Itron Inc.
10/27/2026 | Press release | Distributed by Public on 10/27/2026 10:46
Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the unaudited consolidated financial statements and notes included in this report and with the consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) in our Annual Report on Form 10-K on February 17, 2026 (2025 Annual Report).
The objective of Management's Discussion and Analysis is to provide our assessment of the financial condition and results of operations, including an evaluation of our liquidity and capital resources along with material events occurring during the year. The discussion and analysis focuses on material events and uncertainties known to management that are reasonably likely to cause reported financial information not to be necessarily indicative of future operating results or of future financial condition. In addition, we address matters that are reasonably likely, based on management's assessment, to have a material impact on future operations. We expect the analysis will enhance a reader's understanding of our financial condition, cash flows, and other changes in financial condition and results of operations.
Documents we provide to the SEC are available free of charge under the Investors section of our website at www.itron.com as soon as practicable after they are filed with or furnished to the SEC. In addition, these documents are available at the SEC's website (http://www.sec.gov).
Certain Forward-Looking Statements
This report contains, and our officers and representatives may from time to time make, "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical factors nor assurances of future performance. These statements are based on our expectations about, among others, revenues, operations, financial performance, earnings, liquidity, earnings per share, cash flows and restructuring activities including headcount reductions and other cost savings initiatives. This document reflects our current strategy, plans and expectations and is based on information currently available as of the date of this Quarterly Report on Form 10-Q. When we use words such as "expect", "intend", "anticipate", "believe", "plan", "goal", "seek", "project", "estimate", "future", "strategy", "objective", "may", "likely", "should", "will", "will continue", and similar expressions, including related to future periods, they are intended to identify forward-looking statements. Forward-looking statements rely on a number of assumptions and estimates. Although we believe the estimates and assumptions upon which these forward-looking statements are based are reasonable, any of these estimates or assumptions could prove to be inaccurate and the forward-looking statements based on these estimates and assumptions could be incorrect. Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Actual results and trends in the future may differ materially from those suggested or implied by the forward-looking statements depending on a variety of factors. Therefore, you should not rely on any of these forward-looking statements. Some of the factors that we believe could affect our results include our ability to execute on our restructuring plans, our ability to achieve estimated cost savings, the rate and timing of customer demand for our products, rescheduling of current customer orders, changes in estimated liabilities for product warranties, adverse impacts of litigation, changes in laws, regulations, tariffs, sanctions, trade policies and retaliatory responses, our dependence on new product development and intellectual property, future acquisitions, changes in estimates for stock-based and bonus compensation, increasing volatility in foreign exchange rates, international business risks, uncertainties caused by adverse economic conditions, including without limitation those resulting from extraordinary events or circumstances and other factors that are more fully described in Part I, Item 1A: Risk Factors included in our 2025 Annual Report and other reports on file with the SEC. We undertake no obligation to update or revise any forward-looking statement, whether written or oral.
Overview
We are a technology, solutions, and service company, and we are a leader in the Industrial Internet of Things (IIoT). We offer solutions that enable utilities and municipalities to safely, securely, and reliably operate their critical infrastructure. Our solutions include the deployment of smart networks, software, services, devices, sensors, and data analytics that allow our customers to manage assets, secure revenue, lower operational costs, improve customer service, improve safety, and enable efficient management of valuable resources. Our comprehensive solutions and data analytics address the unique challenges facing the energy, water, and municipality sectors, including increasing demand on resources, non-technical loss, leak detection, environmental and regulatory compliance, and improved operational reliability.
We operate under the Itron brand worldwide and manage and report under four reportable segments: Device Solutions, Networked Solutions, Outcomes, and Resiliency Solutions. Resiliency Solutions is a new reportable segment, which began in the fourth quarter of 2025. The product and operating definitions of the four segments are as follows:
Device Solutions - This segment primarily includes hardware products used for measurement, control, or sensing. Examples from the Device Solutions portfolio include: standard endpoints that are shipped without Itron communications, such as our standard electricity, gas, and water meters for a variety of global markets and adhering to regulations and standards within those markets, as well as our heat and allocation products; communicating meters designed to operate outside of Itron end-to-end solutions and designed to meet market requirements; and the implementation and installation of associated devices.
Networked Solutions - This segment primarily includes a combination of communicating endpoints (e.g., smart meters, modules, endpoints, and sensors), network infrastructure, network design services, and associated headend management and application software designed and sold as a complete solution for acquiring and transporting robust application-specific data. Networked Solutions includes products, software and services for the implementation, installation, and management of communicating endpoints and data networks. The IIoT solutions supported by this segment include automated meter reading (AMR) and advanced metering infrastructure (AMI) for electricity, water, and gas; distributed energy resource management (DERMs); grid edge devices; distribution automation communications; smart lighting; and smart city sensors and applications. Our IIoT platform allows utility and smart city applications to be run and managed on a flexible, secure, and interoperable multi-purpose network.
Outcomes - This segment primarily includes our value-added, enhanced software and services, including use of distributed compute to manage, organize, analyze, and interpret raw, anonymized data using artificial intelligence, machine learning, statistical modeling, and other analytics. This delivers new value for utilities, municipalities, and cities through improving decision making, maximizing operational profitability, engaging consumers, ensuring safety, enhancing resource efficiency, and improving grid resiliency and reliability. Outcomes supports high-value use cases, such as data management, grid planning and operations, AMI operations, gas distribution safety, non-revenue water reduction, revenue assurance, distributed energy resources (DER) management, energy forecasting, consumer engagement, and smart payment. Utilities leverage these outcomes to unlock the capabilities of their networks and devices, improve the productivity of their workforce, increase the reliability of their operations, manage and optimize the proliferation of DERs, address grid complexity, and enhance the customer experience. Revenue from these offerings are primarily recurring in nature and would include any direct management of Device Solutions, Networked Solutions, and other third-parties' products on behalf of our end customers.
Resiliency Solutions - This segment primarily includes software and services for worker safety, emergency preparedness and response, damage prevention, and digital construction management for critical infrastructure providers and their supporting contractors. These solutions enable utilities to plan smarter, respond faster, and operate more safely and are enhanced through the use of artificial intelligence-based models to predict events to aid in compliance, incident remedy, and prevention.
We use adjusted operating income (margin) as the primary measure of segment performance. In addition, we believe adjusted gross profit (margin) provides further understanding of our segments' performance. Intersegment revenues are minimal. Certain operating expenses are allocated to the reportable segments based upon internally established allocation methodologies. Interest income, interest expense, other income (expense), the income tax provision (benefit), and certain corporate operating expenses are neither allocated to the segments nor included in the measures of segment performance.
Non-GAAP Measures
To supplement our consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States (GAAP), we use certain adjusted or non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted earnings per share (EPS), adjusted EBITDA, free cash flow, adjusted gross profit, adjusted operating income, and constant currency. We provide these non-GAAP financial measures because we believe they provide greater transparency and represent supplemental information used by management in its financial and operational decision making. We exclude certain costs in our non-GAAP financial measures as we believe the net result is a measure of our core business. We believe these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. Non-GAAP performance measures should be considered in addition to, and not as a substitute for, results prepared in accordance with GAAP. We strongly encourage investors and shareholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. Our non-GAAP financial measures may be different from those reported by other companies.
In our discussions of the operating results below, we may refer to the impact of foreign currency exchange rate fluctuations, which are references to the differences between the foreign currency exchange rates we use to convert operating results from local currencies into U.S. dollars for reporting purposes. We also use the term "constant currency", which represents results adjusted to exclude foreign currency exchange rate impacts. We calculate the constant currency change as the difference between the current period results translated using the current period currency exchange rates and the comparable prior period's results restated using current period currency exchange rates. We believe the reconciliations of changes in constant currency provide useful supplementary information to investors in light of fluctuations in foreign currency exchange rates.
Refer to the Non-GAAP Measures section below on pages 46-50 for information about these non-GAAP measures and the detailed reconciliation of items that impacted non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, non-GAAP diluted EPS, adjusted EBITDA, and free cash flow in the periods presented.
