Item 1. Financial Statements
SHARKNINJA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
(unaudited)
| | | | | | | | | | | |
| | As of |
| | March 31, 2026 | | December 31, 2025 |
| Assets | | | |
| Current assets: | | | |
| Cash and cash equivalents | $ | 511,774 | | | $ | 777,289 | |
Accounts receivable, net(1) | 1,475,606 | | | 1,667,143 | |
| Inventories | 1,034,582 | | | 1,002,205 | |
Prepaid expenses and other current assets | 239,761 | | | 164,628 | |
| Total current assets | 3,261,723 | | | 3,611,265 | |
| Property and equipment, net | 243,083 | | | 232,226 | |
| Operating lease right-of-use assets | 136,693 | | | 142,487 | |
| Intangible assets, net | 449,309 | | | 451,137 | |
| Goodwill | 834,781 | | | 834,781 | |
| Deferred tax assets | 20,433 | | | 10,706 | |
| Other assets, noncurrent | 72,240 | | | 66,832 | |
| Total assets | $ | 5,018,262 | | | $ | 5,349,434 | |
| Liabilities and Shareholders’ Equity | | | |
| Current liabilities: | | | |
Accounts payable(2) | $ | 583,484 | | | $ | 679,534 | |
Accrued expenses and other current liabilities | 684,294 | | | 1,016,645 | |
| Tax payable | 65,336 | | | 38,092 | |
| Debt, current | 39,344 | | | 39,344 | |
| Total current liabilities | 1,372,458 | | | 1,773,615 | |
| Debt, noncurrent | 686,959 | | | 696,795 | |
| Operating lease liabilities, noncurrent | 134,563 | | | 140,981 | |
| Deferred tax liabilities | 15,920 | | | 16,252 | |
| Other liabilities, noncurrent | 45,272 | | | 45,580 | |
| Total liabilities | 2,255,172 | | | 2,673,223 | |
Commitments and contingencies (Note 9) | | | |
| Shareholders’ equity: | | | |
Ordinary shares, $0.0001 par value per share; 1,000,000,000 shares authorized; 141,902,856 shares issued and 141,709,721 shares outstanding as of March 31, 2026; 141,158,026 shares issued and outstanding as of December 31, 2025 | 14 | | | 14 | |
| Additional paid-in capital | 1,035,237 | | | 1,045,504 | |
Treasury shares, at cost; 193,135 shares and 0 shares as of March 31, 2026 and December 31, 2025, respectively | (19,999) | | | — | |
| Retained earnings | 1,731,860 | | | 1,610,398 | |
Accumulated other comprehensive income (loss) | 15,978 | | | 20,295 | |
| Total shareholders’ equity | 2,763,090 | | | 2,676,211 | |
| Total liabilities and shareholders’ equity | $ | 5,018,262 | | | $ | 5,349,434 | |
(1) Including amounts from a related party of $23,810 and $17,574 as of March 31, 2026 and December 31, 2025, respectively.
(2) Including amounts to a related party of $11,702 and $14,115 as of March 31, 2026 and December 31, 2025, respectively.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SHARKNINJA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share and per share data)
(unaudited)
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
Net sales(1) | $ | 1,412,806 | | | $ | 1,222,638 | |
Cost of sales(2) | 717,838 | | | 619,412 | |
Gross profit | 694,968 | | | 603,226 | |
Operating expenses: | | | |
Research and development(3) | 98,883 | | | 87,603 | |
Sales and marketing | 315,338 | | | 275,737 | |
General and administrative(4) | 116,222 | | | 94,940 | |
Total operating expenses | 530,443 | | | 458,280 | |
Operating income | 164,525 | | | 144,946 | |
Interest expense, net | (6,607) | | | (12,629) | |
Other (expense) income, net | (10,336) | | | 13,216 | |
Income before income taxes | 147,582 | | | 145,533 | |
Provision for income taxes | 26,120 | | | 27,698 | |
Net income | $ | 121,462 | | | $ | 117,835 | |
Net income per share, basic | $ | 0.86 | | | $ | 0.84 | |
Net income per share, diluted | $ | 0.85 | | | $ | 0.83 | |
| Weighted-average number of shares used in computing net income per share, basic | 141,396,491 | | | 140,622,029 | |
Weighted-average number of shares used in computing net income per share, diluted | 142,358,711 | | | 142,183,430 | |
(1) Including amounts associated with related parties of $3,326 and $4,784 for the three months ended March 31, 2026 and 2025, respectively.
(2) Including amounts associated with related parties of $12,809 and $27,476 for the three months ended March 31, 2026 and 2025, respectively.
(3) Including amounts associated with related parties of $(2,853) and $(1,658) for the three months ended March 31, 2026 and 2025, respectively.
(4) Including amounts associated with related parties of $0 and $(750) for the three months ended March 31, 2026 and 2025, respectively.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SHARKNINJA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(unaudited)
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
Net income | $ | 121,462 | | | $ | 117,835 | |
Other comprehensive income (loss), net of tax: | | | |
Foreign currency translation adjustments | (4,317) | | | 7,876 | |
Unrealized gain on derivative instruments, net | — | | | 6,024 | |
Comprehensive income | $ | 117,145 | | | $ | 131,735 | |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SHARKNINJA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(in thousands, except share data)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2026 |
| | | | | | | | | | | | | Accumulated Other Comprehensive Income (Loss) | | |
| | | | | Additional Paid-in Capital | | | | | | | | | Total Shareholders' Equity |
| Ordinary shares | | | Treasury shares | | Retained Earnings | | |
| Shares | | Amount | | | Shares | | Amount | | | |
Balance as of December 31, 2025 | 141,158,026 | | | $ | 14 | | | $ | 1,045,504 | | | — | | | $ | — | | | $ | 1,610,398 | | | $ | 20,295 | | | $ | 2,676,211 | |
Share-based compensation | — | | | — | | | 30,309 | | | — | | | — | | | — | | | — | | | 30,309 | |
Vesting of restricted share units, net of shares withheld for taxes | 660,000 | | | — | | | (48,675) | | | — | | | — | | | — | | | — | | | (48,675) | |
Shares issued under employee share purchase plan | 84,830 | | | — | | | 8,099 | | | — | | | — | | | — | | | — | | | 8,099 | |
Repurchase of ordinary shares | (193,135) | | | — | | | — | | | 193,135 | | | (19,999) | | | — | | | — | | | (19,999) | |
Other comprehensive loss, net of tax | — | | | — | | | — | | | — | | | — | | | — | | | (4,317) | | | (4,317) | |
Net income | — | | | — | | | — | | | — | | | — | | | 121,462 | | | — | | | 121,462 | |
Balance as of March 31, 2026 | 141,709,721 | | | $ | 14 | | | $ | 1,035,237 | | | 193,135 | | | $ | (19,999) | | | $ | 1,731,860 | | | $ | 15,978 | | | $ | 2,763,090 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2025 |
| | | | | | | | | Accumulated Other Comprehensive Income (Loss) | | |
| | | | | Additional Paid-in Capital | | | | | Total Shareholders' Equity |
| Ordinary shares | | | Retained Earnings | | |
| Shares | | Amount | | | | |
Balance as of December 31, 2024 | 140,347,436 | | | $ | 14 | | | $ | 1,038,213 | | | $ | 909,024 | | | $ | (11,279) | | | $ | 1,935,972 | |
Share-based compensation | — | | | — | | | 11,550 | | | — | | | — | | | 11,550 | |
Vesting of restricted share units, net of shares withheld for taxes | 579,234 | | | — | | | (48,449) | | | — | | | — | | | (48,449) | |
Shares issued under employee share purchase plan | 114,527 | | | — | | | 7,425 | | | — | | | — | | | 7,425 | |
Other comprehensive income, net of tax | — | | | — | | | — | | | — | | | 13,900 | | | 13,900 | |
Net income | — | | | — | | | — | | | 117,835 | | | — | | | 117,835 | |
Balance as of March 31, 2025 | 141,041,197 | | | $ | 14 | | | $ | 1,008,739 | | | $ | 1,026,859 | | | $ | 2,621 | | | $ | 2,038,233 | |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
| | | | | | | | | | | |
SHARKNINJA, INC. |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
(in thousands) |
(unaudited) |
| Three Months Ended March 31, |
| 2026 | | 2025 |
Cash flows from operating activities: | | | |
Net income | $ | 121,462 | | | $ | 117,835 | |
Adjustments to reconcile net income to net cash used in operating activities: | | | |
Depreciation and amortization | 38,447 | | | 31,946 | |
Share-based compensation | 30,309 | | | 11,550 | |
Provision for credit losses | 300 | | | 3,178 | |
Provision for excess and obsolete inventory | (3,917) | | | 387 | |
Non-cash lease expense | 5,456 | | | 4,993 | |
Deferred income taxes, net | (10,059) | | | (9,211) | |
Other | 499 | | | 483 | |
Changes in operating assets and liabilities: | | | |
Accounts receivable(1) | 182,177 | | | 237,353 | |
Inventories | (34,446) | | | (62,850) | |
Prepaid expenses and other assets | (75,133) | | | (62,900) | |
Accounts payable(2) | (97,332) | | | (156,116) | |
Tax payable | 27,244 | | | 33,939 | |
Operating lease liabilities | (5,509) | | | (894) | |
Accrued expenses and other liabilities | (335,778) | | | (204,549) | |
Net cash used in operating activities | (156,280) | | | (54,856) | |
Cash flows from investing activities: | | | |
Purchase of property and equipment | (33,917) | | | (32,661) | |
Purchase of intangible asset | (4,437) | | | (2,836) | |
Capitalized internal-use software development | — | | | (1,312) | |
Net cash used in investing activities | (38,354) | | | (36,809) | |
Cash flows from financing activities: | | | |
Repayment of debt | (10,125) | | | (10,125) | |
Net ordinary shares withheld for taxes upon issuance of restricted share units | (48,675) | | | (48,449) | |
Proceeds from shares issued under employee share purchase plan | 8,099 | | | 7,425 | |
Repurchase of ordinary shares | (18,461) | | | — | |
Net cash used in financing activities | (69,162) | | | (51,149) | |
Effect of exchange rates changes on cash | (1,719) | | | 3,841 | |
Net decrease in cash and cash equivalents | (265,515) | | | (138,973) | |
Cash and cash equivalents at beginning of period | 777,289 | | | 363,669 | |
Cash and cash equivalents at end of period | $ | 511,774 | | | $ | 224,696 | |
Supplemental disclosures of noncash investing and financing activities: | | | |
Purchase of property and equipment accrued and not yet paid | $ | 17,959 | | | $ | 10,884 | |
Unrealized gain on cash flow hedges | — | | | 6,120 | |
Repurchases of ordinary shares traded and not yet settled | 1,538 | | | — | |
(1) Including changes in related party balances of $6,236 and $(7,140) for the three months ended March 31, 2026 and 2025, respectively.
