Ufp Industries reports $57.97 million net income for Q3 2026

Cover page 3 changes

3 unchanged paragraphs

For the quarterly period ended June 27, September 26, 2026

20 unchanged paragraphs

Outstanding as of June 27, 2026

Outstanding as of September 26, 2026

3 unchanged paragraphs

Exhibits 33 changes

29 unchanged paragraphs

Common stock, $ 1 par value; shares authorized 240,000,000 ; issued and outstanding , 55,161,491 54,595,341 , 56,591,900 and 58,566,148 58,257,224

12 unchanged paragraphs

Net loss (gain) loss on disposition and impairments of assets

Other (income) losses, net

13 unchanged paragraphs

Less comprehensive income attributable to noncontrolling interest ( 825 396 )

30 unchanged paragraphs

Foreign currency translation adjustment

Unrealized loss on debt securities

Distributions to NCI

Cash dividends - $ 0.36 per share - quarterly

Issuance of 8,621 shares under employee stock purchase plan

Net forfeitures of 4,596 shares under stock grant programs

Issuance of 10,994 shares under deferred compensation plans

Repurchase of 581,169 shares

Expense associated with share-based compensation arrangements

Accrued expense under deferred compensation plans

Balance on September 26, 2026

27 unchanged paragraphs

Foreign currency translation adjustment

Unrealized gain on debt securities

Distributions to NCI

Cash dividends - $ 0.35 per share - quarterly

Issuance of 7,299 shares under employee stock purchase plan

Net forfeitures of 30,601 shares under stock grant programs

Issuance of 10,940 shares under deferred compensation plans

Repurchase of 296,562 shares

Expense associated with share-based compensation arrangements

Accrued expense under deferred compensation plans

Balance on September 27, 2025

7 unchanged paragraphs

Expense associated with share-based and grant compensation arrangements ( 2,443 2,470 )

3 unchanged paragraphs

Impairment of intangibles

Net (gain) loss on sale, disposition and impairment of assets ( 1,401 4,585 )

Impairment of goodwill and other intangibles

7 unchanged paragraphs

Acquisitions and purchases of noncontrolling interest, net of cash received ( 122,008 123,097 )

11 unchanged paragraphs

Payments to taxing authorities in connection with shares directly withheld from employees ( 1,391 1,458 )

16 unchanged paragraphs

Receivables related to the disposal of property, plant and equipment

5 unchanged paragraphs

Financial statements 50 changes

6 unchanged paragraphs

As a result of the investment in Dempsey on June 27, 2022, we own 50 % of the issued equity of that entity, and the remaining 50 % of the issued equity is owned by the previous owners ("Sellers"). The investment in Dempsey is an unconsolidated variable interest entity and we have accounted for it using the equity method of accounting because we do not have a controlling financial interest in the entity. Per the contracts, the Sellers have a put right to sell their equity interest to us for $ 50 million and we have a call right to purchase the Seller's equity interest for $ 70 million, which were both first exercisable in June 2025 and expire in June 2030. As of June 27, September 26, 2026, the carrying value of our investment in Dempsey is $ 51.3 51.1 million, which is recorded in Other Assets on our condensed consolidated balance sheets. Our maximum exposure to loss consists of our investment amount and any contingent loss that may occur in the future as a result of a change in the fair value of Dempsey relative to the strike price of the put option.

In our opinion, the Financial Statements contain all material adjustments necessary to present fairly our consolidated financial position, results of operations and cash flows for the interim periods presented. All such adjustments are of a normal recurring nature. These Financial Statements should be read in conjunction with the annual consolidated financial statements, and footnotes thereto, included in our Annual Report to Shareholders on Form 10-K for the fiscal year ended December 27, 2025.

Seasonality has a significant impact on our working capital from March to August, which historically results in negative or modest cash flows from operations in our first and second quarters. Conversely, we experience a substantial decrease in working capital from September to February which typically results in significant cash flow from operations in our third and fourth quarters. For comparative purposes, we have included the June 28, September 27, 2025 balances in the accompanying unaudited condensed consolidated balance sheets.