Total Company Highlights
Highlights and significant developments for the three months ended September 30, 2026 compared with the three months ended September 30, 2025
•Revenues were $599.3 million compared with $581.6 million in 2025, an increase of 3%
•Gross margin was 40.9%, compared with 37.7% in 2025
•Operating expenses increased $11.6 million, or 8%, compared with 2025
•Net income attributable to Itron, Inc. was $71.4 million compared with net income of $65.6 million in 2025
•GAAP diluted EPS increased by $0.20 to $1.61 in 2026
•Non-GAAP net income attributable to Itron, Inc. was $86.3 million compared with $71.8 million in 2025
•Non-GAAP diluted EPS was $1.94, an increase of $0.40 compared with 2025
•Adjusted EBITDA was $114.5 million compared with $97.2 million in 2025
•Total backlog was $4.3 billion, and twelve-month backlog was $1.7 billion at September 30, 2026, compared with $4.3 billion and $1.5 billion at September 30, 2025
Highlights and significant developments for the nine months ended September 30, 2026 compared with the nine months ended September 30, 2025
•Revenues were $1.7 billion compared with $1.8 billion in 2025, a decrease of $46.3 million, or 3%
•Gross margin was 40.7% compared with 36.8% in 2025
•Operating expenses increased $46.7 million compared with 2025
•Net income attributable to Itron, Inc. was $178.1 million compared with net income of $199.4 million in 2025
•GAAP diluted EPS decreased by $0.33 to $3.97 in 2026
•Non-GAAP net income attributable to Itron, Inc. was $224.8 million compared with $217.0 million in 2025
•Non-GAAP diluted EPS was $5.01, an increase of $0.33 compared with 2025
•Adjusted EBITDA was $303.3 million compared with $275.0 million in 2025
2026 Convertible Notes
On February 23, 2026, we closed the sale of $805 million of convertible notes (the 2026 Notes) in a private placement to qualified institutional buyers, resulting in net proceeds to us of $784 million after deducting initial purchasers' discounts of the offering. The 2026 Notes do not bear regular interest, and the principal amount does not accrete. The 2026 Notes mature on March 15, 2032, unless earlier repurchased, redeemed, or converted in accordance with their terms. Refer to Item 1: Financial Statements (Unaudited), Note 6: Debt for further details.
Stock Repurchase Program
On May 6, 2026, the Company's Board of Directors authorized a new share repurchase program of up to $200 million of Itron's common stock over an 18-month period, effective May 8, 2026 (the 2026 Stock Repurchase Program). Repurchases will be made in the open market and pursuant to the terms of any Rule 10b5-1 plans that Itron may enter into, and in accordance with applicable securities laws. The repurchase program is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice.
Effective November 10, 2025, Itron's Board of Directors authorized a repurchase up to $250 million of our common stock over an 18-month period (the 2025 Stock Repurchase Program). Repurchases will be made in the open market and pursuant to the terms of any Rule 10b5-1 plans that Itron may enter into, and in accordance with applicable securities laws. The repurchase program is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice. In February 2026, we repurchased 1,050,309 shares under the 2025 Stock Repurchase Program at an average price of $95.21 (excluding commissions) for a total of $100 million. This repurchase was completed in conjunction with the sale of the 2026 Notes. During the second quarter of 2026, we repurchased 644,188 shares under the 2025 Stock Repurchase Program at an average price of $81.07 (excluding commissions) for a total of $52.2 million.
Business Acquisitions
On January 5, 2026, we completed the acquisition of 100% of the outstanding equity of Locusview, Ltd. and subsidiaries (collectively, Locusview) a privately held utility-focused software and services company that is based in the United States and Israel. The acquisition provides value to Itron through the leverage of Locusview's digital construction management solutions to enhance Itron's Resiliency Solutions offerings to its customers. The purchase price allocated to acquired assets and liabilities was $546.4 million, which was funded through cash on hand.
Total Company GAAP, Non-GAAP Highlights and Annual Recurring Revenue:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| In thousands, except margin and per share data | 2026 | 2025 | % Change | 2026 | 2025 | % Change | |||||||||||||||||||||||||||||
| GAAP | |||||||||||||||||||||||||||||||||||
| Revenues | |||||||||||||||||||||||||||||||||||
| Product revenues | $ | 489,002 | $ | 494,323 | (1)% | $ | 1,420,265 | $ | 1,534,648 | (7)% | |||||||||||||||||||||||||
| Service revenues | 110,331 | 87,302 | 26% | 328,952 | 260,889 | 26% | |||||||||||||||||||||||||||||
| Total revenues | 599,333 | 581,625 | 3% | 1,749,217 | 1,795,537 | (3)% | |||||||||||||||||||||||||||||
| Gross profit | 244,870 | 219,545 | 12% | 711,829 | 660,382 | 8% | |||||||||||||||||||||||||||||
| Operating expenses | 149,382 | 137,762 | 8% | 472,698 | 425,973 | 11% | |||||||||||||||||||||||||||||
| Operating income | 95,488 | 81,783 | 17% | 239,131 | 234,409 | 2% | |||||||||||||||||||||||||||||
| Other income (expense) | 1,533 | 8,918 | (83)% | 5,291 | 22,053 | (76)% | |||||||||||||||||||||||||||||
| Income tax provision | (25,750) | (24,478) | 5% | (66,092) | (56,137) | 18% | |||||||||||||||||||||||||||||
| Net income attributable to Itron, Inc. | 71,369 | 65,613 | 9% | 178,100 | 199,427 | (11)% | |||||||||||||||||||||||||||||
|
Non-GAAP(1)
|
|||||||||||||||||||||||||||||||||||
| Non-GAAP operating expenses | $ | 140,646 | $ | 130,319 | 8% | $ | 439,161 | $ | 408,661 | 7% | |||||||||||||||||||||||||
| Non-GAAP operating income | 106,794 | 89,226 | 20% | 280,303 | 251,721 | 11% | |||||||||||||||||||||||||||||
| Non-GAAP net income attributable to Itron, Inc. | 86,333 | 71,812 | 20% | 224,752 | 217,036 | 4% | |||||||||||||||||||||||||||||
| Adjusted EBITDA | 114,504 | 97,248 | 18% | 303,305 | 274,978 | 10% | |||||||||||||||||||||||||||||
| GAAP Margins and EPS | |||||||||||||||||||||||||||||||||||
| Gross margin | |||||||||||||||||||||||||||||||||||
| Product gross margin | 38.1 | % | 35.4 | % | 37.8 | % | 34.6 | % | |||||||||||||||||||||||||||
| Service gross margin | 53.2 | % | 50.9 | % | 53.3 | % | 49.4 | % | |||||||||||||||||||||||||||
| Total gross margin | 40.9 | % | 37.7 | % | 40.7 | % | 36.8 | % | |||||||||||||||||||||||||||
| Operating margin | 15.9 | % | 14.1 | % | 13.7 | % | 13.1 | % | |||||||||||||||||||||||||||
| Net income per common share - Basic | $ | 1.63 | $ | 1.43 | $ | 4.03 | $ | 4.38 | |||||||||||||||||||||||||||
| Net income per common share - Diluted | $ | 1.61 | $ | 1.41 | $ | 3.97 | $ | 4.30 | |||||||||||||||||||||||||||
|
Non-GAAP EPS (1)
|
|||||||||||||||||||||||||||||||||||
| Non-GAAP diluted EPS | $ | 1.94 | $ | 1.54 | $ | 5.01 | $ | 4.68 | |||||||||||||||||||||||||||
(1)These measures exclude certain expenses that we do not believe are indicative of our core operating results. See pages 46-50 for information about these non-GAAP measures and reconciliations to the most comparable GAAP measures.
Effective with our 2025 Annual Report, we transitioned our reported performance metric below from endpoints under management to annual recurring revenue (ARR). ARR is not evenly distributed across endpoints under management, and this change is intended to provide a more accurate and transparent view of our ongoing operations by highlighting predictable, subscription-based revenue streams.
ARR is a widely recognized indicator of long-term financial stability and growth and offers improved comparability, transparency, and insight into revenue sustainability. Endpoints under management does not reflect the flexibility afforded to our customers to deploy multiple applications, services, outcomes, and higher margin recurring offerings that can be associated with an endpoint over its useful life. The adoption of ARR better reflects the value of ongoing customer relationships across all of our solutions, including those offered by our new Resiliency Solutions segment.
