage our intellectual property and engineering capabilities to expand into new applications and markets; our expectation that a variety of PCs featuring our components will launch in the coming quarters, including mainstream platforms that use our latest-generation amplifier and codec; our ability to execute on our plan to expand our footprint in mainstream laptops to pursue higher-volume opportunities and capture a larger share of our serviceable addressable market; our ability to develop new products that enhance voice and audio capture functionality in a variety of modes and/or configurations, including ultra-low power sleep modes; our ability to grow our overall market share in PCs in the years ahead; our expectation that end products using our latest-generation general market ADCs, DACs, and ultra-high-performance audio codec will come to market over the next year; our ability to further expand our portfolio of general market products by applying our advanced low-power signal processing and mixed-signal design expertise to drive growth in new applications and markets; our ability to drive long-term growth across our business and deliver shareholder value; our non-GAAP effective tax rate for the full fiscal year 2026; and our forecasts for the fourth quarter of fiscal year 2026 revenue, gross margin, combined research and development and selling, general and administrative expense levels, stock-based compensation expense, and amortization of acquisition intangibles. In some cases, forward-looking statements are identified by words such as “emerge,” “expect,” “anticipate,” “foresee,” “target,” “project,” “believe,” “goals,” “opportunity,” “estimates,” “intend,” “will,” and variations of these types of words and similar expressions. In addition, any statements that refer to our plans, expectations, strategies, or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are based on our current expectations, estimates, and assumptions and are subject to certain risks and uncertainties that could cause actual results to differ materially, and readers should not place undue reliance on such statements. These risks and uncertainties include, but are not limited to, the following: the level and timing of orders and shipments during the fourth quarter of fiscal year 2026, customer cancellations of orders, or the failure to place orders consistent with forecasts; changes in government trade policies, including the imposition of tariffs and export restrictions; global economic conditions and uncertainty; and the risk factors listed in our Form 10-K for the year ended March 29, 2025 and in our other filings with the Securities and Exchange Commission, which are available at www.sec.gov. The foregoing information concerning our business outlook represents our outlook as of the date of this news release, and we expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise.
Cirrus Logic, Cirrus and the Cirrus Logic logo are registered trademarks of Cirrus Logic, Inc. All other company or product names noted herein may be trademarks of their respective holders.
Q3 FY26 Letter to Shareholders
8