3 unchanged paragraphs

During the second third quarter of 2026, machinery and equipment and real estate within our Retail Construction and Corporate segments met the criteria as held for sale, and therefore we have classified the related assets as held for sale on the condensed consolidated balance sheet. The fair value measurements for the assets held for sale are generally based on Level 3 inputs, which include information obtained from third-party appraisals. The assets had a carrying value of $ 2.6 0.5 million as of June 27, September 26, 2026, with $ 3.3 million of no impairment charges recorded in fiscal 2025. No additional impairment charges were recorded during the second quarter of 2026 or 2025. We have recognized $ 0.8 5.1 million of net gains on the sale of real estate and machinery and equipment that were previously classified as assets held for sale during the year and were included in Net loss (gain) loss on disposition and impairments of assets on the condensed consolidated statements of earnings and comprehensive income.

8 unchanged paragraphs

From the assets measured at fair value as of June 27, September 26, 2026, listed in the table above, $ 88.1 149.8 million of money market funds are held in Cash and cash equivalents, $ 46.3 47.4 million of mutual funds, equity securities, fixed income funds, and alternative investments are held in Investments, $ 25.7 27.4 million of equity securities are held in Other assets, $ 0.1 million of mutual funds are held in Other assets for our deferred compensation plan, and $ 51.0 50.8 million of fixed income funds and $ 0.8 1.0 million of money market funds are held in Restricted investments. As of December 27, 2025, $ 207.9 million of money market funds were held in Cash and cash equivalents, $ 34.3 million of mutual funds, equity securities, and alternative investments were held in Investments, $ 28.0 million of equity securities were held in Other assets, $ 0.2 million of mutual funds were held in Other assets for our deferred compensation plan, and $ 49.9 million of fixed income funds and $ 0.6 million of money market funds were held in Restricted investments.

1 unchanged paragraph

We have $ 25.7 27.4 and $ 28.0 million of investments through our Innov8 Fund as of June 27, September 26, 2026 and December 27, 2025, respectively, which is designed to invest in emerging projects, services, and technologies. These investments are valued as Level 3 assets and are categorized as "Equity securities." We evaluate these investments quarterly, including a qualitative assessment for indicators of impairment in accordance with ASC 321-10-35-3. During the first quarter of 2026, we concluded that one investment was fully impaired, resulting in a $ 4.0 million loss. During the third quarter of 2026, we recognized a $ 1.6 million gain from an increase in the fair value of an equity investment based on an observable pricing event.

1 unchanged paragraph

In accordance with our investment policy, our wholly-owned captive, Ardellis Insurance Ltd. ("Ardellis"), maintains an investment portfolio, totaling $ 96.4 98.3 million and $ 84.3 million as of June 27, September 26, 2026 and December 27, 2025, respectively, which has been included in the aforementioned table of total investments. This portfolio consists of domestic and international equity securities, alternative investments, and fixed income bonds.

2 unchanged paragraphs

Our fixed income investments consist of a blend of US Government and Agency bonds and investment grade corporate bonds with varying maturities. Our equity investments consist of small, mid, and large cap growth and value funds, as well as international equity. Our mutual fund investments consist of domestic and international stock. Our alternative investments consist of a private real estate income trust which is valued as a Level 3 asset. The net pre-tax unrealized gain of the portfolio was $ 11.6 9.4 million and $ 8.6 million as of June 27, September 26, 2026 and December 27, 2025, respectively. Carrying amounts above are recorded in the Investments and Restricted investments line items within the balance sheet as of June 27, September 26, 2026 and December 27, 2025.

2 unchanged paragraphs

Certain customer products that we provide require installation by the Company or a third party. Installation revenue is recognized upon completion. If we use a third party for installation, the party will act as an agent to us until completion of the installation. Installation revenue represents an immaterial share of our total net sales.

13 unchanged paragraphs

Adjustment for earnings allocated to non-vested restricted common stock equivalents ( 3,278 2,362 )

2 unchanged paragraphs

Adjustment for non-vested restricted common stock equivalents ( 2,374 2,403 )

6 unchanged paragraphs

On June 27, September 26, 2026, we were parties either as plaintiff or defendant to a number of lawsuits and claims arising through the normal course of our business. In the opinion of management, our consolidated financial statements will not be materially affected by the outcome of these contingencies and claims.