Definition of Annual Recurring Revenue
ARR is an operating metric and represents an annualized calculation of quarterly recurring revenue. This metric primarily includes subscription and maintenance revenues (see examples of ARR components below). ARR should be viewed
independently of revenue and deferred revenue as ARR is an operating metric and is not intended to be combined with or replace these items. ARR is not a forecast of future revenue, which can be impacted by contract start and end dates, cancellation and renewal rates, upgrades or downgrades, foreign exchange rate fluctuations, acquisitions or divestitures, and does not include revenue from appliance hardware, perpetual software, or professional services. Our calculation of ARR does not give effect to the impact of any anticipated future price increases or decreases. We consider ARR a useful measure of the value of the recurring components of our business because it reflects both our ability to attract new customers for our solutions and our success at retaining and expanding our relationships with existing customers. Our measure of ARR may be different than similarly titled metrics used by other companies.
| Three Months Ended September 30, | ||||||||||||||
|
In millions
|
2026 | 2025 | ||||||||||||
| Annual recurring revenue | $ | 423 | $ | 339 | ||||||||||
ARR component examples:
•subscription-based SaaS contracts
•term-based subscription license contracts
•managed services subscriptions
•maintenance or other support contracts
•PaaS subscriptions (platform-as-a-service)
Results of Operations
Revenues and Gross Margin
The actual results of and effects of changes in foreign currency exchange rates on revenues and gross profit were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Three Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Total Company | ||||||||||||||||||||||||||||||||
| Revenues | $ | 599,333 | $ | 581,625 | $ | (717) | $ | 18,425 | $ | 17,708 | ||||||||||||||||||||||
| Gross profit | 244,870 | 219,545 | (88) | 25,413 | 25,325 | |||||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Total Company | ||||||||||||||||||||||||||||||||
| Revenues | $ | 1,749,217 | $ | 1,795,537 | $ | 16,201 | $ | (62,521) | $ | (46,320) | ||||||||||||||||||||||
| Gross profit | 711,829 | 660,382 | 3,956 | 47,491 | 51,447 | |||||||||||||||||||||||||||
Revenues - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Total revenues increased $17.7 million, or 3%, in the current 2026 quarter, compared with the same period in 2025. Product revenues decreased by $5.3 million, and service revenues increased by $23.0 million. Device Solutions decreased by $2.1 million; Networked Solutions decreased by $4.2 million; and Outcomes increased by $7.9 million when compared with the same period last year. Resiliency Solutions provided revenues of $16.1 million for the period. Changes in exchange rates unfavorably impacted total revenues by $0.7 million, and $0.8 million unfavorably impacted Device Solutions.
Revenues - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Total revenues decreased $46.3 million compared with the same period in 2025. Product revenues decreased by $114.4 million, and service revenues increased by $68.1 million. Device Solutions decreased by $4.9 million; Networked Solutions decreased by $126.0 million; and Outcomes increased by $36.6 million when compared with the same period last year. Resiliency Solutions provided revenues of $47.9 million during the period. Changes in exchange rates favorably impacted total revenues
by $16.2 million, of which $11.3 million favorably impacted Device Solutions, $2.9 million favorably impacted Networked Solutions, and $2.0 million favorably impacted Outcomes.
Gross Margin - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Gross margin in the 2026 period was 40.9%, compared with 37.7% in 2025. Product sales gross margin increased to 38.1% for the quarter in 2026, compared with 35.4% in 2025. Gross margin on service revenues increased to 53.2% in 2026, compared with 50.9% in 2025.
Gross Margin - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Gross margin was 40.7%, compared with 36.8% in 2025. Product sales gross margin increased to 37.8%, compared with 34.6% in 2025, and gross margin on service revenues increased to 53.3%, compared with 49.4% in 2025.
Refer to Reportable Segment Results section below for further detail on total company revenues and gross margin.
Operating Expenses
The actual results of and effects of changes in foreign currency exchange rates on operating expenses were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | |||||||||||||||||||||||||||||||||
| Three Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | |||||||||||||||||||||||||||||||||
| Total Company | |||||||||||||||||||||||||||||||||||
| Sales, general and administrative | $ | 84,067 | $ | 83,139 | $ | 230 | $ | 698 | $ | 928 | |||||||||||||||||||||||||
| Research and development | 56,957 | 50,032 | (12) | 6,937 | 6,925 | ||||||||||||||||||||||||||||||
| Amortization of intangible assets | 8,460 | 4,403 | (6) | 4,063 | 4,057 | ||||||||||||||||||||||||||||||
| Restructuring | (102) | 188 | (5) | (285) | (290) | ||||||||||||||||||||||||||||||
| Total operating expenses | $ | 149,382 | $ | 137,762 | $ | 207 | $ | 11,413 | $ | 11,620 | |||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | |||||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | |||||||||||||||||||||||||||||||||
| Total Company | |||||||||||||||||||||||||||||||||||
| Sales, general and administrative | $ | 279,146 | $ | 257,665 | $ | 2,407 | $ | 19,074 | $ | 21,481 | |||||||||||||||||||||||||
| Research and development | 168,097 | 153,932 | (7) | 14,172 | 14,165 | ||||||||||||||||||||||||||||||
| Amortization of intangible assets | 25,110 | 13,425 | 65 | 11,620 | 11,685 | ||||||||||||||||||||||||||||||
| Restructuring | 345 | 872 | 47 | (574) | (527) | ||||||||||||||||||||||||||||||
| Loss on sale of business | - | 79 | - | (79) | (79) | ||||||||||||||||||||||||||||||
| Total operating expenses | $ | 472,698 | $ | 425,973 | $ | 2,512 | $ | 44,213 | $ | 46,725 | |||||||||||||||||||||||||
Operating expenses increased $11.6 million for the third quarter of 2026 as compared with the same period in 2025. This was primarily the result of an increase of $6.9 million in research and development expenses, $4.1 million in amortization of intangible assets driven by two recent acquisitions, and $0.9 million in sales, general and administrative expenses. The increases in research and development and sales, general and administrative expenses were primarily driven by increased labor costs.
Operating expenses increased $46.7 million for the nine months ended September 30, 2026 as compared with the same period in 2025. This was primarily the result of a $21.5 million increase in sales, general and administrative expenses primarily driven by increased labor costs, IT expenses, and acquisition-related costs, a $14.2 million increase in research and development expenses primarily driven by increased labor costs and IT expenses, and an $11.7 million increase in amortization of intangible assets driven by the two recent acquisitions. Refer to Item 1: Financial Statements (Unaudited), Note 4: Intangible Assets included in this Quarterly Report on Form 10-Q for additional information.
Other Income (Expense)
The following table shows the components of other income (expense):
| Three Months Ended September 30, | % Change | Nine Months Ended September 30, | % Change | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||||||||||
| Interest income | $ | 7,194 | $ | 13,569 | (47)% | $ | 19,107 | $ | 37,582 | (49)% | |||||||||||||||||||||||||
| Amortization of prepaid debt fees | (1,974) | (1,820) | 8% | (5,765) | (5,401) | 7% | |||||||||||||||||||||||||||||
| Other interest expense | (3,889) | (3,827) | 2% | (11,675) | (11,487) | 2% | |||||||||||||||||||||||||||||
| Interest expense | (5,863) | (5,647) | 4% | (17,440) | (16,888) | 3% | |||||||||||||||||||||||||||||
| Other income (expense), net | 202 | 996 | (80)% | 3,624 | 1,359 | 167% | |||||||||||||||||||||||||||||
| Total other income (expense) | $ | 1,533 | $ | 8,918 | (83)% | $ | 5,291 | $ | 22,053 | (76)% | |||||||||||||||||||||||||
Total other income (expense) for the three and nine months ended September 30, 2026 was income of $1.5 million and $5.3 million, compared with income of $8.9 million and $22.1 million in the same period in 2025.
The decrease in net other income for the three months ended September 30, 2026, as compared with the same period in 2025, was primarily driven by the $6.4 million decrease in interest income, resulting from decreased interest-earning cash.
The decrease in net other income for the nine months ended September 30, 2026, as compared with the same period in 2025, was driven by the $18.5 million decrease in interest income due to decreased interest-earning cash, partially offset by the $2.3 million increase in other income (expense), resulting primarily from the gain from the sale of an equity method investment.
Income Tax Provision
For the three and nine months ended September 30, 2026, our income tax expense was $25.8 million and $66.1 million, compared with income tax expense of $24.5 million and $56.1 million for the same periods in 2025. Our tax rate of 27% for the three and nine months ended September 30, 2026 differed from the federal statutory rate of 21% due to the impact of valuation allowances on deferred tax assets, the forecasted mix of earnings in domestic and international jurisdictions, an intra-entity asset transfer, the effect of cross-border tax laws, nondeductible executive compensation, a benefit related to stock-based compensation, tax credits, state taxes, and uncertain tax positions. Our tax rate for the three and nine months ended September 30, 2025 of 27% and 22% differed from the federal statutory rate of 21% and overall was impacted by the effect of valuation allowances on deferred tax assets, the forecasted mix of earnings in domestic and international jurisdictions, the effect of cross-border tax laws, nondeductible executive compensation, a benefit related to stock-based compensation, tax credits, state taxes, and uncertain tax positions.
A sweeping legislative package formally titled "An act to provide for reconciliation pursuant to title II of H. Con. Res. 14" (the Act), and commonly referred to as the One Big Beautiful Bill Act, was signed into law on July 4, 2025. The Act included numerous changes to existing tax law that took effect in 2026. There were also changes that were retroactive to the beginning of 2025, including the deductibility of current and previously capitalized domestic research and development costs. These changes did not have a significant impact on our consolidated financial statements.
