Fox Factory Holding Corp. — Third Quarter Fiscal 2026 Earnings Summary

Financial Performance

• Preliminary third quarter fiscal 2026 net sales are expected to be $336 million to $340 million, compared to prior guidance of $355 million to $380 million.
• Preliminary third quarter fiscal 2026 adjusted EBITDA is expected to be $38 million to $42 million, excluding approximately $12 million in IEEPA tariff refunds received during the quarter; prior guidance was $46 million to $54 million and did not include tariff refunds.
• Net sales for the third quarter include approximately $33 million from Marucci Sports through the September 25, 2026 divestiture closing, compared to approximately $46 million assumed in prior guidance for the full quarter.
• Net sales excluding Marucci Sports for the third quarter are estimated at $303 million to $307 million, compared to prior guidance of $311 million to $332 million.
• Fiscal 2026 net sales outlook is lowered to $1.35 billion to $1.38 billion, compared to prior guidance of $1.42 billion to $1.47 billion; approximately $63 million of the reduction reflects Marucci Sports, including $50 million of fourth quarter net sales previously included.
• Fiscal 2026 net sales excluding Marucci Sports are estimated at $1.237 billion to $1.267 billion.
• Fiscal 2026 adjusted EBITDA outlook is lowered to $140 million to $150 million, excluding approximately $14 million in IEEPA tariff refunds received in the second and third quarters; prior guidance was $176 million to $196 million.
• Fiscal 2026 adjusted EBITDA, including IEEPA tariff refunds, is now expected to be $154 million to $164 million.
• Actual results are preliminary and subject to completion of quarter-end financial close procedures; the independent registered public accounting firm has not audited or reviewed the preliminary data.

Guidance and Future Outlook

• Fourth quarter fiscal 2026 net sales outlook is lowered to $287 million to $313 million, which is in line with prior underlying guidance for remaining core businesses excluding Marucci Sports.
• Fourth quarter fiscal 2026 adjusted EBITDA outlook is lowered to $23 million to $29 million, excluding Marucci Sports.
• The updated fourth quarter outlook reflects the divestiture of Marucci Sports, a continuation of supply disruptions, higher than anticipated inflation in steel, aluminum, and freight costs in the Powered Vehicles Group, lower chassis availability in the Aftermarket Applications Group, and continued operational challenges in the upfit business.
• Adjusted EBITDA margin for the Powered Vehicles Group and Aftermarket Applications Group is expected to be approximately flat versus the fourth quarter of 2025.
• The outlook assumes input costs remain at current levels, including aluminum, steel, and freight inflation, with no further increases.
• The Company has received the majority of expected IEEPA tariff refunds, and the outlook includes no additional refunds.

Business Segments and Product Lines

• Third quarter results were below expectations primarily due to lower sales and margins at Marucci Sports, which did not deliver to expectations prior to the closing.
• The Powered Vehicles Group experienced lower than expected sales and margins driven by a supply disruption and associated higher operating costs, as well as unfavorable mix.
• The Aftermarket Applications Group faced operating challenges within its upfit business.
• The Specialty Sports Group experienced softer than expected bike sales.
• The Company is executing a profit optimization program led by Chief Financial Officer Dennis Schemm.

Market and Competitive Landscape

• Fox Factory is a global leader in the design, engineering, and manufacturing of performance-defining products for specialty sports and on- and off-road vehicles.
• The Company serves as a direct supplier of shocks, suspension, and components to leading powered vehicle and bicycle original equipment manufacturers (OEMs).
• Products are sold through a global network of retailers and distributors and direct-to-consumer channels.

Risks and Challenges

• Risks include potential disruption to business, management, employees, customers, or OEM partners resulting from the leadership transition.
• Challenges include supply disruptions, availability of chassis and aluminum, and inflation in aluminum, steel, and freight costs.
• Operational challenges persist in the Aftermarket Applications Group's upfit business, including lower chassis availability.
• The Company faces risks related to the divestiture of Marucci Sports, including the loss of its net sales and earnings contribution.
• Other risks include the ability to successfully manage the leadership transition, identify and retain a permanent CEO, and achieve objectives of the profit optimization program.
• Forward-looking statements are subject to risks such as changes in consumer preferences, currency exchange rate fluctuations, loss of key customers, and regulatory or geopolitical events.

Management Commentary and Tone

• The Board appointed independent director Douglas Grimm as Interim CEO, effective October 16, 2026, while Mike Dennison steps down from his role as CEO and Board member.
• Heidrick & Struggles has been retained to assist in identifying a permanent CEO; the search is led by Chair Jean Hlay and directors Tom Duncan and Doug Grimm.
• Mr. Grimm will not be a candidate for the permanent CEO role, will step down from the Audit Committee, but will remain on the Board and continue serving on the Transformation Committee.
• Alan Bazaar will succeed Mr. Grimm as Chair of the Audit Committee.
• Board Chair Jean Hlay stated the Board is confident Grimm is the right interim leader to accelerate execution and that he brings deep understanding of the company's heritage and operational improvements.
• Interim CEO Doug Grimm expressed honor at serving at this important moment and noted the team is actively working to deliver the best products and improve the financial position.
• Ms. Hlay thanked Mike Dennison for his contributions over the last seven years, noting his focus on engineering and innovation earned loyalty from OEM partners and enthusiasts.
• Mr. Dennison expressed pride in leading the company since 2019 and navigating significant change in partnership with the team.

Other Key Points

• The Company announced the divestiture of Marucci Sports, which closed on September 25, 2026.
• The Company received approximately $12 million in IEEPA tariff refunds in the third quarter and $14 million in the second and third quarters combined.
• An earnings conference call is scheduled for November 5, 2026.
• Complete financial results will be included in the Company's Quarterly Report on Form 10-Q for the quarter ended October 2, 2026.
• The Company is a premium brand with a portfolio including FOX, Method Race Wheels, and others, focused on professional athletes and enthusiasts.