1 unchanged paragraph

On June 27, September 26, 2026, we had outstanding purchase commitments on commenced capital projects of approximately $ 108 158.7 million.

1 unchanged paragraph

As part of our operations, we supply building materials and labor to site-built construction projects or we jointly bid on contracts with framing companies for such projects. In some instances, we are required to post payment and performance bonds to ensure the products and installation services are completed in accordance with our contractual obligations. We have agreed to indemnify the surety for claims properly made against these bonds. As of June 27, September 26, 2026, we had approximately $ 50.2 41.4 million in outstanding payment and performance bonds for open projects. We had approximately $ 7.5 19.4 million in payment and performance bonds outstanding for completed projects which are still under warranty.

On June 27, September 26, 2026, we had outstanding letters of credit totaling $ 43.1 42.7 million, primarily related to certain insurance contracts, industrial development revenue bonds, and other debt agreements described further below.

In lieu of cash deposits, we provide irrevocable letters of credit in favor of our insurers and other third parties to guarantee our performance under certain insurance contracts and other legal agreements. As of June 27, September 26, 2026, we have irrevocable letters of credit outstanding totaling approximately $ 39.8 39.3 million for these types of arrangements. We have reserves recorded on our balance sheet, in accrued liabilities, that reflect our expected future liabilities under those insurance arrangements.

2 unchanged paragraphs

We did not enter into any new guarantee arrangements during the second third quarter of 2026 which would require us to recognize a liability on our balance sheet.

2 unchanged paragraphs

We completed the following acquisitions during the first six nine months of 2026 and during fiscal 2025, which were accounted for using the purchase method (in thousands):

12 unchanged paragraphs

The estimated fair values of assets acquired and liabilities assumed are based on available information at the acquisition date and assumptions deemed reasonable by management, supplemented by the expertise of third-party valuation specialists engaged to assist in determining fair value for intangible assets, including goodwill. As of June 27, September 26, 2026, the fair value determination of the intangible assets for the above business combinations has not been finalized, with the exception of RWP West and National Supply, which was were finalized during the second and third quarter of 2026, respectively. Therefore, changes in facts and circumstances may result in adjustments to the initial fair value estimates during the measurement period, which may not exceed one year from the acquisition date.

The business combinations mentioned above contributed approximately $ 41.0 78.2 million to net sales and a $ 0.6 7.8 million operating loss during the first six nine months of 2026. They are not significant to our operating results and thus proforma results for 2026 and 2025 are not presented.

3 unchanged paragraphs

We operate manufacturing, treating and distribution facilities internationally, but primarily in the United States. Our business segments consist of Retail, Packaging and Construction, and which align with the end markets we serve. This segment structure allows for a specialized and consistent sales approach among Company operations, efficient use of resources and capital, and quicker introduction of new products and services. We manage the operations of our individual locations primarily through a market-centered reporting structure under which each location is included in a business unit and business units are included in our Retail, Packaging, and Construction segments. In the case of locations that serve multiple segments, results are allocated and accounted for by segment.

The exception to this market-centered reporting and management structure is our International segment, which comprises our packaging operations in Mexico, Canada, Spain, India, and Australia and sales and buying offices in other parts of the world, and our Ardellis segment, which represents our wholly owned fully licensed captive insurance company based in Bermuda. Our International and Ardellis segments do not meet the quantitative thresholds in order to be separately reported for separate reporting and, accordingly, the International and Ardellis segments have been aggregated in the "All Other" segment for reporting purposes.

"Corporate" includes purchasing, transportation, corporate ventures, and administrative functions that serve our operating segments. Operating results of Corporate primarily consist of over (under) allocated costs and net sales to external customers initiated by UFP Purchasing, which manages supplier relationships and purchases lumber and other materials, UFP Transportation, which owns, leases, and operates transportation equipment, and UFP Real Estate, which owns and leases real estate. Intercompany lease and service charges are assessed to our operating segments for the use of these assets and services at fair market value rates. Total assets of the Corporate segment include unallocated cash and cash equivalents, certain prepaid assets, and certain property, equipment and other assets pertaining to the centralized activities of Corporate, UFP Real Estate, Inc., UFP Transportation, Inc., and UFP Purchasing, Inc. Real estate activities are conducted by the real estate company on behalf of the segments, and capital expenditures associated with real estate are allocated to the segments.