The Organization for Economic Cooperation and Development (OECD) guidance under the Base Erosion and Profit Shifting (BEPS) initiative aims to minimize perceived tax abuses and modernize global tax policy, including the implementation of a global minimum effective tax rate of 15%. In December 2022, the Council of the European Union adopted OECD Pillar 2 for implementation by European Union member states by December 31, 2023. The resulting legislation in most countries where Itron has significant operations took effect for calendar year 2024. We filed our Global Information Return relating to tax year 2024, which resulted in no material top-up taxes. The OECD released further guidance on January 6, 2026, which included new and revised safe harbor rules, including a new permanent safe harbor, and the framework for a "side-by-side" agreement that would exempt US-based multinational companies from all top-up taxes, other than qualified domestic top-up taxes imposed on subsidiaries in their countries of residence. Enactment through legislation will be required in order for this additional guidance to be effective and is expected to only be effective for years after 2025. These enactments or amendments could adversely affect our tax rate and ultimately result in a negative impact on our operating results and cash flows. Consistent with calculations for calendar year 2024 and 2025, the Company anticipates it will meet the safe harbors in most jurisdictions in 2026, and any remaining top-up tax should be immaterial.
For additional discussion related to income taxes, see Item 1: Financial Statements (Unaudited), Note 10: Income Taxes included in this Quarterly Report on Form 10-Q.
Reportable Segment Results
For a description of our reportable segments, refer to Item 1: Financial Statements (Unaudited), Note 14: Segment Information included in this Quarterly Report on Form 10-Q. The following tables and discussion highlight significant changes in trends or components of each reportable segment:
| Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | % Change | 2026 | 2025 | % Change | |||||||||||||||||||||||||||||||||||||||||
| Segment revenues | |||||||||||||||||||||||||||||||||||||||||||||||
| Device Solutions | $ | 101,520 | $ | 103,622 | (2)% | $ | 337,342 | $ | 342,253 | (1)% | |||||||||||||||||||||||||||||||||||||
| Networked Solutions | 389,502 | 393,702 | (1)% | 1,079,403 | 1,205,368 | (10)% | |||||||||||||||||||||||||||||||||||||||||
| Outcomes | 92,241 | 84,301 | 9% | 284,550 | 247,916 | 15% | |||||||||||||||||||||||||||||||||||||||||
| Resiliency Solutions | 16,070 | - | NM | 47,922 | - | NM | |||||||||||||||||||||||||||||||||||||||||
|
Total revenues
|
$ | 599,333 | $ | 581,625 | 3% | $ | 1,749,217 | $ | 1,795,537 | (3)% | |||||||||||||||||||||||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| In thousands |
Adjusted Gross Profit |
Adjusted Gross Margin |
Adjusted Gross Profit |
Adjusted Gross Margin |
Adjusted Gross Profit |
Adjusted Gross Margin |
Adjusted Gross Profit |
Adjusted Gross Margin |
|||||||||||||||||||||||||||||||||||||||
| Segment adjusted gross profit and margin | |||||||||||||||||||||||||||||||||||||||||||||||
| Device Solutions | $ | 35,900 | 35.4% | $ | 32,007 | 30.9% | $ | 118,678 | 35.2% | $ | 103,351 | 30.2% | |||||||||||||||||||||||||||||||||||
| Networked Solutions | 162,685 | 41.8% | 154,761 | 39.3% | 450,912 | 41.8% | 460,718 | 38.2% | |||||||||||||||||||||||||||||||||||||||
| Outcomes | 36,902 | 40.0% | 32,777 | 38.9% | 114,306 | 40.2% | 96,313 | 38.8% | |||||||||||||||||||||||||||||||||||||||
| Resiliency Solutions | 11,953 | 74.4% | - | NM | 35,568 | 74.2% | - | NM | |||||||||||||||||||||||||||||||||||||||
|
Total adjusted gross profit and margin (1)
|
$ | 247,440 | 41.3% | $ | 219,545 | 37.7% | $ | 719,464 | 41.1% | $ | 660,382 | 36.8% | |||||||||||||||||||||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| In thousands |
Adjusted Operating Income |
Adjusted Operating Margin |
Adjusted Operating Income |
Adjusted Operating Margin |
Adjusted Operating Income |
Adjusted Operating Margin |
Adjusted Operating Income |
Adjusted Operating Margin |
|||||||||||||||||||||||||||||||||||||||
| Segment adjusted operating income and operating margin | |||||||||||||||||||||||||||||||||||||||||||||||
| Device Solutions | $ | 28,851 | 28.4% | $ | 24,875 | 24.0% | $ | 97,264 | 28.8% | $ | 80,800 | 23.6% | |||||||||||||||||||||||||||||||||||
| Networked Solutions | 130,420 | 33.5% | 121,880 | 31.0% | 352,617 | 32.7% | 358,988 | 29.8% | |||||||||||||||||||||||||||||||||||||||
| Outcomes | 18,828 | 20.4% | 16,806 | 19.9% | 61,725 | 21.7% | 46,823 | 18.9% | |||||||||||||||||||||||||||||||||||||||
| Resiliency Solutions | 4,213 | 26.2% | - | NM | 12,920 | 27.0% | - | NM | |||||||||||||||||||||||||||||||||||||||
| Total segment adjusted operating income and operating margin | $ | 182,312 | 30.4% | $ | 163,561 | 28.1% | $ | 524,526 | 30.0% | $ | 486,611 | 27.1% | |||||||||||||||||||||||||||||||||||
(1) Refer to the Non-GAAP Measures section below on pages 46-50 for additional information on adjusted gross profit and margin.
Device Solutions
The effects of changes in foreign currency exchange rates and the constant currency changes in certain Device Solutions segment financial results were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Three Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Device Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 101,520 | $ | 103,622 | $ | (768) | $ | (1,334) | $ | (2,102) | ||||||||||||||||||||||
| Adjusted gross profit | 35,900 | 32,007 | (303) | 4,196 | 3,893 | |||||||||||||||||||||||||||
| Adjusted operating income | 28,851 | 24,875 | (305) | 4,281 | 3,976 | |||||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Device Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 337,342 | $ | 342,253 | $ | 11,286 | $ | (16,197) | $ | (4,911) | ||||||||||||||||||||||
| Adjusted gross profit | 118,678 | 103,351 | 2,209 | 13,118 | 15,327 | |||||||||||||||||||||||||||
| Adjusted operating income | 97,264 | 80,800 | 2,047 | 14,417 | 16,464 | |||||||||||||||||||||||||||
Revenues - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Revenues decreased $2.1 million, or 2%. Changes in foreign currency exchange rates unfavorably impacted revenues by $0.8 million. Revenues were lower due to decreases in legacy gas product sales.
Revenues - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Revenues decreased $4.9 million, or 1%. Changes in foreign currency exchange rates favorably impacted revenues by $11.3 million. Revenues were lower due to the planned decreases in electric hardware sales.
Adjusted Gross Margin - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
For the three months ended September 30, 2026, adjusted gross margin was 35.4%, compared with 30.9% for the same period in 2025. The 450 basis point increase over the prior year was primarily due to an improved product mix and operational efficiencies.
Adjusted Gross Margin - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
For the nine months ended September 30, 2026, adjusted gross margin was 35.2%, compared with 30.2% for the same period in 2025. The 500 basis point increase over the prior year was primarily driven by improved customer and product mix.
Adjusted Operating Income - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Adjusted operating income increased $4.0 million, or 16%, compared with 2025. The increase was primarily the result of higher adjusted gross profit.
Adjusted Operating Income - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Adjusted operating income increased $16.5 million, or 20%, for the first nine months of 2026, compared with the same period in 2025. The increase was primarily the result of higher adjusted gross profit.
Networked Solutions
The effects of changes in foreign currency exchange rates and the constant currency changes in certain Networked Solutions segment financial results were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Three Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Networked Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 389,502 | $ | 393,702 | $ | (212) | $ | (3,988) | $ | (4,200) | ||||||||||||||||||||||
| Adjusted gross profit | 162,685 | 154,761 | 69 | 7,855 | 7,924 | |||||||||||||||||||||||||||
| Adjusted operating income | 130,420 | 121,880 | 55 | 8,485 | 8,540 | |||||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Networked Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 1,079,403 | $ | 1,205,368 | $ | 2,879 | $ | (128,844) | $ | (125,965) | ||||||||||||||||||||||
| Adjusted gross profit | 450,912 | 460,718 | 793 | (10,599) | (9,806) | |||||||||||||||||||||||||||
| Adjusted operating income | 352,617 | 358,988 | 714 | (7,085) | (6,371) | |||||||||||||||||||||||||||
Revenues - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Revenues decreased $4.2 million, or 1%, in 2026 compared with 2025. The decrease was primarily due to the timing of customer deployments. Changes in foreign currency exchange rates unfavorably impacted revenues by $0.2 million.
Revenues - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Revenues decreased $126.0 million, or 10%, for the first nine months of 2026, compared with the same period in 2025. The decline was primarily due to the timing of customer deployments. Changes in foreign currency exchange rates favorably impacted revenues by $2.9 million.