Summary of Financial Data Below:
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(in thousands, except per share data; unaudited)
Three Months Ended Nine Months Ended
Dec. 27,
2025		Sep. 27,
2025		Dec. 28,
2024		Dec. 27,
2025		Dec. 28,
2024
Q3'26Q2'26Q3'25Q3'26Q3'25
Audio$344,455 $318,214 $346,272 $902,713 $881,830 
High-Performance Mixed-Signal236,169 242,746 209,466 646,143 589,791 
Net sales580,624 560,960 555,738 1,548,856 1,471,621 
Cost of sales272,498 266,586 257,951 732,326 702,319 
Gross profit308,126 294,374 297,787 816,530 769,302 
Gross margin53.1 %52.5 %53.6 %52.7 %52.3 %
Research and development113,553 110,021 112,976 326,466 331,264 
Selling, general and administrative41,646 39,589 39,042 119,979 113,625 
Total operating expenses155,199 149,610 152,018 446,445 444,889 
Income from operations152,927 144,764 145,769 370,085 324,413 
Interest income9,276 8,695 8,146 26,593 24,482 
Other income (expense)246 (63)(214)(205)1,414 
Income before income taxes162,449 153,396 153,701 396,473 350,309 
Provision for income taxes22,139 21,800 37,696 63,870 90,069 
Net income $140,310 $131,596 $116,005 $332,603 $260,240 
Basic earnings per share$2.75 $2.57 $2.19 $6.48 $4.89 
Diluted earnings per share:$2.66 $2.48 $2.11 $6.27 $4.69 
Weighted average number of shares: 
Basic51,037 51,175 53,081 51,313 53,263 
Diluted52,698 53,054 55,076 53,041 55,529 
Prepared in accordance with Generally Accepted Accounting Principles
Q3 FY26 Letter to Shareholders
9
RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in thousands, except per share data; unaudited)
(not prepared in accordance with GAAP)
Non-GAAP financial information is not meant as financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.
Three Months Ended Nine Months Ended
Dec. 27,
2025		Sep. 27,
2025		Dec. 28,
2024		Dec. 27,
2025		Dec. 28,
2024
Net Income ReconciliationQ3'26Q2'26Q3'25Q3'26Q3'25
GAAP Net Income$140,310 $131,596 $116,005 $332,603 $260,240 
Amortization of acquisition intangibles1,648 1,648 1,647 4,943 5,483 
Stock-based compensation expense20,558 20,597 20,823 61,964 64,655 
Lease impairment— — 661 — 1,680 
Adjustment to income taxes(5,818)(3,861)(827)(12,518)(6,094)
Non-GAAP Net Income$156,698 $149,980 $138,309 $386,992 $325,964 
Earnings Per Share Reconciliation
GAAP Diluted earnings per share$2.66 $2.48 $2.11 $6.27 $4.69 
Effect of Amortization of acquisition intangibles0.03 0.03 0.03 0.09 0.10 
Effect of Stock-based compensation expense0.39 0.39 0.38 1.17 1.16 
Effect of Lease impairment— — 0.01 — 0.03 
Effect of Adjustment to income taxes(0.11)(0.07)(0.02)(0.23)(0.11)
Non-GAAP Diluted earnings per share$2.97 $2.83 $2.51 $7.30 $5.87 
Operating Income Reconciliation
GAAP Operating Income$152,927 $144,764 $145,769 $370,085 $324,413 
GAAP Operating Profit 26.3 %25.8 %26.2 %23.9 %22.0 %
Amortization of acquisition intangibles1,648 1,648 1,647 4,943 5,483 
Stock-based compensation expense - COGS24 363 351 687 972 
Stock-based compensation expense - R&D13,280 13,019 14,498 39,371 46,105 
Stock-based compensation expense - SG&A7,254 7,215 5,974 21,906 17,578 
Lease impairment— — 661 — 1,680 
Non-GAAP Operating Income$175,133 $167,009 $168,900 $436,992 $396,231 
Non-GAAP Operating Profit30.2 %29.8 %30.4 %28.2 %26.9 %
Operating Expense Reconciliation
GAAP Operating Expenses$155,199 $149,610 $152,018 $446,445 $444,889 
Amortization of acquisition intangibles(1,648)(1,648)(1,647)(4,943)(5,483)
Stock-based compensation expense - R&D(13,280)(13,019)(14,498)(39,371)(46,105)
Stock-based compensation expense - SG&A(7,254)(7,215)(5,974)(21,906)(17,578)
Lease impairment— — (661)— (1,680)
Non-GAAP Operating Expenses$133,017 $127,728 $129,238 $380,225 $374,043 
Gross Margin/Profit Reconciliation
GAAP Gross Profit$308,126 $294,374 $297,787 $816,530 $769,302 
GAAP Gross Margin53.1 %52.5 %53.6 %52.7 %52.3 %
Stock-based compensation expense - COGS24 363 351 687 972 
Non-GAAP Gross Profit$308,150 $294,737 $298,138 $817,217 $770,274 
Non-GAAP Gross Margin53.1 %52.5 %53.6 %52.8 %52.3 %
Effective Tax Rate Reconciliation
GAAP Tax Expense$22,139 $21,800 $37,696 $63,870 $90,069 
GAAP Effective Tax Rate13.6 %14.2 %24.5 %16.1 %25.7 %
Adjustments to income taxes5,818 3,861 827 12,518 6,094 
Non-GAAP Tax Expense$27,957 $25,661 $38,523 $76,388 $96,163 
Non-GAAP Effective Tax Rate15.1 %14.6 %21.8 %16.5 %22.8 %
Tax Impact to EPS Reconciliation
GAAP Tax Expense $0.42 $0.41 $0.68 $1.20 $1.62 
Adjustments to income taxes0.11 0.07 0.02 0.23 0.11 
Non-GAAP Tax Expense$0.53 $0.48 $0.70 $1.43 $1.73 