1 unchanged paragraph

Three Months Ended June 27, 2026

Three Months Ended September 26, 2026

2 unchanged paragraphs

Selling, general, and administrative expenses

1 unchanged paragraph

Other (gains) losses, net

9 unchanged paragraphs

Three Months Ended June 28, 2025

Three Months Ended September 27, 2025

2 unchanged paragraphs

Selling, general, and administrative expenses

4 unchanged paragraphs

Equity in (earnings) loss of investee

5 unchanged paragraphs

Six Months Ended June 27, 2026

Nine Months Ended September 26, 2026

2 unchanged paragraphs

Selling, general, and administrative expenses

10 unchanged paragraphs

Six Months Ended June 28, 2025

Nine Months Ended September 27, 2025

2 unchanged paragraphs

Selling, general, and administrative expenses

10 unchanged paragraphs

The following table presents goodwill by segment as of June 27, September 26, 2026, and December 27, 2025 (in thousands):

3 unchanged paragraphs

Balance as of June 27, 2026

Balance as of September 26, 2026

1 unchanged paragraph

The following table presents our disaggregated net sales by business unit for each segment for the three and six nine months ended June 27, September 26, 2026, and June 28, September 27, 2025 (in thousands).

2 unchanged paragraphs

Effective tax rates differ from statutory federal income tax rates, primarily due to provisions for foreign, state and local income taxes and permanent tax differences. Our effective tax rate was 26.3 23.7 % in the second third quarter of 2026 compared to 23.6 23.8 % in the same period of 2025 and was 25.3 24.8 % in the first six nine months of 2026 compared to 22.5 22.9 % for the same period in 2025. The increase decrease in our effective tax rate for the second third quarter and for the first six months of 2026 was primarily due to $ 3.0 million of state income tax benefits recorded as discrete items an increase in the second quarter of 2025 resulting benefit we recognized for tax credits, partially offset by a decrease in our tax deduction from an approved reduction stock-based compensation accounted for as a permanent difference. The increase in our effective tax rate in Texas and job credits in South Carolina, and for the first nine months of 2026 was primarily due to a decrease in our tax deduction from stock-based compensation accounted for as a permanent difference.

We file income tax returns in the United States and in various state, local, and foreign jurisdictions. The federal and a majority of state and foreign jurisdictions are no longer subject to income tax examinations for years before 2022. A number of routine state and local examinations are currently ongoing, as well as an IRS audit of our federal income tax return for the year ending December 28, 2024.

1 unchanged paragraph

Below is a summary of common stock issuances for the first six nine months of 2026 and 2025 (in thousands, except average share price):

8 unchanged paragraphs

During the first six nine months of 2026, we repurchased 1,669,770 2,250,939 shares of our common stock at an average share price of $ 84.95 84.05 .

3 unchanged paragraphs

Shares issued under the director retainer stock program compensation plan

4 unchanged paragraphs

During the first six nine months of 2025, we repurchased approximately 2,523,339 2,819,901 shares of our common stock at an average share price of $ 103.63 103.04 .

4 unchanged paragraphs

Subsequent to our reporting date, we repurchased 125,000 586,370 shares for $ 10.4 45.9 million, resulting in an average share price of $ 83.05 78.34 .

On October 23, 2026, we entered into an amendment to our $ 750 million revolving credit facility with a syndicate of U.S. banks to extend its maturity for an additional five-year term, expiring October 23, 2031.

On October 26, 2026, UFP Packaging, LLC, a wholly owned subsidiary, entered into an agreement to acquire the net operating assets of Apache Products, Inc. for $ 27 million. Apache Products, based in Silsbee, TX, is a wooden pallet manufacturer. The transaction is expected to close on or around November 16, 2026, subject to customary closing conditions.