Adjusted Gross Margin - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Gross margin was 41.8% for the period ending September 30, 2026, compared with 39.3% in 2025. The 250 basis point increase was primarily related to improved operational efficiencies and favorable customer mix.
Adjusted Gross Margin - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Adjusted gross margin was 41.8% for the 2026 period, compared with 38.2% in 2025. The 360 basis point increase was primarily related to favorable customer mix and operational efficiencies.
Adjusted Operating Income - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Adjusted operating income increased $8.5 million, or 7%, for the quarter in 2026, compared with the same period in 2025. The increase was the result of higher adjusted gross profit and lower research and development costs.
Adjusted Operating Income - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Adjusted operating income decreased $6.4 million, or 2%, for the first nine months of 2026, compared with the same period in 2025. The decrease was the result of lower adjusted gross profit, partially offset by lower research and development costs.
Outcomes
The effects of changes in foreign currency exchange rates and the constant currency changes in certain Outcomes segment financial results were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Three Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Outcomes Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 92,241 | $ | 84,301 | $ | 263 | $ | 7,677 | $ | 7,940 | ||||||||||||||||||||||
| Adjusted gross profit | 36,902 | 32,777 | 147 | 3,978 | 4,125 | |||||||||||||||||||||||||||
| Adjusted operating income | 18,828 | 16,806 | 142 | 1,880 | 2,022 | |||||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Outcomes Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 284,550 | $ | 247,916 | $ | 2,036 | $ | 34,598 | $ | 36,634 | ||||||||||||||||||||||
| Adjusted gross profit | 114,306 | 96,313 | 954 | 17,039 | 17,993 | |||||||||||||||||||||||||||
| Adjusted operating income | 61,725 | 46,823 | 863 | 14,039 | 14,902 | |||||||||||||||||||||||||||
Revenues - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
For the 2026 period, revenues increased $7.9 million, or 9%, compared with the 2025 period. This increase was primarily driven by higher managed and professional services.
Revenues - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Revenues increased $36.6 million, or 15%, for the first nine months of 2026, compared with 2025. This increase was primarily driven by higher services revenue. Changes in foreign currency exchange rates favorably impacted revenues by $2.0 million.
Adjusted Gross Margin - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Gross margin increased to 40.0% for the third quarter of 2026, compared with 38.9% for the same period last year. The 110 basis point increase was driven by solution mix and cost improvements.
Adjusted Gross Margin - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Adjusted gross margin increased to 40.2% for the period ending in 2026, compared with 38.8% for last year. The 140 basis point increase was driven by cost improvements.
Adjusted Operating Income - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Adjusted operating income for the 2026 period increased $2.0 million, or 12%, compared with the same period last year. This increase was primarily driven by the impact of higher adjusted gross profit, partially offset by increased operating expenses associated with higher research and development infrastructure investment.
Adjusted Operating Income - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
Adjusted operating income for the first nine months of 2026 increased $14.9 million, or 32%, compared with the same period last year. This increase was primarily attributable to higher adjusted gross profit, partially offset by increased labor costs and research and development infrastructure investment.
Resiliency Solutions
The effects of changes in foreign currency exchange rates and the constant currency changes in certain Resiliency Solutions segment financial results were as follows:
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Three Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Resiliency Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 16,070 | $ | - | $ | - | 16,070 | $ | 16,070 | |||||||||||||||||||||||
| Adjusted gross profit | 11,953 | - | - | 11,953 | 11,953 | |||||||||||||||||||||||||||
| Adjusted operating income | 4,213 | - | - | 4,213 | 4,213 | |||||||||||||||||||||||||||
| Effect of Changes in Foreign Currency Exchange Rates | Constant Currency Change | Total Change | ||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||
| In thousands | 2026 | 2025 | ||||||||||||||||||||||||||||||
| Resiliency Solutions Segment | ||||||||||||||||||||||||||||||||
| Revenues | $ | 47,922 | $ | - | $ | - | 47,922 | $ | 47,922 | |||||||||||||||||||||||
| Adjusted gross profit | 35,568 | - | - | 35,568 | 35,568 | |||||||||||||||||||||||||||
| Adjusted operating income | 12,920 | - | - | 12,920 | 12,920 | |||||||||||||||||||||||||||
Revenues - Three months ended September 30, 2026
Revenues were $16.1 million for the 2026 period. Revenues consisted primarily of recurring software as a service, as well as professional services related to deploying customer environments.
Revenues - Nine months ended September 30, 2026
Revenues were $47.9 million for the first nine months of 2026. Revenues consisted primarily of recurring software as a service, as well as professional services related to deploying customer environments.
Adjusted Gross Margin - Three months ended September 30, 2026
Adjusted gross margin was 74.4% for the 2026 period. Costs included in determining gross margin consist primarily of hosting fees, labor costs for managed services and professional services delivery, and certain hardware and software costs.
Adjusted Gross Margin - Nine months ended September 30, 2026
Adjusted gross margin was 74.2% for the first nine months of 2026. Costs included in determining gross margin consist primarily of hosting fees, labor costs for managed services and professional services delivery, and certain hardware and software costs.
Adjusted Operating Income - Three months ended September 30, 2026
Adjusted operating income was $4.2 million for the 2026 period.
Adjusted Operating Income - Nine months ended September 30, 2026
Adjusted operating income was $12.9 million for the first nine months of 2026.
Corporate Unallocated
Corporate Unallocated Expenses - Three months ended September 30, 2026 vs. Three months ended September 30, 2025
Corporate unallocated expenses increased $2.5 million or 3%, for the three months ended September 30, 2026 compared with the same period in 2025. The increase was primarily the result of $4.1 million increase in amortization of intangible assets and $2.0 million increase in research and development expenses, primarily driven by increased labor costs, partially offset by $3.3 million decrease in sales, general, and administrative expenses.
Corporate Unallocated Expenses - Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
For the first nine months of 2026, corporate unallocated expenses increased $25.6 million, or 10%, compared with the 2025 period. This increase was primarily the result of an $11.7 million increase in amortization of intangible assets, an $11.1 million increase in sales, general and administrative expenses driven by increased labor costs, IT expenses, and acquisition-related costs, and a $3.4 million increase in research and development expenses primarily driven by increased labor costs and IT expenses. Refer to Item 1: Financial Statements (Unaudited), Note 4: Intangible Assets included in this Quarterly Report on Form 10-Q for additional information.
Bookings and Backlog of Orders
Bookings for a reported period represent customer contracts and purchase orders received during the period for hardware, software, and services that have met certain conditions, such as regulatory and/or contractual approval. Total backlog represents committed but undelivered products and services for contracts and purchase orders at period-end. Twelve-month backlog represents the portion of total backlog that reflects our understanding of customer's desired deployment over the next 12 months. The actual revenue recognized and timing of revenue earned from backlog will vary based on actual currency rates at the time of shipment, availability of critical supply components, and adjusted customer project timing. Backlog is not a complete measure of our future revenues as we also receive book-and-ship orders and frame contracts. Bookings and backlog vary from period to period primarily due to the timing of large project awards. In addition, annual or multi-year contracts are subject to rescheduling due to the long-term nature of the contracts. Certain of our customers have the right to cancel contracts, but we do not have a history of any significant cancellations. Beginning total backlog, plus bookings, minus revenues, will not equal ending total backlog due to miscellaneous contract adjustments, foreign currency fluctuations, and other factors. Total bookings and backlog include certain contracts with a termination for convenience clause, which will not agree to the total transaction price allocated to the remaining performance obligations disclosed in Item 1: Financial Statements (Unaudited), Note 15: Revenues included in this Quarterly Report on Form 10-Q.
| Quarter Ended |
Quarterly Bookings |
Ending Total Backlog |
Ending 12-Month Backlog |
||||||||||||||
| In millions | |||||||||||||||||
| September 30, 2026 | $ | 482 | $ | 4,292 | $ | 1,731 | |||||||||||
| June 30, 2026 | 550 | 4,410 | 1,680 | ||||||||||||||
| March 31, 2026 | 476 | 4,433 | 1,605 | ||||||||||||||
| December 31, 2025 | 737 | 4,501 | 1,632 | ||||||||||||||
| September 30, 2025 | 380 | 4,311 | 1,475 | ||||||||||||||
Financial Condition
Cash Flow Information
| Nine Months Ended September 30, | |||||||||||
| In thousands | 2026 | 2025 | |||||||||
| Net cash provided by operating activities | $ | 275,545 | $ | 286,631 | |||||||
| Net cash used in investing activities | (531,330) | (16,794) | |||||||||
| Net cash provided by financing activities | 79,131 | 1,837 | |||||||||
| Effect of foreign exchange rate changes on cash and cash equivalents | (3,420) | 9,033 | |||||||||
| Increase (decrease) in cash and cash equivalents | $ | (180,074) | $ | 280,707 | |||||||
Cash and cash equivalents were $840.3 million at September 30, 2026, compared with $1.02 billion at December 31, 2025. The $180.1 million decrease in cash and cash equivalents during the 2026 period was primarily cash used for the acquisition of Locusview and repayment of our 2021 convertible notes, partially offset by net proceeds provided by the 2026 convertible notes sale and cash flow from operations.