(2) Including changes in related party balances of $(2,413) and $(13,505) for the three months ended March 31, 2026 and 2025, respectively.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SHARKNINJA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. Organization and Description of Business
SharkNinja, Inc. (the “Company”) is a global product design and technology company that creates innovative lifestyle product solutions across multiple product categories, including Cleaning Appliances, Cooking and Beverage Appliances, Food Preparation Appliances and Beauty and Home Environment Appliances products under the brands of “Shark” and “Ninja.” SharkNinja is headquartered in Needham, Massachusetts, and distributes products throughout North America, Europe, and other select international markets.
SharkNinja, Inc. was incorporated in the Cayman Islands on May 17, 2023 as a wholly-owned subsidiary of JS Global Lifestyle Company Limited (“JS Global” or the “Former Parent”). The Company was formed for the purpose of completing the listing of the Company on the New York Stock Exchange (“NYSE”) and related transactions to carry on the business of SharkNinja Global SPV, Ltd., and its subsidiaries.
SharkNinja Global SPV, Ltd. was incorporated in 2017 as a wholly-owned subsidiary of JS Global. Prior to July 28, 2023, SharkNinja Global SPV, Ltd. operated as a combination of wholly-owned businesses of JS Global, which is a listed entity on the Hong Kong Stock Exchange.
On July 30, 2023, in connection with (1) the separation of the Company from JS Global (the “separation”) and (2) the distribution to the holders of JS Global ordinary shares of all of JS Global’s equity interest in SharkNinja Global SPV, Ltd. in the form of a dividend of the Company’s ordinary shares, JS Global contributed all outstanding shares of SharkNinja Global SPV, Ltd. to SharkNinja, Inc. in exchange for shares of SharkNinja, Inc. On July 31, 2023, JS Global distributed 138,982,872 ordinary shares of SharkNinja, Inc. to the holders of JS Global ordinary shares, and SharkNinja, Inc. began trading on the NYSE.
SharkNinja Global SPV, Ltd. prior to the separation and distribution, together with SharkNinja, Inc. and its subsidiaries subsequent to the separation and distribution are herein referred to as “SharkNinja” or the “Company”.
2. Summary of Significant Accounting Policies
Basis of Presentation
The unaudited condensed consolidated financial statements that accompany these notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of SharkNinja, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.
The condensed consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures, including certain notes required by GAAP on an annual reporting basis. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations of the Securities and Exchange Commission (“SEC”). Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2025.
In management’s opinion, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of March 31, 2026 and the Company’s condensed consolidated statements of income, comprehensive income, shareholders’ equity and cash flows for the three months ended March 31, 2026 and 2025. The results for the three months ended March 31, 2026 are not necessarily indicative of the operating results expected for the year ended December 31, 2026 or any future operating periods.
The Company has identified the significant accounting policies that are critical to understanding its business and results of operations. Other than the adoption of ASU 2025-05 described under “Adoption of New Accounting Pronouncements” below, there have been no significant changes during the three months ended March 31, 2026 to the significant accounting policies disclosed in the Company’s audited consolidated financial statements and related notes thereto as of and for the year ended December 31, 2025 within the Form 10-K filed on March 2, 2026.
Concentration of Credit Risks
The following table summarizes the Company’s customers that represented 10% or more of accounts receivable, net:
| | | | | | | | | | | |
| As of |
| March 31, 2026 | | December 31, 2025 |
Customer A | 19.0 | % | | 22.0 | % |
Customer B | 17.0 | | | * |
Customer C | 12.2 | | | 11.8 |
* Represents less than 10%
The following table summarizes the Company’s customers that represented 10% or more of net sales:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
Customer A | 17.1 | % | | 18.5 | % |
Customer B | 11.5 | | | * |
Customer C | 12.2 | | | 13.0 | |
* Represents less than 10%
Accounts Receivable, Net
Accounts receivable are presented net of allowance for credit losses and allowance for chargebacks. Accounts receivable are presented net of liabilities when a right of offset exists. The Company determined the allowance for customer incentives and allowance for sales returns should be recorded as a liability.
The Company maintains an allowance related to customer incentives based on specific terms and conditions included in the customer agreements or based on historical experience and the Company’s expectation of discounts.
The Company maintains an allowance for credit losses to provide for the estimated amount of receivables that will not be collected. To estimate the allowance for credit losses the Company applied the loss-rate method using relevant available information including historical write-off activity, current conditions and reasonable and supportable forecasts. The allowance for credit losses is measured on a pooled basis when similar risk characteristics exist. When assessing whether to measure certain financial assets on a pooled basis, the Company considered various risk characteristics, including geographic location and industry of the customer. When a specific customer exhibits unique risk characteristics, such as significant deterioration in financial condition or other indicators that it no longer shares similar risk characteristics with the collective pool, that receivable is evaluated individually. Expected credit losses for individually evaluated receivables are measured based on the present value of expected future cash flows or, when applicable, the fair value of collateral, and any resulting specific reserves are included in the allowance for credit losses.
Write-offs of accounts receivable are recorded to the allowance for credit losses. Any subsequent recoveries of previously written off balances are recorded as a reduction to credit loss expense.
Below is a rollforward of the Company’s allowance for credit losses:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Beginning balance | $ | 3,863 | | | $ | 7,856 | |
Provision for credit losses | 300 | | | 3,178 | |
Write-offs and other adjustments | (541) | | | (554) | |
Ending balance | $ | 3,622 | | | $ | 10,480 | |
Disaggregation of Net Sales
The following table summarizes net sales by region based on the billing address of customers:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| Amount | | Percentage of Net Sales | | Amount | | Percentage of Net Sales |
| | | | | | | |
| (in thousands, except percentages) |
Domestic(1) | $ | 915,991 | | | 64.8 | % | | $ | 845,088 | | | 69.1 | % |
International(2) | 496,815 | | | 35.2 | | | 377,550 | | | 30.9 | |
Total net sales | $ | 1,412,806 | | | 100.0 | % | | $ | 1,222,638 | | | 100.0 | % |
(1) Domestic consists of net sales in the United States and Canada. Net sales from the United States represented 60.8% and 63.6% of total net sales for the three months ended March 31, 2026 and 2025, respectively.
(2) International consists of net sales in markets outside the United States and Canada. Net sales from the United Kingdom represented 15.5% and 15.2% of total net sales for the three months ended March 31, 2026 and 2025, respectively.
The following table presents net sales by brand:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| Amount | | Percentage of Net Sales | | Amount | | Percentage of Net Sales |
| | | | | | | |
| (in thousands, except percentages) |
Shark | $ | 710,685 | | | 50.3 | % | | $ | 579,309 | | | 47.4 | % |
Ninja | 702,121 | | | 49.7 | | | 643,329 | | | 52.6 | |
Total net sales | $ | 1,412,806 | | | 100.0 | % | | $ | 1,222,638 | | | 100.0 | % |
| | | | | | | |
The following table presents net sales by product category:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| Amount | | Percentage of Net Sales | | Amount | | Percentage of Net Sales |
| | | | | | | |
| (in thousands, except percentages) |
Cleaning Appliances | $ | 516,550 | | | 36.6 | % | | $ | 441,424 | | | 36.1 | % |
Cooking and Beverage Appliances | 414,590 | | | 29.3 | | | 345,937 | | | 28.3 | |
Food Preparation Appliances | 287,531 | | | 20.4 | | | 297,392 | | | 24.3 | |
Beauty and Home Environment Appliances | 194,135 | | | 13.7 | | | 137,885 | | | 11.3 | |
Total net sales | $ | 1,412,806 | | | 100.0 | % | | $ | 1,222,638 | | | 100.0 | % |
Warranty Costs
Product warranty liabilities and changes were as follows:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Beginning balance | $ | 38,232 | | | $ | 26,955 | |
Accruals for warranties issued | 7,695 | | | 10,096 | |
Settlements made | (11,271) | | | (12,439) | |
Ending balance | $ | 34,656 | | | $ | 24,612 | |
Adoption of New Accounting Pronouncements
In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical expedient permitting entities to assume that current conditions as of the balance sheet date will remain unchanged over the remaining life of current accounts receivable and current contract assets arising from transactions accounted for under ASC 606 when developing the reasonable and supportable forecast used to estimate expected credit losses. The Company adopted ASU 2025-05 as of January 1, 2026, and elected the practical expedient on a prospective basis. The adoption did not have a material impact on the Company's condensed consolidated financial statements.
Recently Issued Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the FASB or other standard-setting bodies and adopted by the Company on or prior to the specified effective date. As of March 31, 2026, there are no new accounting pronouncements that the Company is considering adopting, other than those described below.
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires incremental disclosures about specific expense categories, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and selling expenses. The amendments in this ASU are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted and the amendments may be applied either prospectively or retrospectively. The Company is currently evaluating the impact this ASU may have on its consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which requires capitalization of software costs to start when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended. The standard is effective for annual and interim periods beginning after December 15, 2027, and may be applied prospectively, retrospectively or on a modified transition approach. The Company is currently evaluating the impact this ASU may have on its consolidated financial statements.
In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements, which clarifies hedge accounting guidance to better align financial reporting with an entity’s economic risk management activities and expands certain hedge accounting applications. The standard is effective for annual and interim periods beginning after December 15, 2026. Early adoption is permitted and the amendments must be applied prospectively. The Company is currently evaluating the impact this ASU may have on its consolidated financial statements.
In December 2025, the Financial Accounting Standards Board (FASB) issued ASU 2025‑11, Interim Reporting (Topic 270): Narrow‑Scope Improvements, which requires clarified guidance on the form, content, and applicability of interim financial statements and notes in accordance with GAAP, incorporates a comprehensive list of required interim disclosures, and establishes a principle to disclose events occurring since the end of the last annual reporting period that materially affect the entity. The standard is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact this ASU may have on its consolidated financial statements.