1 unchanged paragraph

MD&A 164 changes

3 unchanged paragraphs

This report contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, that are based on management's beliefs, assumptions, current expectations, estimates and projections about the markets we serve, the economy and the Company itself. Words like "anticipates," "believes," "confident," "estimates," "expects," "forecasts," "likely," "plans," "projects," "should," variations of such words, and similar expressions identify such forward-looking statements. These statements do not guarantee future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. We do not undertake to update forward-looking statements to reflect facts, circumstances, events, or assumptions that occur after the date the forward-looking statements are made. Actual results could differ materially from those included in such forward-looking statements. Investors are cautioned that all forward-looking statements involve risks and uncertainty. Among the factors that could cause actual results to differ materially from forward-looking statements are the following: fluctuations in currency and inflation; fluctuations in the price of lumber; adverse or unusual weather conditions; adverse economic conditions in the markets we serve; changes in tariffs, import/export regulations, and other trade policies, including the timing and amount of tariff refunds; concentration of sales to customers; the success of vertical integration strategies; excess capacity or supply chain challenges; inbound and outbound transportation costs and our ability to make successful business acquisitions; pass those costs through to customers; alternatives to replace treated wood products; government regulations, particularly involving environmental and safety regulations; adverse or unusual weather conditions; inbound and outbound transportation costs; alternatives our ability to replace treated wood products; make successful business acquisitions; cybersecurity breaches; artificial intelligence; and potential pandemics. Certain of these risk factors as well as other risk factors and additional information are included in our reports on Form 10-K and 10-Q on file with the Securities and Exchange Commission.

Our results for the second third quarter of 2026 include the following highlights:

● Our net sales increased 3% 11% compared to the second third quarter of 2025, consisting of a 1% 4% increase in organic unit sales (excluding growth from acquisitions within the last 12 months), a 5% increase in selling prices, and a 2% increase attributable to acquisitions. Organic unit sales increased 4% 9% in our packaging segment, partially offset by a 2% decrease 4% in our construction segment, and a 1% decrease remained flat in our retail segment. Acquired businesses contributed 4%, 2%, 6% and 1% unit increases in our packaging retail, and construction retail segments, respectively. Overall selling prices were flat as higher selling prices increased in our ProWood and Factory Built business unit, units, driven by the pass-through of higher commodity lumber costs to customers, were offset by competitive pricing pressure in our Site Built business unit. customers.

1 unchanged paragraph

● Our gross profit decreased by $23 $18 million, or 7%, compared to the same period of the prior year. By segment, gross profit decreased by $10 $8 million in Construction, $10 Packaging, $7 million in Packaging, Retail, and $3 million in Corporate, while Retail increased by $1 million Construction and All Other remained flat. The overall decrease in our gross profit is primarily due to higher transportation costs across all of the most business units, The impact totaling $19 million, net of weaker demand on volumes and pricing in our Site Built fuel surcharges, and Pallet One was more than a decrease of $6 million from acquired businesses. These impacts were partially offset by improvements in our other Commercial, Deckorators, Edge and Factory Built business units.

● Our operating profits decreased $20 $19 million, or 16%, 22%, compared to the second third quarter of 2025. The overall decrease is a result of the decrease in gross profit mentioned above and a $1 an $8 million increase in selling, general, and administrative ("SG&A") expenses, partially offset by a $4 $7 million decrease increase in net losses gains on the disposition and impairment of assets and foreign currency gains. The increase in SG&A is primarily due to acquired business businesses and professional wages and legal fees associated with acquisitions. benefits.

● Our cash flows from operations were $61 $235 million in the first six nine months of 2026 compared to $113 $399 million during the first six nine months of 2025. The $52 $165 million decline resulted from a decrease in net earnings and non-cash expenses of $50 $69 million and an increase in our investment in net working capital since year end that was $2 $95 million higher in the first six nine months of 2026 than it was in the first six nine months of 2025. We anticipate that this increase in net working capital will convert to cash by early in the fourth quarter as we move past the typical seasonal peak in our net working capital.