Operating activities
Cash provided by operating activities during the nine months in 2026 was $275.5 million compared with $286.6 million during the same period in 2025. The decrease was primarily due to higher net working capital in the current period.
Investing activities
During the nine months ended September 30, 2026, net cash used in investing activities was $531.3 million compared with $16.8 million in 2025, resulting in additional net outflow of $514.5 million. The change was primarily related to the acquisition of Locusview of $515 million in 2026.
Financing activities
Net cash provided by financing activities during the nine months in 2026 was $79.1 million, compared with $1.8 million for the same period in 2025. The change is due primarily to the sale of 2026 convertible notes, net of debt issuance costs, totaling $784 million, partially offset by the repayment of our 2021 convertible notes of $460 million, common stock repurchased totaling $152.2 million, and the purchase of the capped call for the 2026 convertible offering of $92.8 million.
Effect of exchange rates on cash and cash equivalents
The effect of exchange rates on the cash balances of currencies held in foreign denominations at September 30, 2026 is a decrease of $3.4 million, compared with an increase of $9.0 million for the same period in 2025. Our foreign currency exposure relates to non-U.S. dollar denominated balances in our international subsidiary operations.
Free cash flow (Non-GAAP)
To supplement our Consolidated Statements of Cash Flows presented on a GAAP basis, we use the non-GAAP measure of free cash flow to analyze cash flows generated from our operations. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flows, using amounts from our Consolidated Statements of Cash Flows, as follows:
| Nine Months Ended September 30, | |||||||||||
| In thousands | 2026 | 2025 | |||||||||
| Net cash provided by operating activities | $ | 275,545 | $ | 286,631 | |||||||
| Acquisitions of property, plant, and equipment | (19,540) | (15,077) | |||||||||
| Free cash flow | $ | 256,005 | $ | 271,554 | |||||||
Free cash flow decreased due to higher net working capital and increased spending on property, plant, and equipment. See the cash flow discussion of operating and investing activities above.
Off-balance sheet arrangements
We have no off-balance sheet financing agreements or guarantees as defined by Item 303 of Regulation S-K at September 30, 2026 and December 31, 2025 that we believe could reasonably likely have a current or future effect on our financial condition, results of operations, or cash flows.
Liquidity and Capital Resources
Our principal sources of liquidity are cash flows from operations, borrowings, and the sale of our common stock. Cash flows may fluctuate and are sensitive to many factors including changes in working capital and the timing and magnitude of capital expenditures and repayments of debt. Working capital, which represents current assets less current liabilities, continues to be in a net favorable position. We expect existing cash, cash flows from operations, and access to capital markets to continue to be sufficient to fund our operating activities and cash commitments, such as material capital expenditures and debt obligations, for at least the next 12 months and into the foreseeable future.
Borrowings
On September 25, 2025, we entered into a third amended and restated credit agreement (the 2025 credit facility) providing for committed credit facilities in the amount of $750 million. The 2025 credit facility consists of a multi-currency revolving line of credit (the revolver) in the amount of $750 million. The revolver includes a standby letter of credit sub-facility in the amount of $300 million, and a swingline sub-facility in the amount of $50 million. As of September 30, 2026, no amount was outstanding under the 2025 credit facility, and $27.7 million was utilized by outstanding standby letters of credit, resulting in $722.3 million available for borrowing. As of September 30, 2026, $272.3 million was available for additional standby letters of credit under the letter of credit sub-facility, and no amounts were outstanding under the swingline sub-facility. Any outstanding principal under the revolver is due at maturity on September 25, 2030. Principal amounts paid prior to the maturity date may be reborrowed prior to such date. However, that date may be advanced to April 15, 2030 if we do not settle or extend a sufficient portion of our outstanding convertible notes, as detailed in the 2025 credit facility.
On June 21, 2024, we closed the sale of $805 million in convertible notes (the 2024 Notes) in a private placement to qualified institutional buyers. These convertible notes accrue interest at a rate of 1.375% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, with the first payment made January 15, 2025. The 2024 Notes will mature on July 15, 2030, unless earlier repurchased, redeemed, or converted in accordance with their terms.
On February 23, 2026, we closed the sale of $805 million of convertible notes (the 2026 Notes) in a private placement to qualified institutional buyers. The 2026 Notes do not bear regular interest. The 2026 Notes will mature on March 15, 2032, unless earlier repurchased, redeemed, or converted in accordance with their terms.
For further description of our borrowings, refer to Item 1: Financial Statements (Unaudited), Note 6: Debt included in this Quarterly Report on Form 10-Q.
For a description of our letters of credit and performance bonds, and the amounts available for additional borrowings or letters of credit under our lines of credit, including the revolver that is part of our 2025 credit facility, refer to Item 1: Financial Statements (Unaudited), Note 11: Commitments and Contingencies included in this Quarterly Report on Form 10-Q.
Restructuring
On February 23, 2023, our Board of Directors approved a restructuring plan (the 2023 Projects). The 2023 Projects include activities that continue Itron's efforts to optimize its global supply chain and manufacturing operations, sales and marketing organizations, and other overhead. These projects were substantially complete as of March 31, 2025. For the nine months ended September 30, 2026, we paid out $8.0 million related to all our restructuring projects. As of September 30, 2026, $10.6 million was accrued for these restructuring projects, of which $8.2 million is expected to be paid within the next 12 months.
Stock Repurchase Programs
On May 6, 2026, the Company's Board of Directors authorized a new share repurchase program of up to $200 million of Itron's common stock over an 18-month period, effective May 8, 2026 (the 2026 Stock Repurchase Program). Repurchases will be made in the open market and pursuant to the terms of any Rule 10b5-1 plans that Itron may enter into, and in accordance with applicable securities laws. The repurchase program is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice.
Effective November 10, 2025, Itron's Board of Directors authorized a repurchase up to $250 million of our common stock over an 18-month period (the 2025 Stock Repurchase Program). Repurchases will be made in the open market and pursuant to the terms of any Rule 10b5-1 plans that Itron may enter into, and in accordance with applicable securities laws. The repurchase program is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice. In February 2026, Itron repurchased 1,050,309 shares of its common stock for a total of $100 million. During the second quarter of 2026, we repurchased 644,188 shares of common stock for a total of $52.2 million.
Other Liquidity Considerations
We have tax credits and net operating loss carryforwards in various jurisdictions that are available to reduce cash taxes. However, utilization of tax credits and net operating losses are limited in certain jurisdictions. Based on current projections, including anticipated impacts of the Act, we expect to pay, net of refunds, $9 million in state taxes and $56 million in local and foreign taxes during 2026. We expect net refunds of approximately $24 million in U.S. federal taxes. For a discussion of our tax provision and unrecognized tax benefits, see Item 1: Financial Statements (Unaudited), Note 10: Income Taxes included in this Quarterly Report on Form 10-Q.
As of September 30, 2026, we are under examination by certain tax authorities. We believe we have appropriately accrued for the expected outcome of all tax matters and do not currently anticipate that the ultimate resolution of these examinations will have a material adverse effect on our financial condition, future results of operations, or liquidity.
As of September 30, 2026, there was $94.7 million of cash and short-term investments held by certain foreign subsidiaries in which we are permanently reinvested for tax purposes. As a result of changes in U.S. tax legislation, any repatriation in the future would not result in U.S. federal income tax. Accordingly, there is no provision for U.S. deferred taxes on this cash. If this cash were repatriated to fund U.S. operations, additional withholding tax costs may be incurred. Tax is only one of the many factors that we consider in the management of global cash. Accordingly, the amount of taxes that we would need to accrue and pay to repatriate foreign cash could vary significantly.
General Liquidity Overview
We expect to grow through a combination of internal new research and development, licensing technology from and to others, distribution agreements, partnering arrangements, and acquisitions of technology or other companies. We expect these activities to be funded with existing cash, cash flow from operations, borrowings, or the sale of our common stock or other securities. We believe existing sources of liquidity will be sufficient to fund our existing operations and obligations for the next 12 months and into the foreseeable future, but offer no assurances. Our liquidity could be affected by the stability of the electricity, gas, and water utility industries, competitive pressures, our dependence on certain key vendors and components, changes in estimated liabilities for product warranties and/or litigation, supply constraints, future business combinations, capital market fluctuations, international risks, and other factors described under Part I, Item 1A: Risk Factors of our 2025 Annual Report, as well as Part I, Item 3: Quantitative and Qualitative Disclosures About Market Risk included in this Quarterly Report on Form 10-Q.
Contingencies
Refer to Item 1: Financial Statements (Unaudited), Note 11: Commitments and Contingencies included in this Quarterly Report on Form 10-Q.