3. Segment Reporting
Operating segments are defined as components of an enterprise for which separate financial information is available and is evaluated on a regular basis by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company has two operating segments, Domestic and International, for which discrete financial information is available and regularly reviewed by the CODM, who is the Company’s Chief Executive Officer (“CEO”). Domestic consists of the United States and Canada, and International consists of markets outside the United States and Canada.
The Company has determined that these two operating segments are aggregated into one reportable segment based on the criteria in ASC 280-10-50-11. Domestic and International have similar economic characteristics, including similar long-term gross margin profiles, and are similar in the qualitative factors specified in ASC 280-10-50-11, including the nature of the products and services, the nature of the production processes, the type or class of customer, and the methods used to distribute products. Both operating segments sell substantially the same products and services, which are supported by a single global sourcing/manufacturing ecosystem and distribution model, and serve similar classes of customers (including large retailers and end consumers).
The CODM uses gross profit as the primary measure to assess performance and allocate resources, and reviews operating results, including gross profit information, at both the consolidated level and by geographic operating segment. The CODM also reviews operating expenses and other performance information primarily on a consolidated basis, including comparisons of functional spend categories to forecast, to assess variances and trends. Transactions between operating segments are not material. The following table presents selected financial information with respect to the Company’s single reportable segment for the three months ended March 31, 2026 and 2025:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Net sales | $ | 1,412,806 | | | $ | 1,222,638 | |
Less: | | | |
Cost of sales | 717,838 | | | 619,412 | |
Advertising expenses and consumer insight initiatives | 102,596 | | | 94,015 | |
Personnel expenses(1) | 153,240 | | | 139,997 | |
Delivery and distribution expenses | 106,772 | | | 90,174 | |
Professional service expenses(2) | 40,680 | | | 34,312 | |
Merchant, processing, and other fees | 19,954 | | | 19,624 | |
Facilities and technology support costs | 20,897 | | | 21,929 | |
Depreciation and amortization expenses(3) | 18,788 | | | 16,756 | |
Prototypes and testing expenses | 14,872 | | | 10,487 | |
Other segment items(4) | 52,644 | | | 30,986 | |
Interest expense, net | 6,607 | | | 12,629 | |
Other expense (income), net | 10,336 | | | (13,216) | |
Provision for income taxes | 26,120 | | | 27,698 | |
Segment net income | $ | 121,462 | | | $ | 117,835 | |
Reconciliation of profit or loss | | | |
Adjustments and reconciling items | — | | | — | |
Consolidated net income | $ | 121,462 | | | $ | 117,835 | |
(1)Excludes shared-based compensation, a non-cash expense related to awards issued from the SharkNinja Equity Incentive Plan. These costs have been excluded from personnel expenses and reclassified to other segment items, as they are not presented to or reviewed by the CODM.
(2)Excludes litigation costs incurred and related settlements for certain patent infringement claims, false advertising claims against us, and product safety concerns, and excludes costs incurred related to the voluntary product recall. These costs have been excluded from professional service expenses and reclassified to other segment items1, as they are not presented to or reviewed by the CODM.
(3)Excludes amortization of acquired intangible assets that the Company does not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. These costs have been excluded from depreciation and amortization expenses and reclassified to other segment items, as they are not presented to or reviewed by the CODM.
(4)Other segment items include travel expenses, commissions, miscellaneous expenses and the expenses listed in Notes 1 through 3 above.
The accounting policies of the Company’s reportable segment are the same as those described in “Note 2 - Summary of Significant Accounting Policies” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Segment assets are not regularly provided to the CODM, and therefore the measure of segment assets is reported as total consolidated assets.
4. Condensed Consolidated Balance Sheet Components
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consisted of the following:
| | | | | | | | | | | |
| As of |
| March 31, 2026 | | December 31, 2025 |
| | | |
| (in thousands) |
Sales and other tax receivable | $ | 134,613 | | | $ | 60,522 | |
Other receivables | 46,405 | | | 52,394 | |
Prepaid taxes | 40,031 | | | 35,242 | |
Prepaid expenses | 10,823 | | | 9,391 | |
Prepaid media | 7,889 | | | 7,079 | |
Prepaid expenses and other current assets | $ | 239,761 | | | $ | 164,628 | |
5. Fair Value Measurements
The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis:
| | | | | | | | | | | | | | | | | | | | | | | |
| As of March 31, 2026 |
| Fair Value | | Level 1 | | Level 2 | | Level 3 |
| | | | | | | |
| (in thousands) |
Financial assets: | | | | | | | |
Money market funds included in cash and cash equivalents | $ | 113,547 | | | $ | 113,547 | | | $ | — | | | $ | — | |
Total financial assets | $ | 113,547 | | | $ | 113,547 | | | $ | — | | | $ | — | |
The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis:
| | | | | | | | | | | | | | | | | | | | | | | |
| As of December 31, 2025 |
| Fair Value | | Level 1 | | Level 2 | | Level 3 |
| | | | | | | |
| (in thousands) |
Financial assets: | | | | | | | |
Money market funds included in cash and cash equivalents | $ | 186,507 | | | $ | 186,507 | | | $ | — | | | $ | — | |
Total financial assets | $ | 186,507 | | | $ | 186,507 | | | $ | — | | | $ | — | |
The Company classifies its money market funds within Level 1 because they are valued using quoted prices in active markets. See “Note 8 - Debt” for information regarding the fair value of the Company’s long-term debt.
6. Derivative Financial Instruments and Hedging
The Company previously entered into forward contracts that were designated as hedging instruments to manage exposure to foreign currency exchange risk associated with forecasted transactions. All forward contracts expired during the year ended December 31, 2025. Accordingly, the Company had no derivative instruments outstanding as of March 31, 2026 or December 31, 2025.
Effect of Forward Contracts on Accumulated Other Comprehensive Income
The following table represents the unrealized (losses) gains of forward contracts that were designated as hedging instruments, net of tax effects, that were recorded in accumulated other comprehensive income as of March 31, 2026 and December 31, 2025, and their effect on other comprehensive income for the three months ended March 31, 2026 and 2025:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Beginning balance | $ | — | | | $ | (8,263) | |
Amount of net gains (losses) recorded in accumulated other comprehensive income | — | | | (555) | |
Amount of net gains (losses) reclassified from accumulated other comprehensive income to earnings | — | | | 6,579 | |
Ending balance | $ | — | | | $ | (2,239) | |
7. Intangible Assets, Net
Intangible assets consisted of the following as of March 31, 2026:
| | | | | | | | | | | | | | | | | | | | | | | |
| Gross Carrying Value | | Accumulated Amortization | | Net Carrying Value | | Weighted-Average Remaining Useful Life |
| | | | | | | |
| (in thousands) | | (in years) |
Intangible assets subject to amortization: | | | | | | | |
Customer relationships | $ | 143,083 | | | $ | (135,134) | | | $ | 7,949 | | | 0.5 |
Patents | 81,434 | | | (38,883) | | | 42,551 | | | 7.6 |
Developed technology | 23,310 | | | (11,769) | | | 11,541 | | | 5.8 |
Total intangible assets subject to amortization | $ | 247,827 | | | $ | (185,786) | | | $ | 62,041 | | | |
Intangible assets not subject to amortization: | | | | | | | |
Trade name and trademarks | $ | 387,268 | | | $ | — | | | $ | 387,268 | | | Indefinite |
Total intangible assets, net | $ | 635,095 | | | $ | (185,786) | | | $ | 449,309 | | | |
Intangible assets consisted of the following as of December 31, 2025:
| | | | | | | | | | | | | | | | | | | | | | | |
| Gross Carrying Value | | Accumulated Amortization | | Net Carrying Value | | Weighted-Average Remaining Useful Life |
| | | | | | | |
| (in thousands) | | (in years) |
Intangible assets subject to amortization: | | | | | | | |
Customer relationships | $ | 143,083 | | | $ | (131,159) | | | $ | 11,924 | | | 0.8 |
Patents | 77,326 | | | (36,973) | | | 40,353 | | | 7.5 |
Developed technology | 23,070 | | | (11,148) | | | 11,922 | | | 6.0 |
Total intangible assets subject to amortization | $ | 243,479 | | | $ | (179,280) | | | $ | 64,199 | | | |
Intangible assets not subject to amortization: | | | | | | | |
Trade name and trademarks | $ | 386,938 | | | $ | — | | | $ | 386,938 | | | Indefinite |
Total intangible assets, net | $ | 630,417 | | | $ | (179,280) | | | $ | 451,137 | | | |
Amortization expenses for intangible assets were as follows:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Research and development | $ | 2,415 | | | $ | 2,118 | |
Sales and marketing | 3,974 | | | 3,975 | |
Total amortization expenses | $ | 6,389 | | | $ | 6,093 | |
8. Debt
On July 20, 2023, the Company entered into a credit agreement (“2023 Credit Agreement”) with Bank of America, N.A., as administrative agent, and certain banks and financial institutions party thereto as lenders and issuing banks. The 2023 Credit Agreement provides for an $810.0 million term loan facility (the “2023 Term Loan”) and a $500.0 million revolving credit facility (“2023 Revolving Facility”). The 2023 Term Loan and 2023 Revolving Facility mature in July 2028, and both facilities bear interest at the Secured Overnight Financing Rate (“SOFR”) plus 1.75%. All SOFR borrowings under the 2023 Credit Agreement also incur a 0.1% credit adjustment. The Company has the ability to borrow in certain alternative currencies under the 2023 Credit Agreement. Alternative currency loans are priced using an Alternative Currency Term Rate plus any applicable spread adjustments. The Company may request increases to the 2023 Term Loan or 2023 Revolving Facility in a maximum aggregate amount not to exceed the greater of $520.0 million or 100% of adjusted earnings before interest, taxes, depreciation, and amortization, as defined in the 2023 Credit Agreement, for the most recently completed fiscal year.
No amounts were outstanding on the 2023 Revolving Facility as of December 31, 2025 or March 31, 2026. As of March 31, 2026, $10.9 million of letters of credit were outstanding, resulting in an available balance of $489.1 million under the 2023 Revolving Facility.
The Company is required to meet certain financial covenants customary with this type of agreement, including, but not limited to, maintaining a maximum ratio of indebtedness and a minimum specified interest coverage ratio. As of March 31, 2026, the Company was in compliance with the covenants under the 2023 Credit Agreement.