● Our Cash and cash equivalents at the end of June September 2026 was $597 $677 million compared to $842 million $1.0 billion at the end of June September 2025. The decline in our cash is primarily due to share repurchase activity and recent business acquisitions, share repurchases, and investment in net working capital. Our unused borrowing capacity under our revolving credit facility and a shelf agreement with certain lenders along with our cash resulted in total liquidity of approximately $1.9 $2 billion at the end of the second third quarter of 2026.

3 unchanged paragraphs

Second Third quarter average

1 unchanged paragraph

Second Third quarter percentage change

2 unchanged paragraphs

In addition, a Southern Yellow Pine ("SYP") composite price, which we prepare and use, is presented below. Our purchases of this species comprise approximately 76% 75% of our total lumber purchases.

Second Third quarter average

1 unchanged paragraph

Second Third quarter percentage change

2 unchanged paragraphs

Second Third quarter average

1 unchanged paragraph

Second Third quarter percentage change

1 unchanged paragraph

Lumber prices increased during the second third quarter of 2026 after declining during the first quarter. Commodity lumber costs increased due to mill curtailments and higher duties on Canadian lumber, partially offset by weak overall demand resulting from lower consumer sentiment and greater economic uncertainty.

3 unchanged paragraphs

We generally price our products to pass lumber costs through to our customers so that our profitability is based on the value-added manufacturing, distribution, engineering, and other services we provide. As a result, our dollar sales levels (and working capital requirements) are impacted by the lumber costs of our products. Lumber costs were 43.7% 43.8% and 42.9% 41.4% of our total net sales in the first six nine months of 2026 and 2025, respectively.

6 unchanged paragraphs

● Products with significant inventory levels with low turnover rates, whose selling prices are indexed to the Lumber Market. In other words, the longer the period of time these products remain in inventory, the greater the exposure to changes in the price of lumber. This includes treated lumber, which comprised approximately 22% 21% of our total net sales in the first six nine months of 2026. This exposure is less significant with remanufactured lumber, panel goods, other commodity-type items, and trusses sold to the manufactured housing market due to the higher rate of inventory turnover. We attempt to mitigate the risk associated with treated lumber through managed inventory programs with our vendors. We estimate that 21% 17% of our total purchases for the first six nine months of 2026 were transacted under these programs. ( Please refer to the "Risk Factors" section of our annual report on form 10-K, filed with the United States Securities and Exchange Commission. )

5 unchanged paragraphs

The trade landscape continues to evolve. Since we do not own any foreign sawmills and have excellent relationships with our mill partners, we believe we are currently in a strong position to adapt quickly to tariffs without material adverse financial impact after a short adjustment period. We will continue to monitor the market and intend to make decisions quickly to minimize disruption. As of June 27, September 26, 2026, 84% of our lumber purchases were from domestic suppliers, 9% 10% were imported from Canada, and 7% 6% were imported from other international suppliers.

In February 2026, the U.S. Supreme Court ruled that the International Emergency Economic Powers Act ("IEEPA"), which the U.S. administration relied on to impose certain tariffs, does not authorize the administration to impose tariffs. As a result of this ruling, the U.S. Court of International Trade ("CIT") issued an order directing the U.S. Customs and Border Protection ("CBP") agency to begin formalizing a process for refunds. As of June 27, September 26, 2026, we have received $3 $22 million in tariff refunds and have an additional $1 million recorded as a receivable of $20 million related to the expected refund of tariffs previously paid under the IEEPA, including applicable interest. with the corresponding offsets Of $20 this amount, $9 million was recorded as a reduction to cost of goods sold, $1 million to was recorded as interest income, and $2 million was recorded as a reduction to the carrying value of inventory, on hand. We have certain contractual obligations that will require us to refund customers certain of the tariff refunds we receive. If we collect the entire $23 and $11 million of tariffs paid pursuant to the IEEPA, we will be required to refund approximately $11 million refunded to customers As a result, we and was recorded $11 million as a liability. as of June 27, 2026, with a corresponding reduction to Net sales. Of During the $9 third quarter, we collected $22 million net increase in Earnings from operations relating to these tariff refunds, $6 paid $3 million related to products sold in the current quarter refunds to customers, and $3 recorded the $2 million related to products inventory reduction as a decrease in our cost of goods sold. In prior quarters. Subsequent to June 27, 2026, September, we received approximately $18 recorded an additional $0.3 million of the in tariff refund refunds receivable including related interest. which was recorded as a reduction to cost of goods sold.