Critical Accounting Estimates
Our consolidated financial statements and accompanying notes are prepared in accordance with GAAP. Preparing consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. These estimates and assumptions are affected by management's application of accounting policies. Our critical accounting policies that require the use of estimates and assumptions were discussed in detail in the 2025 Annual Report and have not changed materially.
Refer to Item 1: Financial Statements (Unaudited), Note 1: Summary of Significant Accounting Policies included in this Quarterly Report on Form 10-Q for further disclosures regarding new accounting pronouncements.
Non-GAAP Measures
To supplement our consolidated financial statements, which are prepared in accordance with GAAP, we use certain non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted EPS, adjusted EBITDA, free cash flow, adjusted gross profit, adjusted operating income, and constant currency. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and other companies may define such measures differently. For a reconciliation of each non-GAAP measure to the most comparable financial measure prepared and presented in accordance with GAAP, please see the table captioned Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures.
We use these non-GAAP financial measures for financial and operational decision making and/or as a means for determining executive compensation. Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and ability to service debt by excluding certain expenses that may not be indicative of our recurring core operating results. These non-GAAP financial measures facilitate management's internal comparisons to our historical performance, as well as comparisons to our competitors' operating results. Our executive compensation plans exclude non-cash charges related to amortization of intangibles and depreciation of property, plant, and equipment and certain discrete cash and non-cash charges, such as restructuring, loss on sale of business, strategic initiative expenses, or acquisition and integration related expenses. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting and analyzing future periods. We believe these non-GAAP financial measures are useful to investors because they provide greater transparency with respect to key metrics used by management in its financial and operational decision making and because they are used by our institutional investors and the analyst community to analyze the health of our business.
Non-GAAP operating expenses and non-GAAP operating income - We define non-GAAP operating expenses as operating expenses excluding certain expenses related to the amortization of intangible assets, restructuring, loss on sale of business, strategic initiative expenses, and acquisition and integration related expenses. We define non-GAAP operating income as operating income excluding the expenses related to the amortization of intangible assets, restructuring, loss on sale of business, strategic initiative expenses, and acquisition and integration related expenses. Acquisition and integration related expenses include costs, which are incurred to affect and integrate business combinations, such as professional fees; certain employee retention and salaries related to integration; employee severance; contract terminations; travel costs related to knowledge transfer; system conversion costs; and asset impairment charges. We consider these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of expenses that are not related to our core operating results. By excluding these expenses, we believe that it is easier for management and investors to compare our financial results over multiple periods and analyze trends in our operations. For example, in certain periods, expenses related to amortization of intangible assets may decrease, which would improve GAAP operating margins, yet the improvement in GAAP operating margins due to this lower expense is not necessarily reflective of an improvement in our core business. There are some limitations related to the use of non-GAAP operating expenses and non-GAAP operating income versus operating expenses and operating income calculated in accordance with GAAP. We compensate for these limitations by providing specific information about the GAAP amounts excluded from non-GAAP operating expense and non-GAAP operating income and evaluating non-GAAP operating expense and non-GAAP operating income together with GAAP operating expense and operating income.
Non-GAAP net income and non-GAAP diluted EPS - We define non-GAAP net income as net income attributable to Itron, Inc. excluding the expenses associated with amortization of intangible assets, amortization of debt placement fees, restructuring, loss on sale of business, strategic initiative expenses, acquisition and integration related expenses, gain on sale of equity method investment, and the tax effect of excluding these expenses. We define non-GAAP diluted EPS as non-GAAP net income divided by diluted weighted-average shares outstanding during the period calculated on a GAAP basis and then reduced to reflect any anti-dilutive impact of the convertible notes hedge transactions. We consider these financial measures to be useful metrics for management and investors for the same reasons that we use non-GAAP operating income. The same limitations described above regarding our use of non-GAAP operating income apply to our use of non-GAAP net income and non-GAAP diluted EPS. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP measures and evaluating non-GAAP net income and non-GAAP diluted EPS together with GAAP net income attributable to Itron, Inc. and GAAP diluted EPS.
For interim periods the budgeted annual effective tax rate (AETR) is used, adjusted for any discrete items, as defined in Accounting Standards Codification (ASC) 740 - Income Taxes. The budgeted AETR is determined at the beginning of the fiscal year. The AETR is revised throughout the year based on changes to our full-year forecast. If the revised AETR increases or decreases by 200 basis points or more from the budgeted AETR due to changes in the full-year forecast during the year, the revised AETR is used in place of the budgeted AETR beginning with the quarter the 200 basis point threshold is exceeded and
going forward for all subsequent interim quarters in the year. We continue to assess the AETR based on latest forecast throughout the year and use the most recent AETR any time it increases or decreases by 200 basis points or more from the prior interim period.
Adjusted EBITDA - We define adjusted EBITDA as net income (a) minus interest income and gain on sale of equity method investment, (b) plus interest expense, depreciation and amortization, restructuring, loss on sale of business, strategic initiative expenses, acquisition and integration related expenses, and (c) excluding income tax provision or benefit. Management uses adjusted EBITDA as a performance measure for executive compensation. A limitation to using adjusted EBITDA is that it does not represent the total increase or decrease in the cash balance for the period and the measure includes some non-cash items and excludes other non-cash items. Additionally, the items that we exclude in our calculation of adjusted EBITDA may differ from the items that our peer companies exclude when they report their results. We compensate for these limitations by providing a reconciliation of this measure to GAAP net income.
Free cash flow - We define free cash flow as net cash provided by operating activities less cash used for acquisitions of property, plant and equipment. We believe free cash flow provides investors with a relevant measure of liquidity and a useful basis for assessing our ability to fund our operations and repay our debt. The same limitations described above regarding our use of adjusted EBITDA apply to our use of free cash flow. We compensate for these limitations by providing specific information regarding the GAAP amounts in the reconciliation.
Adjusted gross profit - We define adjusted gross profit as gross profit excluding the amortization expense of core-developed technology intangible assets.
Adjusted operating income - We define adjusted operating income as operating income excluding the amortization of core-developed technology intangible assets.
Constant currency - We refer to the impact of foreign currency exchange rate fluctuations in our discussions of financial results, which references the differences between the foreign currency exchange rates used to translate operating results from the entity's functional currency into U.S. dollars for financial reporting purposes. We also use the term "constant currency", which represents financial results adjusted to exclude changes in foreign currency exchange rates as compared with the rates in the comparable prior year period. We calculate the constant currency change as the difference between the current period results and the comparable prior period's results restated using current period foreign currency exchange rates.
Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures
The tables below reconcile the non-GAAP financial measures of operating expenses, operating income, net income, diluted EPS, adjusted EBITDA, and free cash flow with the most directly comparable GAAP financial measures.