The obligations of the loan parties under the 2023 Credit Agreement with respect to the 2023 Term Loan and 2023 Revolving Facility are secured by (i) equity interests owned by the loan parties in each other loan party and in certain of the Company’s wholly-owned domestic restricted subsidiaries and (ii) substantially all assets of the domestic loan parties (subject to certain customary exceptions). In addition, subject to certain customary exceptions, these obligations are guaranteed by (i) the Company, (ii) each subsidiary of the Company that directly or indirectly owns a borrower and (iii) each other direct and indirect wholly-owned domestic restricted subsidiary of the Company.
Debt consisted of the following:
| | | | | | | | | | | |
| As of |
| March 31, 2026 | | December 31, 2025 |
| | | |
| (in thousands) |
2023 Term Loan with principal payments due quarterly; final balance due on maturity date of July 20, 2028 | $ | 729,000 | | | $ | 739,125 | |
| | | |
Less: deferred financing costs | (2,697) | | | (2,986) | |
Total debt, net of deferred financing costs | 726,303 | | | 736,139 | |
Less: debt, current | (39,344) | | | (39,344) | |
Debt, noncurrent | $ | 686,959 | | | $ | 696,795 | |
The Company recognizes and records interest expense related to its debt in interest expense, net, which totaled $11.0 million and $13.6 million for the three months ended March 31, 2026 and 2025, respectively.
Fair Value of Debt
The Company estimates the fair value of its long-term debt using a discounted cash flow method that utilizes observable market inputs, including SOFR-based forward curves and market credit spreads, and therefore categorizes the fair value measurement within Level 2 of the fair value hierarchy. The 2023 Credit Agreement bears interest at variable rates indexed to SOFR, and as a result, the Company believes the carrying amount approximates fair value.
The carrying amount and estimated fair value of long-term debt were as follows:
| | | | | | | | | | | |
| As of |
| March 31, 2026 | | December 31, 2025 |
| | | |
| (in thousands) |
Carrying amount | $ | 729,000 | | | $ | 739,125 | |
Fair value | $ | 729,000 | | | $ | 739,125 | |
9. Commitments and Contingencies
Non-Cancelable Purchase Obligations
In the normal course of business, the Company enters into non-cancelable purchase commitments, including marketing and endorsement agreements. Certain of these agreements extend over terms of up to five years, with payments required in varying installments over the term. As of March 31, 2026, the Company has remaining obligations associated with marketing and endorsement agreements with original terms greater than 12 months totaling $100.1 million, which are payable in a combination of cash and ordinary shares of SharkNinja, Inc., as follows:
| | | | | |
| Amount |
| (in thousands) |
Years ending December 31, | |
Remainder of 2026 | $ | 14,372 | |
2027 | 24,436 | |
2028 | 25,348 | |
2029 | 18,121 | |
2030 | 17,807 | |
| |
Total | $ | 100,084 | |
Indemnifications and Contingencies
The Company enters into indemnification provisions under certain agreements with other parties in the ordinary course of business. In its customer agreements, the Company has agreed to indemnify, defend and hold harmless the indemnified party for third-party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party intellectual property infringement claims. For certain large or strategic customers, the Company has agreed to indemnify, defend and hold harmless the indemnified party for non-compliance with certain additional representations and warranties made by the Company.
Legal Proceedings
From time to time, the Company may be involved in various legal proceedings arising from the normal course of business activities, including certain patent infringement claims, false advertising claims against us, and product safety concerns. The Company investigates these claims as they arise. In the opinion of management, the amount of ultimate loss with respect to any current legal proceedings and claims, if determined adversely to the Company, will not have a material adverse effect on its business, financial condition and results of operation.
Product Recall
In May 2025, the Company announced a voluntary recall of the Ninja Foodi OP300 series pressure cooker in cooperation with the U.S. Consumer Product Safety Commission and Health Canada. As of March 31, 2026, the amount of accrued expenses related to recall remedies for consumers was $1.8 million. During the three months ended March 31, 2026, the Company incurred $1.1 million of product recall-related expenses, which were recorded within cost of sales and operating expenses on the Company’s condensed consolidated statements of income. Estimating the cost of recall remedies requires judgment and is primarily based on expected consumer participation rates and the estimated cost of the new lid design. Additionally, the Company expects to incur other indirect costs related to the recall, such as legal fees, website costs to allow consumers to respond to the recall, and costs to handle consumer inquiries. The Company will reevaluate these assumptions each period, and the related accruals may be adjusted when factors indicate that the accruals are either not sufficient to cover or exceed the estimated product recall expenses.
10. Shareholders’ Equity and Equity Incentive Plan
Restricted Share Units
SharkNinja Equity Incentive Plan
On July 28, 2023, the Company’s board of directors adopted the 2023 Equity Incentive Plan (the “2023 Plan”) to grant cash and equity incentive awards to eligible participants in order to attract, motivate and retain talent. The 2023 Plan provides for the issuance of options, share appreciation rights, restricted share awards, restricted share units (“RSUs”), performance awards and other awards. The 2023 Plan initially made 13,898,287 ordinary shares available for future award grants.
The 2023 Plan contains an evergreen provision whereby the shares available for future grants are increased on the first day of each calendar year from January 1, 2025 through and including January 1, 2033 in an amount equal to 0.6% of the total number of ordinary shares outstanding on December 31st of the preceding year. On January 1, 2026, additional ordinary shares in the amount of 846,948 were registered as a result of this evergreen provision. As of March 31, 2026, ordinary shares in the amount of 8,630,788 were available for future grant under the 2023 Plan. Shares or RSUs forfeited, and unexercised option lapses from the 2023 Plan are available for future grant under the 2023 Plan.
RSU activities for the three months ended March 31, 2026 for RSUs granted under the 2023 Plan were as follows:
| | | | | | | | | | | |
| Number of Shares | | Weighted Average Grant Date Fair Value per share |
Unvested as of December 31, 2025 | 1,102,282 | | | $ | 43.90 | |
Granted | 2,484,094 | | | 111.01 | |
Vested | (1,075,182) | | | 42.83 | |
Cancelled/Forfeited | (15,253) | | | 84.47 | |
Unvested as of March 31, 2026 | 2,495,941 | | | $ | 110.90 | |
RSUs granted for the three months ended March 31, 2026 under the 2023 Plan were 2,484,094, of which 565,748 RSUs were granted with service-only conditions and 1,318,346 performance-based RSUs were granted with vesting conditions tied to the achievement of certain performance growth metrics, such as net sales, gross profit and operating cash flow, and 600,000 market-based RSUs were granted with conditions tied to the achievement of a certain level of market capitalization over a consecutive period of time.
Employee Share Purchase Plan
On July 28, 2023, the board of directors approved the 2023 Employee Share Purchase Plan (the “ESPP”). A maximum of 1% of the Company’s outstanding ordinary shares (or 1,389,828 shares) were made available for sale under the ESPP. The ESPP contains an evergreen provision whereby the shares available for sale will automatically increase on the first day of each calendar year from January 1, 2025 through and including January 1, 2033, in an amount equal to the lesser of (i) 0.15% of the total number of ordinary shares of the Company outstanding on December 31st of the preceding year; (ii) 300,000 shares; or (iii) such lesser number of shares as determined by the board at any time prior to the first day of a given calendar year. On January 1, 2026, additional ordinary shares in the amount of 211,737 were registered as a result of this evergreen provision. As of March 31, 2026, ordinary shares in the amount of 1,398,976 were available for future grant under the ESPP Plan. The ESPP provides for six-month offering periods during which the Company will grant rights to purchase ordinary shares to eligible employees. The first offering period began in February 2024. There were 84,830 and 114,527 shares purchased under the ESPP during the three months ended March 31, 2026 and 2025, respectively. As of March 31, 2026, total unrecognized share-based compensation was $1.9 million, which is to be recognized over a weighted-average remaining period of 0.3 years.
Share-Based Compensation
The share-based compensation by line item in the accompanying condensed consolidated statements of income is summarized as follows:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Research and development | $ | 4,366 | | | $ | 2,909 | |
Sales and marketing | 6,671 | | | 2,538 | |
General and administrative | 19,272 | | | 6,103 | |
Total share-based compensation | $ | 30,309 | | | $ | 11,550 | |
As of March 31, 2026, the Company had $253.7 million unrecognized share-based compensation cost related to RSUs granted under the 2023 Plan that will be recognized over a weighted average period of 2.6 years. Of this unrecognized share-based compensation cost, $150.6 million and $36.9 million related to RSUs granted under the 2023 Plan with performance and market conditions, respectively.
For those RSUs with service conditions, performance conditions or a combination of both, the grant date fair value was measured based on the quoted price of our ordinary shares at the date of grant. The weighted average grant date fair value of these awards for the three months ended March 31, 2026 was $119.54 per share.
The Company estimated the fair value for the RSUs with a market condition using the Monte Carlo simulation model on the date of grant. Shares issued upon vesting are subject to a mandatory 12-month post-vesting lock-up period that may not be waived under any circumstance. A discount for lack of marketability was applied using the Finnerty (2012) average-strike put option model. The weighted-average grant date fair value of the RSUs with a market condition granted for the three months ended March 31, 2026 was $84.24, using the following assumptions:
| | | | | |
| Share price at valuation date | $ | 113.85 | |
| Expected volatility | 46.18 % |
| Risk-free interest rate | 3.70 % |
| Expected dividends | 0 | % |
| Expected term (in years) | 4.99 |
| Discount for illiquidity | 11.68 % |
The total grant-date fair value of RSUs vested during the three months ended March 31, 2026 was $46.1 million.
Share Repurchase Program
During the three months ended March 31, 2026, the Company repurchased 193,135 ordinary shares under its $750.0 million share repurchase program authorized by the Board of Directors on February 11, 2026 (the “Repurchase Program”) at an aggregate cost of $20.0 million at an average price of $103.54 per share. The Repurchase Program has no expiration date and may be modified, suspended for periods or discontinued at any time. The Company is not obligated to repurchase any specific number of shares or dollar amount under the Repurchase Program. As of March 31, 2026, $730.0 million remained available for future repurchases under the Repurchase Program. Repurchased shares are recorded as treasury shares at cost on the condensed consolidated balance sheets.
11. Income Taxes
The Company recorded a provision for income taxes of $26.1 million and $27.7 million for the three months ended March 31, 2026 and 2025, respectively. The Company’s effective tax rate (“ETR”) was 17.7% and 19.0% for the three months ended March 31, 2026 and 2025, respectively. This decrease in the ETR is primarily driven by changes in the geographic mix of earnings and applicable tax rates.