Q3 FY26 Letter to Shareholders
10

CONSOLIDATED CONDENSED BALANCE SHEET
(in thousands; unaudited)
Dec. 27,
2025		Mar. 29,
2025		Dec. 28,
2024
ASSETS
Current assets
Cash and cash equivalents$778,083 $539,620 $526,444 
Marketable securities44,280 56,160 37,535 
Accounts receivable, net278,989 216,009 261,943 
Inventories189,483 299,092 275,558 
Prepaid assets54,373 48,236 51,323 
Prepaid wafers32,873 52,560 66,113 
Other current assets31,268 28,057 31,534 
Total current Assets1,409,349 1,239,734 1,250,450 
Long-term marketable securities259,564 239,036 252,594 
Right-of-use lease assets123,432 126,688 129,597 
Property and equipment, net148,352 159,900 163,837 
Intangibles, net22,619 27,461 23,957 
Goodwill435,936 435,936 435,936 
Deferred tax asset38,247 48,150 40,895 
Long-term prepaid wafers— 15,512 23,020 
Other assets19,021 34,656 42,954 
Total assets$2,456,520 $2,327,073 $2,363,240 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable$68,863 $63,162 $77,907 
Accrued salaries and benefits49,769 52,075 48,029 
Software license agreements26,803 26,745 26,985 
Lease liability19,713 21,811 21,858 
Other accrued liabilities19,043 31,395 36,134 
Total current liabilities184,191 195,188 210,913 
Non-current lease liability117,599 121,908 124,622 
Non-current income taxes46,033 44,040 43,401 
Other long-term liabilities5,468 16,488 21,506 
Total long-term liabilities169,100 182,436 189,529 
Stockholders' equity:
Capital stock1,925,238 1,860,281 1,840,791 
Accumulated earnings178,693 90,351 124,101 
Accumulated other comprehensive loss(702)(1,183)(2,094)
Total stockholders' equity2,103,229 1,949,449 1,962,798 
Total liabilities and stockholders' equity$2,456,520 $2,327,073 $2,363,240 
Prepared in accordance with Generally Accepted Accounting Principles
Q3 FY26 Letter to Shareholders
11

CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(in thousands; unaudited)
Three Months Ended
Dec. 27,Dec. 28,
20252024
Q3'26Q3'25
Cash flows from operating activities:
Net income$140,310 $116,005 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization13,077 12,824 
Stock-based compensation expense20,558 20,823 
Deferred income taxes8,292 8,379 
Loss on retirement or write-off of long-lived assets— 369 
Other non-cash charges(26)(379)
Net change in operating assets and liabilities:
Accounts receivable, net76,408 62,155 
Inventories46,926 (3,793)
Prepaid wafers12,183 20,411 
Other assets8,791 1,720 
Accounts payable and other accrued liabilities(30,468)(21,556)
Income taxes payable(5,217)1,630 
Net cash provided by operating activities290,834 218,588 
Cash flows from investing activities:
Maturities and sales of available-for-sale marketable securities50,697 12,423 
Purchases of available-for-sale marketable securities(52,104)(44,868)
Purchases of property, equipment and software(5,086)(6,687)
Investments in technology(74)— 
Net cash used in investing activities(6,567)(39,132)
Cash flows from financing activities:
Net proceeds from the issuance of common stock1,042 378 
Repurchase of stock to satisfy employee tax withholding obligations(30,722)(29,112)
Repurchase and retirement of common stock(69,980)(70,037)
Net cash used in financing activities(99,660)(98,771)
Net increase in cash and cash equivalents184,607 80,685 
Cash and cash equivalents at beginning of period593,476 445,759 
Cash and cash equivalents at end of period$778,083 $526,444 
Prepared in accordance with Generally Accepted Accounting Principles
Q3 FY26 Letter to Shareholders
12

RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in thousands; unaudited)
Free cash flow, a non-GAAP financial measure, is GAAP cash flow from operations (or cash provided by operating activities) less capital expenditures. Capital expenditures include purchases of property, equipment and software as well as investments in technology, as presented within our GAAP Consolidated Condensed Statement of Cash Flows. Free cash flow margin represents free cash flow divided by revenue.
Twelve Months EndedThree Months Ended
Dec. 27,Dec. 27,Sep. 27,Jun. 28,Mar. 29,
20252025202520252025
Q3'26Q3'26Q2'26Q1'26Q4'25
Net cash provided by operating activities (GAAP)$629,565 $290,834 $92,214 $116,131 $130,386 
Capital expenditures(21,621)(5,160)(4,510)(2,770)(9,181)
Free Cash Flow (Non-GAAP)$607,944 $285,674 $87,704 $113,361 $121,205 
Cash Flow from Operations as a Percentage of Revenue (GAAP)32 %50 %16 %29 %31 %
Capital Expenditures as a Percentage of Revenue (GAAP)1 %1 %1 %1 %2 %
Free Cash Flow Margin (Non-GAAP)31 %49 %16 %28 %29 %
Q3 FY26 Letter to Shareholders
13

RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(in millions; unaudited)
(not prepared in accordance with GAAP)
Q4 FY26
Guidance
Operating Expense Reconciliation
GAAP Operating Expenses$147 - 153
Stock-based compensation expense(21)
Amortization of acquisition intangibles(2)
Non-GAAP Operating Expenses$124 - 130
Q3 FY26 Letter to Shareholders
14