| TOTAL COMPANY RECONCILIATIONS | Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||
| In thousands, except per share data | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||
| NON-GAAP OPERATING EXPENSES | ||||||||||||||||||||||||||||||||
| GAAP operating expenses | $ | 149,382 | $ | 137,762 | $ | 472,698 | $ | 425,973 | ||||||||||||||||||||||||
|
Amortization of intangible assets (1)
|
(8,460) | (4,403) | (25,110) | (13,425) | ||||||||||||||||||||||||||||
| Restructuring | 102 | (188) | (345) | (872) | ||||||||||||||||||||||||||||
| Loss on sale of business | - | - | - | (79) | ||||||||||||||||||||||||||||
| Strategic initiative | (133) | (1,566) | (608) | (1,566) | ||||||||||||||||||||||||||||
| Acquisition and integration | (245) | (1,286) | (7,474) | (1,370) | ||||||||||||||||||||||||||||
| Non-GAAP operating expenses | $ | 140,646 | $ | 130,319 | $ | 439,161 | $ | 408,661 | ||||||||||||||||||||||||
| NON-GAAP OPERATING INCOME | ||||||||||||||||||||||||||||||||
| GAAP operating income | $ | 95,488 | $ | 81,783 | $ | 239,131 | $ | 234,409 | ||||||||||||||||||||||||
| Amortization of intangible assets | 11,030 | 4,403 | 32,745 | 13,425 | ||||||||||||||||||||||||||||
| Restructuring | (102) | 188 | 345 | 872 | ||||||||||||||||||||||||||||
| Loss on sale of business | - | - | - | 79 | ||||||||||||||||||||||||||||
| Strategic initiative | 133 | 1,566 | 608 | 1,566 | ||||||||||||||||||||||||||||
| Acquisition and integration | 245 | 1,286 | 7,474 | 1,370 | ||||||||||||||||||||||||||||
| Non-GAAP operating income | $ | 106,794 | $ | 89,226 | $ | 280,303 | $ | 251,721 | ||||||||||||||||||||||||
| NON-GAAP NET INCOME & DILUTED EPS | ||||||||||||||||||||||||||||||||
| GAAP net income attributable to Itron, Inc. | $ | 71,369 | $ | 65,613 | $ | 178,100 | $ | 199,427 | ||||||||||||||||||||||||
| Amortization of intangible assets | 11,030 | 4,403 | 32,745 | 13,425 | ||||||||||||||||||||||||||||
| Amortization of debt placement fees | 1,956 | 1,777 | 5,711 | 5,271 | ||||||||||||||||||||||||||||
| Restructuring | (102) | 188 | 345 | 872 | ||||||||||||||||||||||||||||
| Loss on sale of business | - | - | - | 79 | ||||||||||||||||||||||||||||
| Strategic initiative | 133 | 1,566 | 608 | 1,566 | ||||||||||||||||||||||||||||
| Gain on sale of equity method investment | - | - | (3,249) | - | ||||||||||||||||||||||||||||
| Acquisition and integration | 245 | 1,286 | 7,474 | 1,370 | ||||||||||||||||||||||||||||
| Income tax effect of non-GAAP adjustments | 1,702 | (3,021) | 3,018 | (4,974) | ||||||||||||||||||||||||||||
| Non-GAAP net income attributable to Itron, Inc. | $ | 86,333 | $ | 71,812 | $ | 224,752 | $ | 217,036 | ||||||||||||||||||||||||
| Non-GAAP diluted EPS | $ | 1.94 | $ | 1.54 | $ | 5.01 | $ | 4.68 | ||||||||||||||||||||||||
| GAAP weighted average common shares outstanding - Diluted | 44,411 | 46,660 | 44,827 | 46,405 | ||||||||||||||||||||||||||||
| Effect of call option transaction - 2021 Notes | - | (34) | - | (11) | ||||||||||||||||||||||||||||
| Non-GAAP weighted average common shares outstanding - Diluted | 44,411 | 46,626 | 44,827 | 46,394 | ||||||||||||||||||||||||||||
| TOTAL COMPANY RECONCILIATIONS | Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||
|
In thousands
|
2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||
| ADJUSTED EBITDA | ||||||||||||||||||||||||||||||||
| GAAP net income attributable to Itron, Inc. | $ | 71,369 | $ | 65,613 | $ | 178,100 | $ | 199,427 | ||||||||||||||||||||||||
| Interest income | (7,194) | (13,569) | (19,107) | (37,582) | ||||||||||||||||||||||||||||
| Interest expense | 5,863 | 5,647 | 17,440 | 16,888 | ||||||||||||||||||||||||||||
| Income tax provision | 25,750 | 24,478 | 66,092 | 56,137 | ||||||||||||||||||||||||||||
| Depreciation and amortization | 18,440 | 12,039 | 55,602 | 36,221 | ||||||||||||||||||||||||||||
| Restructuring | (102) | 188 | 345 | 872 | ||||||||||||||||||||||||||||
| Loss on sale of business | - | - | - | 79 | ||||||||||||||||||||||||||||
| Strategic initiative | 133 | 1,566 | 608 | 1,566 | ||||||||||||||||||||||||||||
| Acquisition and integration | 245 | 1,286 | 7,474 | 1,370 | ||||||||||||||||||||||||||||
| Gain on sale of equity method investment | - | - | (3,249) | - | ||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 114,504 | $ | 97,248 | $ | 303,305 | $ | 274,978 | ||||||||||||||||||||||||
| FREE CASH FLOW | ||||||||||||||||||||||||||||||||
| Net cash provided by operating activities | $ | 101,953 | $ | 117,829 | $ | 275,545 | $ | 286,631 | ||||||||||||||||||||||||
| Acquisitions of property, plant, and equipment | (6,408) | (4,421) | (19,540) | (15,077) | ||||||||||||||||||||||||||||
| Free Cash Flow | $ | 95,545 | $ | 113,408 | $ | 256,005 | $ | 271,554 | ||||||||||||||||||||||||
(1)Excludes amortization of core-developed technology intangible assets.
The tables below reconcile the non-GAAP financial measure of adjusted gross profit with the most directly comparable GAAP financial measure.
| Three months ended September 30, 2026 | ||||||||||||||||||||||||||||||||
|
In thousands
|
Device Solutions | Networked Solutions | Outcomes | Resiliency Solutions | Segments Subtotal | |||||||||||||||||||||||||||
| Total revenues | $ | 101,520 | $ | 389,502 | $ | 92,241 | $ | 16,070 | $ | 599,333 | ||||||||||||||||||||||
| Total cost of revenues | 65,620 | 226,817 | 55,964 | 6,062 | 354,463 | |||||||||||||||||||||||||||
| Gross profit | 35,900 | 162,685 | 36,277 | 10,008 | 244,870 | |||||||||||||||||||||||||||
| Gross margin | 35.4 | % | 41.8 | % | 39.3 | % | 62.3 | % | 40.9 | % | ||||||||||||||||||||||
| Amortization of core-developed technology intangible assets | $ | - | $ | - | $ | 625 | $ | 1,945 | $ | 2,570 | ||||||||||||||||||||||
| Adjusted gross profit | 35,900 | 162,685 | 36,902 | 11,953 | 247,440 | |||||||||||||||||||||||||||
| Adjusted gross margin | 35.4 | % | 41.8 | % | 40.0 | % | 74.4 | % | 41.3 | % | ||||||||||||||||||||||
| Three Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||
|
In thousands
|
Device Solutions | Networked Solutions | Outcomes | Segments Subtotal | ||||||||||||||||||||||||||||
| Total revenues | $ | 103,622 | $ | 393,702 | $ | 84,301 | $ | 581,625 | ||||||||||||||||||||||||
| Total cost of revenues | 71,615 | 238,941 | 51,524 | 362,080 | ||||||||||||||||||||||||||||
| Gross profit | 32,007 | 154,761 | 32,777 | 219,545 | ||||||||||||||||||||||||||||
| Gross margin | 30.9 | % | 39.3 | % | 38.9 | % | 37.7 | % | ||||||||||||||||||||||||
| Amortization of core-developed technology intangible assets | $ | - | $ | - | $ | - | $ | - | ||||||||||||||||||||||||
| Adjusted gross profit | 32,007 | 154,761 | 32,777 | 219,545 | ||||||||||||||||||||||||||||
| Adjusted gross margin | 30.9 | % | 39.3 | % | 38.9 | % | 37.7 | % | ||||||||||||||||||||||||
| Nine months ended September 30, 2026 | ||||||||||||||||||||||||||||||||
|
In thousands
|
Device Solutions | Networked Solutions | Outcomes | Resiliency Solutions | Segments Subtotal | |||||||||||||||||||||||||||
| Total revenues | $ | 337,342 | $ | 1,079,403 | $ | 284,550 | $ | 47,922 | $ | 1,749,217 | ||||||||||||||||||||||
| Total cost of revenues | 218,664 | 628,491 | 172,119 | 18,114 | 1,037,388 | |||||||||||||||||||||||||||
| Gross profit | 118,678 | 450,912 | 112,431 | 29,808 | 711,829 | |||||||||||||||||||||||||||
| Gross margin | 35.2 | % | 41.8 | % | 39.5 | % | 62.2 | % | 40.7 | % | ||||||||||||||||||||||
| Amortization of core-developed technology intangible assets | $ | - | $ | - | $ | 1,875 | $ | 5,760 | $ | 7,635 | ||||||||||||||||||||||
| Adjusted gross profit | 118,678 | 450,912 | 114,306 | 35,568 | 719,464 | |||||||||||||||||||||||||||
| Adjusted gross margin | 35.2 | % | 41.8 | % | 40.2 | % | 74.2 | % | 41.1 | % | ||||||||||||||||||||||
| Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||
|
In thousands
|
Device Solutions | Networked Solutions | Outcomes | Segments Subtotal | ||||||||||||||||||||||||||||
| Total revenues | $ | 342,253 | $ | 1,205,368 | $ | 247,916 | $ | 1,795,537 | ||||||||||||||||||||||||
| Total cost of revenues | 238,902 | 744,650 | 151,603 | 1,135,155 | ||||||||||||||||||||||||||||
| Gross profit | 103,351 | 460,718 | 96,313 | 660,382 | ||||||||||||||||||||||||||||
| Gross margin | 30.2 | % | 38.2 | % | 38.8 | % | 36.8 | % | ||||||||||||||||||||||||
| Amortization of core-developed technology intangible assets | $ | - | $ | - | $ | - | $ | - | ||||||||||||||||||||||||
| Adjusted gross profit | 103,351 | 460,718 | 96,313 | 660,382 | ||||||||||||||||||||||||||||
| Adjusted gross margin | 30.2 | % | 38.2 | % | 38.8 | % | 36.8 | % | ||||||||||||||||||||||||
Itron Inc. published this content on October 27, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 27, 2026 at 16:47 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]