12. Net Income Per Share
The following table sets forth the computation of basic and diluted net income per share for the periods presented:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands, except share and per share data) |
Numerator: | | | |
Net income | $ | 121,462 | | | $ | 117,835 | |
Denominator: | | | |
| Weighted-average shares used in computing net income per share, basic | 141,396,491 | | | 140,622,029 | |
| Dilutive effect of RSUs | 962,220 | | | 1,561,401 | |
| Weighted-average shares used in computing net income per share, diluted | 142,358,711 | | | 142,183,430 | |
Net income per share, basic | $ | 0.86 | | | $ | 0.84 | |
Net income per share, diluted | $ | 0.85 | | | $ | 0.83 | |
Potential ordinary shares of certain performance-based and market-based RSUs of approximately 1,478,897 for the three months ended March 31, 2026 for which all targets required to trigger vesting had not been achieved, were excluded from the calculations of weighted average shares used in computing diluted net income per share.
13. Related Party Transactions
Transactions with JS Global
Prior to the separation, the Company operated as part of JS Global’s broader corporate organization rather than as a stand-alone public company and engaged in various transactions with JS Global entities. Following the separation and distribution, JS Global continues to be a related party due to a common significant shareholder and board member of both the Company and JS Global. Our arrangements with JS Global entities and/or other related persons or entities as of the separation are described below.
Supplier Agreements
The Company historically relied on a JS Global purchasing office entity to source finished goods on the Company’s behalf and to provide certain procurement and quality control services. Additionally, the Company purchases certain finished goods directly from a subsidiary of JS Global. Finished goods purchased by the Company from JS Global entities amounted to $12.8 million and $25.1 million for the three months ended March 31, 2026 and 2025, respectively.
Sourcing Services Agreement
In connection with the separation, the Company entered into a sourcing services agreement with JS Global. Pursuant to the agreement, the Company procured products from certain suppliers in the Asia-Pacific region (“APAC”), and JS Global provided coordination, process management and relationship management support to us with respect to such suppliers. The Company retained the right to procure such products and services from third parties. The Company paid JS Global a service fee based on the aggregate amount of products procured by the Company from such suppliers managed by JS Global under the agreement. The Sourcing Services Agreement had a term that commenced July 28, 2023 and ended on July 31, 2025. The Company paid JS Global the following: (i) for the period July 28, 2023 to June 30, 2024, an amount equal to 4% of the procurement amount during such period; and (ii) for the period from July 1, 2024 until December 31, 2024, an amount equal to 2% of the procurement amount during such period; and (iii) for the period from January 1, 2025 until the end of the term, an amount equal to 1% of the procurement amount during such period. Fees incurred by the Company related to this agreement were $2.4 million for the three months ended March 31, 2025 and were included in cost of inventories.
Brand License Agreement
In connection with the separation, the Company entered into a brand license agreement with JS Global, in which the Company granted to JS Global the non-exclusive rights to obtain, produce and source, and the exclusive rights to distribute and sell, our brands of products in certain international markets in APAC. The brand license agreement has a term of 20 years from the date of the separation. Under this agreement, JS Global pays to SharkNinja a royalty of 3% of net sales of licensed products. The Company earned royalty income of $3.3 million and $4.8 million for the three months ended March 31, 2026 and 2025, respectively, which was included in net sales.
Product Development Agreements
In connection with the separation, the Company entered into an agreement with JS Global to provide certain research and development, and related product management, services to JS Global entities related to the distribution of products in APAC. Under this agreement and subsequent amendments, the Company earned product development service fees of $2.9 million and $1.7 million for the three months ended March 31, 2026 and 2025, respectively, which were recorded as a reduction of research and development expenses.
Transition Services Agreement
In connection with the separation, the Company entered into a transition services agreement with JS Global pursuant to which the Company provided certain transition services to JS Global, in order to facilitate the transition of the separated JS Global business. The services were provided on a transitional basis for a term of twenty-four months, subject to a three-month extension by JS Global. Service fees related to this agreement were $0.8 million for the three months ended March 31, 2025, and were recorded as a reduction of general and administrative expenses. The transition services agreement ended on July 31, 2025.
The following is a summary of the related party transactions and balances associated with JS Global:
| | | | | | | | | | | |
| Three Months Ended March 31, |
| 2026 | | 2025 |
| | | |
| (in thousands) |
Related party revenue | | | |
| | | |
Royalty income | $ | 3,326 | | | $ | 4,784 | |
Related party expense (income) | | | |
Cost of sales - purchases of goods and services, net | $ | 12,809 | | | $ | 27,476 | |
Research and development services, net | (2,853) | | | (1,658) | |
General and administrative | — | | | (750) | |
| | | | | | | | | | | |
| As of |
| March 31, 2026 | | December 31, 2025 |
| | | |
| (in thousands) |
Related party assets | | | |
Accounts receivable, net | $ | 23,810 | | | $ | 17,574 | |
| | | |
Related party liabilities | | | |
Accounts payable | $ | 11,702 | | | $ | 14,115 | |
| | | |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis provide information that management believes is relevant to an assessment and understanding of our results of operations and financial condition. You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our unaudited condensed consolidated financial statements and the related notes appearing elsewhere in this Quarterly Report on Form 10-Q. Some of the information contained in this discussion and analysis includes forward-looking statements that involve risks, uncertainties and assumptions. You should read the “Cautionary Note Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q, as well as the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the Securities and Exchange Commission (“SEC”) on March 2, 2026 (the “Form 10-K”), for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Overview
SharkNinja is a global product design and technology company that creates innovative 5-star rated lifestyle solutions for consumers around the world. We have built two billion-dollar brands that drive strong growth and innovation across the 39 sub-categories in which we compete today. We have a proven track record of entering and establishing leadership positions by disrupting the market across household product categories, including Cleaning, Cooking and Beverage, Food Preparation, and Beauty and Home Environment. The Company has identified two operating segments, Domestic and International, based on geographic sales regions for which discrete financial information is available. Domestic consists of the United States and Canada, and International consists of markets outside the United States and Canada. The Company has determined that these two operating segments meet the aggregation criteria in ASC 280-10-50-11 and therefore are aggregated into one reportable segment. See “Note 3 - Segment Reporting” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information.
Our success is centered around our advanced engineering and innovation capabilities coupled with our deep understanding of consumer needs. We relentlessly seek to deliver innovative home appliances at compelling value in order to delight consumers. Our continued growth in sales and increasing market share demonstrate that our products deliver lifestyle solutions that meet our consumers’ evolving needs and desires.
We drive high brand engagement through our dynamic approach to solutions-driven storytelling in categories that we believe have not been historically known for high engagement. This solutions-driven approach focuses on educating the consumer on our innovative solution to a consumer problem that makes their experience more efficient and more enjoyable. Our differentiated storytelling complements our innovative products across a variety of channels, including in-store, online, across social media and on television. This approach engages current and new consumers, fueling demand for our solutions across a variety of categories. Utilizing this strategy, we have built a global community of passionate brand ambassadors who we believe value our innovation, quality and performance.
We sell our products using an omnichannel distribution strategy that consists primarily of retail and direct-to-consumer (“DTC”) channels. Our retail channel covers brick-and-mortar retailers, e-commerce platforms, distributors and multichannel retailers, which, in turn, sell our products to the end consumers. Some of the largest retailers we sell to include Amazon, Costco, Walmart, Target and Best Buy, as well as a significant number of independent retailers. Our DTC channel covers sales directly to consumers through our websites and social media platforms. The goal of our omnichannel distribution strategy is to be the most prominent and relevant brand wherever our consumers choose to shop.
We have built an agile and efficient supply chain over time and have made significant investments to optimize manufacturing and sourcing. Our supply chain infrastructure harnesses three differentiating factors: (i) long-standing factory partnerships that allow us to rapidly develop and produce our products, (ii) factory flexibility that allows us to incorporate insights and adapt at any stage of the production process and (iii) our volumes and long-term strategic partnerships with key shippers allow us to attain competitive inbound freight rates, even when the market is constrained. We have also made significant investments in local talent to help oversee the production process and ensure that our manufacturers’ products meet our strenuous quality standards.
Recent Developments, Macroeconomic Conditions and Potential Impacts
We expect continued uncertainty in our business and the global economy due to tariffs and trade policies, including retaliatory tariff measures; inflationary trends; fluctuations in foreign currency exchange rates; swings in macroeconomic conditions and their effect on consumer confidence and discretionary spending; volatility in employment trends; geopolitical developments, including conflicts in the Middle East; and supply chain pressures, any of which may impact our results.
The tariff environment has been and continues to be highly dynamic. On February 20, 2026, the U.S. Supreme Court held in Learning Resources, Inc. v Trump that the International Emergency Economic Powers Act (“IEEPA”) does not authorize the President to impose tariffs. Following the decision, the President terminated the additional duties previously imposed under IEEPA and, effective February 24, 2026, imposed a 10% global import surcharge on most imported goods under Section 122 of the Trade Act of 1974. The Section 122 surcharge is temporary and, by statute, is set to expire on July 24, 2026, unless extended by an act of Congress. The administration has publicly indicated its intention to pursue tariff actions under alternative authorities, including new investigations initiated under Section 301 of the Trade Act of 1974, which could result in successor tariff actions; however, the scope, timing, and rates of any such actions remain uncertain. Additionally, the Section 122 surcharge is subject to pending legal challenges, the outcome of which could affect its scope or duration. Tariffs previously imposed under Section 301 and Section 232, including on goods imported from China, remain in effect and are unaffected by the Supreme Court's ruling.
We are monitoring developments related to the potential refund of IEEPA duties previously paid. The U.S. Court of International Trade is overseeing proceedings regarding the mechanism and process for any such refunds, and U.S. Customs and Border Protection is developing administrative processes to facilitate refund claims. The amount, timing, and availability of any refunds remain uncertain, and no receivable has been recognized in our condensed consolidated financial statements as of March 31, 2026.
In response to the evolving tariff environment, we have taken and continue to take mitigating actions across our buy-side and sell-side operations, including supply chain and geographic sourcing diversification, cost optimization and value engineering initiatives, targeted pricing actions, and supplier negotiations. We cannot predict the ultimate scope, duration, or impact of current or future tariff actions, or the extent to which our mitigation efforts will be successful. For additional discussion of risks associated with tariffs and trade policy, refer to our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Key Components of Results of Operations
Net Sales
We offer a broad range of products that span 39 sub-categories primarily within small household appliances. We generate net sales from product sales to retailers, both brick-and-mortar and online, as well as through DTC sales and distributors. We recognize sales upon transfer of control of products to retailers, consumers and distributors, net of returns, discounts and allowances provided to retailers and funding provided to retailers for promotions and advertising of our products. Control is generally transferred upon shipment or delivery of the products, depending on shipping terms. Net sales are impacted by the effect of foreign exchange rates, competition, consumer spending habits and general economic conditions.
We disaggregate the net sales of our products across four categories:
•Cleaning Appliances, which includes corded and cordless vacuums, including handheld and robotic vacuums, as well as other floorcare products including steam mops, wet/dry cleaning floor products and carpet extraction;
•Cooking and Beverage Appliances, which includes air fryers, multi-cookers, outdoor and countertop grills and ovens, propane grills, fire pits, coffee systems, carbonation, cookware, cutlery, kettles, toasters and bakeware;
•Food Preparation Appliances, which includes blenders, food processors, ice cream makers, juicers, frozen drink appliances and coolers; and
•Beauty and Home Environment Appliances, which includes beauty appliances in both haircare and skincare, as well as home environment products such as air purifiers and fans.
Gross Profit and Gross Margin
Gross profit reflects net sales less the cost of sales. Cost of sales primarily consists of the purchase cost of our products from third-party manufacturers, inbound freight costs, tariffs, product quality testing and inspection costs, the costs associated with receiving inventory into our warehouses, depreciation on molds and tooling that we own, warranty costs, damages, obsolescence and shrinkage costs and allocated overhead, including the service fee paid to JS Global for supply chain services.
We calculate gross margin as gross profit divided by net sales. Gross margin is generally impacted by changes in channel mix since our DTC sales usually generate a higher gross margin than sales to retailers and distributors. Additionally, gross margin is also impacted by product category mix, changes in foreign currency fluctuations, changes in tariff policies, fluctuations in inbound freight costs and fluctuations in commodity and component costs.
Operating Expenses
Our operating expenses consist of research and development, sales and marketing and general and administrative expenses. Advertising expenses are the most significant component of our operating expenses and consist of digital advertising, social media and other advertising. Personnel-related expenses are the second most significant component of operating expenses and consist of salaries and bonuses, share-based compensation and employee benefit costs. Our operating expenses also include allocated overhead. Overhead costs that are not substantially dedicated for use by a specific functional group are allocated based on headcount. Allocated overhead costs include shared costs associated with facilities, including rent and utilities and depreciation of property and equipment. We expect our operating expenses to increase on an absolute dollar basis for the foreseeable future as we continue to increase investments to support our growth including through increasing staff levels, expanding research and development and greater marketing activities.
Research and Development
Research and development costs primarily consist of personnel-related costs for our engineering and product development personnel responsible for the design, development and testing of our products, contractors and consulting expenses, the cost of components and test equipment used for product, tooling and prototype development, prototype expenses, overhead costs and amortization of intangible assets related to patents and amortization expenses related to capitalized development software.
Sales and Marketing
Sales and marketing expenses primarily consist of advertising, marketing and other brand-building costs, salaries and associated expenses for sales and marketing teams, shipping and fulfillment costs, including costs for third-party delivery services and shipping materials, overhead costs, amortization expenses of intangible assets related to customer relationships and depreciation expenses.
General and Administrative
General and administrative expenses primarily consist of personnel-related costs for finance, legal, human resources, information technology and administrative functions, third-party professional service fees for external legal, accounting and other consulting services, depreciation expenses, overhead costs and expenses associated with operating as a public company, including expenses to comply with the rules and regulations of the SEC and the listing rules of NYSE, as well as expenses for corporate insurance, director and officer insurance, and investor relations.
Interest Expense, Net
Interest expense, net of any interest earned on our cash and cash equivalents, primarily consists of interest on our borrowings, including our term loan facility. See “Indebtedness” under “Liquidity and Capital Resources” below.
Other (Expense) Income, Net
Other (expense) income, net primarily consists of gains and losses on foreign currency transactions, foreign currency forward contracts and other income and expenses that are not part of our normal operating activities. See “Foreign Currency Exchange Risk” under “Quantitative and Qualitative Disclosures About Market Risk” in Part I, Item 3 of this Quarterly Report on Form 10-Q.
Provision for Income Taxes
Provision for income taxes consists primarily of income taxes in the United States and other foreign jurisdictions in which we conduct our business.
Results of Operations
The following table sets forth our selected condensed consolidated statements of income information for each of the periods indicated:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands) | 2026 | | 2025 |
| Net sales | $ | 1,412,806 | | | $ | 1,222,638 | |
| Cost of sales | 717,838 | | | 619,412 | |
| Gross profit | 694,968 | | | 603,226 | |
| Operating expenses: | | | |
Research and development(1) | 98,883 | | | 87,603 | |
Sales and marketing(1) | 315,338 | | | 275,737 | |
General and administrative(1) | 116,222 | | | 94,940 | |
| Total operating expenses | 530,443 | | | 458,280 | |
| Operating income | 164,525 | | | 144,946 | |
| Interest expense, net | (6,607) | | | (12,629) | |
| Other (expense) income, net | (10,336) | | | 13,216 | |
| Income before income taxes | 147,582 | | | 145,533 | |
| Provision for income taxes | 26,120 | | | 27,698 | |
| Net income | $ | 121,462 | | | $ | 117,835 | |
(1) Includes share-based compensation as follows:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands) | 2026 | | 2025 |
| Research and development | $ | 4,366 | | | $ | 2,909 | |
| Sales and marketing | 6,671 | | | 2,538 | |
| General and administrative | 19,272 | | | 6,103 | |
| Total share-based compensation | $ | 30,309 | | | $ | 11,550 | |
The following table sets forth our selected condensed consolidated statements of income information as a percentage of our total net sales for each of the periods indicated:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| (in percentages) | 2026 | | 2025 |
| Net sales | 100.0 | % | | 100.0 | % |
| Cost of sales | 50.8 | | | 50.7 | |
| Gross profit | 49.2 | | | 49.3 | |
| Operating expenses: | | | |
| Research and development | 7.0 | | | 7.2 | |
| Sales and marketing | 22.3 | | | 22.5 | |
| General and administrative | 8.2 | | | 7.7 | |
| Total operating expenses | 37.5 | | | 37.4 | |
| Operating income | 11.7 | | | 11.9 | |
| Interest expense, net | (0.5) | | | (1.0) | |
| Other (expense) income, net | (0.8) | | | 1.0 | |
| Income before income taxes | 10.4 | | | 11.9 | |
| Provision for income taxes | 1.8 | | | 2.3 | |
| Net income | 8.6 | % | | 9.6 | % |
Comparison of the Three Months Ended March 31, 2026 and 2025
Net Sales
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Net sales | $ | 1,412,806 | | | $ | 1,222,638 | | | $ | 190,168 | | | 15.6 | % |
Our net sales increased by $190.2 million, or 15.6%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in net sales resulted from growth in Cleaning Appliances, Cooking and Beverage Appliances, and Beauty and Home Environment Appliances.
Net sales in our product categories were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Cleaning Appliances | $ | 516,550 | | | $ | 441,424 | | | $ | 75,126 | | | 17.0 | % |
| Cooking and Beverage Appliances | 414,590 | | | 345,937 | | | 68,653 | | | 19.8 | |
| Food Preparation Appliances | 287,531 | | | 297,392 | | | (9,861) | | | (3.3) | |
| Beauty and Home Environment Appliances | 194,135 | | | 137,885 | | | 56,250 | | | 40.8 | |
| Total net sales | $ | 1,412,806 | | | $ | 1,222,638 | | | $ | 190,168 | | | 15.6 | % |
•Cleaning Appliances net sales increased by $75.1 million, or 17.0%, to $516.6 million in the three months ended March 31, 2026, compared to $441.4 million for the three months ended March 31, 2025. This increase was driven by the carpet extractor and corded vacuums sub-categories.
•Cooking and Beverage Appliances net sales increased by $68.7 million, or 19.8%, to $414.6 million in the three months ended March 31, 2026, compared to $345.9 million for the three months ended March 31, 2025. This increase was driven by sales of our Ninja Luxe Café espresso machine and the strength of Ninja Crispi.
•Food Preparation Appliances net sales decreased by $9.9 million, or 3.3%, to $287.5 million in the three months ended March 31, 2026, compared to $297.4 million for the three months ended March 31, 2025 driven by declines in our frozen drinks sub-category, partially offset by strong growth in our blending sub-category.
•Beauty and Home Environment Appliances net sales increased by $56.3 million, or 40.8%, to $194.1 million in the three months ended March 31, 2026, compared to $137.9 million for the three months ended March 31, 2025. This increase was driven by continued strength of our skincare product portfolio.
Geographically, Domestic net sales increased by $70.9 million, or 8.4%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was driven by growth within existing categories and the success of new product categories. International net sales increased by $119.3 million, or 31.6%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This increase was driven by continued global expansion and the successful introduction of existing product categories into new international markets.
Gross Profit and Gross Margin
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Gross profit | $ | 694,968 | | | $ | 603,226 | | | $ | 91,742 | | | 15.2 | % |
| Gross margin | 49.2 | % | | 49.3 | % | | | | |
Our gross profit increased by $91.7 million, or 15.2%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Our gross margin decreased by 10 basis points for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease in gross margin was primarily driven by the cost pressures related to tariffs in the U.S. market, partially offset by cost optimization efforts, favorable shifts in our categories and channels, and a decline in the amounts owed under a contractual sourcing service fee paid to JS Global for supply chain services, which ended July 31, 2025.
Operating Expenses
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Research and development | $ | 98,883 | | | $ | 87,603 | | | $ | 11,280 | | | 12.9 | % |
| Percentage of net sales | 7.0 | % | | 7.2 | % | | | | |
| Sales and marketing | $ | 315,338 | | | $ | 275,737 | | | $ | 39,601 | | | 14.4 | % |
| Percentage of net sales | 22.3 | % | | 22.5 | % | | | | |
| General and administrative | $ | 116,222 | | | $ | 94,940 | | | $ | 21,282 | | | 22.4 | % |
| Percentage of net sales | 8.2 | % | | 7.7 | % | | | | |
| Total operating expenses | $ | 530,443 | | | $ | 458,280 | | | $ | 72,163 | | | 15.7 | % |
| Percentage of net sales | 37.5 | % | | 37.4 | % | | | | |
Research and Development
Research and development expenses increased by $11.3 million, or 12.9%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was primarily driven by an increase of $4.5 million in prototypes and testing costs, incremental personnel-related expenses of $2.2 million driven by increased headcount to support new product categories and new market expansion, an increase of $1.9 million in professional and consulting fees, and an increase of $1.3 million in technology costs associated with cloud computing solutions.
Sales and Marketing
Sales and marketing expenses increased by $39.6 million, or 14.4%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was primarily attributable to increases of $16.6 million in delivery and distribution costs, driven by higher volumes and changes in product mix, $8.9 million in personnel-related expenses to support new product launches and new markets, and $8.2 million in advertising-related expenses.
General and Administrative
General and administrative expenses increased by $21.3 million, or 22.4%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was driven by an increase of $20.9 million in personnel-related expenses, primarily due to a $13.2 million increase in share-based compensation, as well as an increase of $2.6 million in legal fees. These were partially offset by a decrease of $2.8 million in technology costs.
Interest Expense, Net
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Interest expense, net | $ | 6,607 | | | $ | 12,629 | | | $ | (6,022) | | | (47.7) | % |
| Percentage of net sales | 0.5 | % | | 1.0 | % | | | | |
Interest expense, net decreased by $6.0 million, or 47.7%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This decrease was primarily due to an increase in interest income of $2.8 million resulting from larger cash balances compared to prior year, a $1.8 million decrease in interest expense on our term loans, which was driven by principal payments made throughout the year, and a $0.8 million decrease in interest expense on our revolving credit facility, primarily due to no outstanding borrowings for the three months ended March 31, 2026.
Other (Expense) Income, Net
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Other (expense) income, net | $ | (10,336) | | | $ | 13,216 | | | $ | (23,552) | | | (178.2) | % |
| Percentage of net sales | (0.8) | % | | 1.0 | % | | | | |
Other (expense) income, net changed by $23.6 million, or 178.2%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease was attributable to changes in foreign currency year over year.
Provision for Income Taxes
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 | | $ Change | | % Change |
| Provision for income taxes | $ | 26,120 | | | $ | 27,698 | | | $ | (1,578) | | | (5.7) | % |
| Percentage of income before income taxes | 17.7 | % | | 19.0 | % | | | | |
Provision for income taxes decreased by $1.6 million, or 5.7%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Our effective tax rate (“ETR”) was 17.7% and 19.0% of our income before income taxes for the three months ended March 31, 2026 and 2025, respectively. This decrease in the ETR is primarily driven by changes in the geographic mix of earnings and applicable tax rates.
Non-GAAP Financial Measures
In addition to the measures presented in our unaudited condensed consolidated financial statements, we regularly review other financial measures, defined as non-GAAP financial measures by the SEC, to evaluate our business, measure our performance, identify trends, prepare financial forecasts and make strategic decisions.
The key non-GAAP financial measures we consider are Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Operating Income, Adjusted Net Income, Adjusted Net Income Per Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin. These non-GAAP financial measures are used by both management and our Board, together with comparable GAAP information, in evaluating our current performance and planning our future business activities. These non-GAAP financial measures provide supplemental information regarding our operating performance on a non-GAAP basis that excludes certain gains, losses and charges of a non-cash nature or which occur relatively infrequently and/or which management considers to be unrelated to our core operations, as well as the cost of sales from (i) inventory markups that are being eliminated as a result of the transition of certain product procurement functions from a subsidiary of JS Global to SharkNinja concurrently with the separation and (ii) costs related to the transitional Sourcing Services Agreement with JS Global that was entered into in connection with the separation (collectively, the “Product Procurement Adjustment”). Management believes that tracking and presenting these non-GAAP financial measures provides management and the investment community with valuable insight into our ongoing core operations, our ability to generate cash and the underlying business trends that are affecting our performance. We believe that these non-GAAP measures, when used in conjunction with our GAAP financial information, also allow investors to better evaluate our financial performance in comparison to other periods and to other companies in our industry and to better understand and interpret the results of the ongoing business following the separation and distribution. These non-GAAP financial measures should not be viewed as a substitute for our financial results calculated in accordance with GAAP and you are cautioned that other companies may define these non-GAAP financial measures differently.
We define Adjusted Gross Profit as gross profit as adjusted to exclude (i) certain items that we do not consider indicative of our ongoing operating performance following the separation, including the cost of sales from the Product Procurement Adjustment and (ii) the impact of a voluntary product recall. We define Adjusted Gross Margin as Adjusted Gross Profit divided by net sales. We believe that Adjusted Gross Profit and Adjusted Gross Margin are appropriate measures of our operating performance because each eliminates certain other adjustments that do not relate to the ongoing performance of our business.
The following table reconciles Adjusted Gross Profit and Adjusted Gross Margin to the most comparable GAAP measure, gross profit and gross margin, respectively, for the periods presented:
| | | | | | | | | | | |
| Three Months Ended March 31, |
($ in thousands, except %) | 2026 | | 2025 |
Net sales | $ | 1,412,806 | | | $ | 1,222,638 | |
Cost of sales | (717,838) | | | (619,412) | |
Gross profit | 694,968 | | | 603,226 | |
Gross margin | 49.2 | % | | 49.3 | % |
Product Procurement Adjustment(1) | — | | | 6,541 | |
Product recall(2) | 579 | | | 3,603 | |
Adjusted Gross Profit | $ | 695,547 | | | $ | 613,370 | |
Adjusted Gross Margin | 49.2 | % | | 50.2 | % |
(1)Represents cost of sales incurred related to the Product Procurement Adjustment. As a result of the separation, we purchase 100% of our inventory from one of our subsidiaries, SharkNinja (Hong Kong) Company Limited (“SNHK”), and no longer purchase inventory from a purchasing office wholly owned by JS Global. Thus, the markup on all inventory purchased subsequent to the separation is completely eliminated in consolidation. In connection with the separation, we paid JS Global a sourcing service fee to provide value-added sourcing services on a transitional basis under a Sourcing Services Agreement, which ended on July 31, 2025.
(2)Adjusted for gross profit impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.
We define Adjusted Operating Income as operating income excluding (i) share-based compensation, (ii) certain litigation costs, (iii) amortization of certain acquired intangible assets, (iv) certain items that we do not consider indicative of our ongoing operating performance following the separation, including cost of sales from our Product Procurement Adjustment, and (v) the impact of a voluntary product recall.
The following table reconciles Adjusted Operating Income to the most comparable GAAP measure, operating income, for the periods presented:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands) | 2026 | | 2025 |
| Operating income | $ | 164,525 | | | $ | 144,946 | |
Share-based compensation(1) | 30,309 | | | 11,550 | |
Litigation costs(2) | — | | | 827 | |
Amortization of acquired intangible assets(3) | 4,897 | | | 4,897 | |
Product Procurement Adjustment(4) | — | | | 6,541 | |
Product recall(5) | 1,122 | | | 4,287 | |
| Adjusted Operating Income | $ | 200,853 | | | $ | 173,048 | |
(1)Represents non-cash expense related to awards issued from the SharkNinja equity incentive plan.
(2)Represents litigation costs incurred and related settlements for certain patent infringement claims, false advertising claims, and any related settlement costs and recoveries, which were recorded in general and administrative expenses.
(3)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Operating Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended March 31, 2026 and 2025 was recorded to research and development expenses, and $4.0 million for the three months ended March 31, 2026 and 2025 was recorded to sales and marketing expenses.
(4)Represents cost of sales incurred related to the Product Procurement Adjustment. As a result of the separation, we purchase 100% of our inventory from one of our subsidiaries, SNHK, and no longer purchase inventory from a purchasing office wholly owned by JS Global. Thus, the markup on all inventory purchased subsequent to the separation is completely eliminated in consolidation. In connection with the separation, we paid JS Global a sourcing service fee to provide value-added sourcing services on a transitional basis under a Sourcing Services Agreement, which ended on July 31, 2025.
(5)Adjusted for operating income impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.
We define Adjusted Net Income as net income excluding (i) share-based compensation, (ii) certain litigation costs, (iii) foreign currency gains and losses, net, (iv) amortization of certain acquired intangible assets, (v) certain items that we do not consider indicative of our ongoing operating performance following the separation, including cost of sales from our Product Procurement Adjustment, (vi) the impact of a voluntary product recall, and (vii) the tax impact of the adjusted items.
Adjusted Net Income Per Share is defined as Adjusted Net Income divided by the diluted weighted average number of ordinary shares.
The following table reconciles Adjusted Net Income and Adjusted Net Income Per Share to the most comparable GAAP measures, net income and net income per share, diluted, respectively, for the periods presented:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except share and per share amounts) | 2026 | | 2025 |
Net income | $ | 121,462 | | | $ | 117,835 | |
Share-based compensation(1) | 30,309 | | | 11,550 | |
Litigation costs(2) | — | | | 827 | |
Foreign currency losses (gains), net(3) | 11,289 | | | (12,951) | |
Amortization of acquired intangible assets(4) | 4,897 | | | 4,897 | |
Product Procurement Adjustment(5) | — | | | 6,541 | |
Product recall(6) | 1,122 | | | 4,287 | |
Tax impact of adjusting items(7) | (14,280) | | | (9,210) | |
Adjusted Net Income | $ | 154,799 | | | $ | 123,776 | |
Net income per share, diluted | $ | 0.85 | | | $ | 0.83 | |
Adjusted Net Income Per Share | $ | 1.09 | | | $ | 0.87 | |
Diluted weighted-average number of shares used in computing net income per share and Adjusted Net Income Per Share | 142,358,711 | | | 142,183,430 | |
(1)Represents non-cash expense related to awards issued from the SharkNinja equity incentive plan.
(2)Represents litigation costs incurred and related settlements for certain patent infringement claims, false advertising claims, and any related settlement costs and recoveries, which were recorded in general and administrative expenses.
(3)Represents foreign currency transaction gains and losses recognized from the remeasurement of transactions that were not denominated in the local functional currency, including gains and losses related to foreign currency derivatives not designated as hedging instruments.
(4)Represents amortization of acquired intangible assets that we do not consider normal recurring operating expenses, as the intangible assets relate to JS Global’s acquisition of our business. We exclude amortization charges for these acquisition-related intangible assets for purposes of calculating Adjusted Net Income, although revenue is generated, in part, by these intangible assets, to eliminate the impact of these non-cash charges that are significantly impacted by the timing and valuation of JS Global’s acquisition of our business, as well as the inherent subjective nature of purchase price allocations. Of the amortization of acquired intangible assets, $0.9 million for the three months ended March 31, 2026 and 2025 was recorded to research and development expenses, and $4.0 million for the three months ended March 31, 2026 and 2025 was recorded to sales and marketing expenses.
(5)Represents cost of sales incurred related to the Product Procurement Adjustment. As a result of the separation, we purchase 100% of our inventory from one of our subsidiaries, SNHK, and no longer purchase inventory from a purchasing office wholly owned by JS Global. Thus, the markup on all inventory purchased subsequent to the separation is completely eliminated in consolidation. In connection with the separation, we paid JS Global a sourcing service fee to provide value-added sourcing services on a transitional basis under a Sourcing Services Agreement, which ended on July 31, 2025.
(6)Adjusted for net income impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.
(7)Represents the income tax effects of the adjustments included in the reconciliation of net income to Adjusted Net Income determined using the tax rate of 22% for the three months ended March 31, 2026 and 2025, which approximates our ETR, excluding certain share-based compensation costs and separation and distribution-related costs that are not tax deductible.
We define EBITDA as net income excluding: (i) interest expense, net, (ii) provision for income taxes and (iii) depreciation and amortization. We define Adjusted EBITDA as EBITDA excluding (i) share-based compensation cost, (ii) certain litigation costs, (iii) foreign currency gains and losses, net, (iv) certain items that we do not consider indicative of our ongoing operating performance following the separation, including cost of sales from our Product Procurement Adjustment, and (v) the impact of a voluntary product recall. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by net sales. We believe EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin are appropriate measures because they facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results according to GAAP, we believe provide a more complete understanding of the factors and trends affecting our business than GAAP measures alone.
The following table reconciles EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin to the most comparable GAAP measure, net income, for the periods presented:
| | | | | | | | | | | |
| | Three Months Ended March 31, |
| ($ in thousands, except %) | 2026 | | 2025 |
| Net income | $ | 121,462 | | | $ | 117,835 | |
| Interest expense, net | 6,607 | | | 12,629 | |
| Provision for income taxes | 26,120 | | | 27,698 | |
| Depreciation and amortization | 38,447 | | | 31,946 | |
| EBITDA | 192,636 | | | 190,108 | |
Share-based compensation(1) | 30,309 | | | 11,550 | |
Litigation costs(2) | — | | | 827 | |
Foreign currency losses (gains), net(3) | 11,289 | | | (12,951) | |
Product Procurement Adjustment(4) | — | | | 6,541 | |
Product recall(5) | 1,122 | | | 4,287 | |
| Adjusted EBITDA | $ | 235,356 | | | $ | 200,362 | |
| Net sales | $ | 1,412,806 | | | $ | 1,222,638 | |
| Adjusted EBITDA Margin | 16.7 | % | | 16.4 | % |
(1)Represents non-cash expense related to awards issued from the SharkNinja equity incentive plan.
(2)Represents litigation costs incurred and related settlements for certain patent infringement claims, false advertising claims, and any related settlement costs and recoveries, which were recorded in general and administrative expenses.
(3)Represents foreign currency transaction gains and losses recognized from the remeasurement of transactions that were not denominated in the local functional currency, including gains and losses related to foreign currency derivatives not designated as hedging instruments.
(4)Represents cost of sales incurred related to the Product Procurement Adjustment. As a result of the separation, we purchase 100% of our inventory from one of our subsidiaries, SNHK, and no longer purchase inventory from a purchasing office wholly owned by JS Global. Thus, the markup on all inventory purchased subsequent to the separation is completely eliminated in consolidation. In connection with the separation, we paid JS Global a sourcing service fee to provide value-added sourcing services on a transitional basis under a Sourcing Services Agreement, which ended on July 31, 2025.
(5)Adjusted for the Adjusted EBITDA impact from a voluntary product recall that was recognized during the three months ended March 31, 2026 and 2025.
Liquidity and Capital Resources
Our principal sources of liquidity are our cash and cash equivalents, cash generated from operations and our revolving credit facility (“2023 Revolving Facility”). Our principal uses of cash have been investing in international expansion, new product development, working capital, repayment of debt, and repurchases of our ordinary shares. As of March 31, 2026, our principal sources of liquidity were cash and cash equivalents of $511.8 million and our available balance of $489.1 million under our 2023 Revolving Facility. Our cash and cash equivalents consist primarily of cash on deposits with banks.
We believe that our existing cash and cash equivalents together with cash provided by operations and the availability under our 2023 Revolving Facility will be sufficient to meet our needs for at least the next 12 months from the date of the filing of this Quarterly Report on Form 10-Q. We plan to use our current cash on hand, cash generated by operations and our 2023 Revolving Facility to support our core business operations and strategic plan to accelerate our go-to-market strategy, invest in new product development and enhance our global distribution. We may be required to seek additional equity or debt financing to fund our activities. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, the results of operations and financial conditions of the business would be materially and adversely affected.
We have lease obligations and other contractual obligations and commitments as part of our ordinary course of business. See “Note 8 - Debt” and “Note 9 - Commitments and Contingencies” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for information regarding our contractual obligations. We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements involving commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on our business, financial condition, results of operations, liquidity, cash requirements or capital resources.
Indebtedness
In July 2023, we entered into a credit agreement (“2023 Credit Agreement”), which provides for an $810.0 million term loan facility (the “2023 Term Loan”) and a $500.0 million 2023 Revolving Facility. As of March 31, 2026, we had $729.0 million debt outstanding under the 2023 Credit Agreement. See "Note 8 – Debt" to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for further information regarding the 2023 Credit Agreement.
No amounts were outstanding on the 2023 Revolving Facility as of December 31, 2025 or March 31, 2026. As of March 31, 2026, $10.9 million of letters of credit were outstanding, resulting in an available balance of $489.1 million under the 2023 Revolving Facility.
The Company is required to meet certain financial covenants customary with this type of agreement, including, but not limited to, maintaining a maximum ratio of indebtedness and a minimum specified interest coverage ratio. As of March 31, 2026, the Company was in compliance with the covenants under the 2023 Credit Agreement.
Cash Flows
The following table summarizes our cash flows for the periods presented:
| | | | | | | | | | | |
| Three Months Ended March 31, |
($ in thousands) | 2026 | | 2025 |
Net cash used in operating activities | $ | (156,280) | | | $ | (54,856) | |
Net cash used in investing activities | (38,354) | | | (36,809) | |
Net cash used in financing activities | (69,162) | | | (51,149) | |
Operating Activities
Net cash used in operating activities for the three months ended March 31, 2026 of $156.3 million was primarily related to our net income of $121.5 million, adjusted for non-cash charges of $61.0 million and net cash outflows of $338.8 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $38.4 million, and share-based compensation of $30.3 million, offset by deferred income tax of $10.1 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to a decrease in accrued expenses and other liabilities of $335.9 million, a decrease in accounts payable of $97.3 million, an increase in prepaid expenses and other assets of $75.1 million, an increase in inventories of $34.4 million, and a decrease in operating lease liabilities of $5.5 million, partially offset by a decrease in accounts receivable of $182.2 million and an increase in tax payable of $27.2 million.
Net cash used in operating activities for the three months ended March 31, 2025 of $54.9 million was primarily related to our net income of $117.8 million, adjusted for non-cash charges of $43.3 million and net cash outflows of $216.0 million from changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $31.9 million, share-based compensation of $11.5 million, non-cash lease expenses of $5.0 million and provision for credit losses of $3.2 million, offset by deferred income tax of $9.2 million. The main drivers of the net cash outflows derived from the changes in operating assets and liabilities were related to a decrease in accrued expenses and other liabilities of $204.6 million, a decrease in accounts payable of $156.1 million, an increase in prepaid expenses and other assets of $62.9 million, an increase in inventories of $62.9 million, partially offset by a decrease in accounts receivable of $237.4 million and an increase in tax payable of $33.9 million.
Investing Activities
Investing activities consist primarily of purchases of property and equipment and intangible assets.
Cash used in investing activities for the three months ended March 31, 2026 of $38.4 million consisted of purchases of property and equipment of $33.9 million and purchases of intangible assets of $4.5 million.
Cash used in investing activities for the three months ended March 31, 2025 of $36.8 million consisted of purchases of property and equipment of $32.7 million, purchases of intangible assets for $2.8 million and capitalized software development costs of $1.3 million.
Financing Activities
Financing activities consist primarily of debt repayments, repurchases of our ordinary shares, and the taxes paid for shares withheld upon vesting of restricted share units.
Cash used in financing activities for the three months ended March 31, 2026 of $69.2 million consisted of cash paid for taxes on shares withheld upon vesting of restricted share units of $48.7 million, repurchases of ordinary shares of $18.5 million, and principal payments on the 2023 Term Loan of $10.1 million, offset by proceeds from employee share purchase plan contributions of $8.1 million.
Cash used in financing activities for the three months ended March 31, 2025 of $51.1 million consisted of cash paid for taxes on shares withheld upon vesting of restricted share units of $48.4 million and principal payments on the 2023 Term Loan of $10.1 million, offset by proceeds from employee share purchase plan contributions of $7.4 million.
Share Repurchase Program
On February 11, 2026, we announced that our Board of Directors approved a share repurchase program authorizing us to repurchase up to $750.0 million of our outstanding ordinary shares. During the three months ended March 31, 2026, we repurchased 193,135 ordinary shares at an aggregate cost of $20.0 million, of which $1.5 million remained unsettled and recorded within accounts payable as of March 31, 2026. As of March 31, 2026, $730.0 million remained available for future repurchases under the share repurchase program. Please refer to “Note 10 - Shareholders’ Equity and Equity Incentive Plan” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for additional information regarding the share repurchase program.
Recent Accounting Pronouncements
Refer to the sections titled “Basis of Presentation” and “Recently Issued Accounting Pronouncements” in “Note 2 - Summary of Significant Accounting Policies” to our unaudited condensed consolidated financial statements found within Part I, Item 1 in this Quarterly Report on Form 10-Q for more information.
Critical Accounting Policies and Estimates
Our discussion and analysis of results of operations, financial condition, and liquidity are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our financial statements requires us to make estimates and judgements that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We based our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may materially differ from these estimates under different assumptions or conditions. On an ongoing basis, we review our estimates to ensure that they appropriately reflect changes in our business or new information as it becomes available. There were no material changes to our critical accounting policies and estimates during the period covered by this Quarterly Report on Form 10-Q. Refer to “Critical Accounting Policies and Estimates” under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year 2025 for a complete list of our critical accounting policies and estimates.