1 unchanged paragraph

A combination of macroeconomic and geopolitical events and capacity constraints in the flatbed carrier market have contributed to an increase in our input costs across the enterprise, primarily related to fuel and transportation. In the second quarter of 2026, We estimate that we incurred an additional $31 $22 million and $56 million of these costs for the three and nine months ended September 26, 2026, respectively, which adversely impacted our profitability, reflecting increased an increase in fuel costs and flatbed carrier rates as a result of many small carriers exiting the market. This has increased our cost in the "spot" market with market rates up over 30% for the three and nine months ended September 26, 2026, respectively, excluding fuel. These market conditions have resulted in $6 million and $15 million in additional fuel costs and $25 $16 million and $41 million in higher flatbed carrier costs for the three and nine months ended September 26, 2026, respectively. Our efforts to pass through these higher costs to our customers have been primarily concentrated on fuel and through surcharges and increased product pricing, which resulted in an offset totaling approximately $4 $3 million and $7 million for the quarter. three and nine months ended September 26, 2026, respectively. We plan to negotiate with our customers to pass through the remaining increase in our transportation costs, however, there are factors beyond our control, including contract terms and market conditions, that may impact our ability to be successful in these efforts. Please see "Risk Factors" below for more information.

2 unchanged paragraphs

We completed three business combinations acquisitions in the second quarter first nine months of 2026 and completed two in fiscal 2025. The annual historical sales attributable to these acquisitions are approximately $183 million in aggregate. These business combinations are not significant to our quarterly results and thus proforma results for 2026 and 2025 are not presented. See Notes to the Unaudited Interim Condensed Consolidated Financial Statements, Note F, "Business Combinations" for additional information.

3 unchanged paragraphs

Net (gain) loss on disposition and impairment of assets

9 unchanged paragraphs

The following table presents, for the periods indicated, our selling, general, and administrative (SG&A) costs as a percentage of gross profit. Over time, we believe this ratio provides an enhanced view of our effectiveness in managing these costs given our strategies to enhance our capabilities and improve our value-added product offering and recognizing the higher relative level of SG&A these strategies require. This ratio also mitigates the impact of changing lumber prices. The increase in the ratio of SG&A as a percentage of gross profit from the prior year is primarily due to the impact of weak consumer demand reflecting lower selling prices as well as higher transportation costs, which have reduced our gross profit.

4 unchanged paragraphs

Our business segments consist of Retail, Packaging and Construction, and which align with the end markets we serve. Among other advantages, this structure allows for a specialized and consistent sales approach, more efficient use of resources and capital, and quicker introduction of new products and services. We manage the operations of our individual locations primarily through a market-centered reporting structure under which each location is included in a business unit, and business units are included in our Retail, Packaging, and Construction segments. The exception to this market-centered reporting and management structure is our International segment, which comprises our packaging operations in Mexico, Canada, Spain, India, and Australia and sales and buying offices in other parts of the world. Our International segment and Ardellis (our insurance captive) are included in "All Other" in the table below. The "Corporate" segment includes purchasing, transportation, corporate ventures, and administrative functions that serve our operating segments. Operating results of Corporate primarily consists consist of over (under) allocated costs and net sales to external customers initiated by UFP Purchasing, which manages supplier relationships and purchases lumber and other materials, UFP Transportation, which owns, leases and operates transportation equipment, and UFP Real Estate, which owns and leases real estate. Inter-company lease and service charges are assessed to our operating segments for the use of these assets and services at fair market value rates.

1 unchanged paragraph

Three Months Ended June 27, 2026

Three Months Ended September 26, 2026

Selling, general, and administrative expenses

1 unchanged paragraph

Other (gains) losses, net

1 unchanged paragraph

Three Months Ended June 28, 2025

Three Months Ended September 27, 2025

Selling, general, and administrative expenses

2 unchanged paragraphs

Earnings (loss) from operations

Earnings from operations

1 unchanged paragraph

Six Months Ended June 27, 2026

Nine Months Ended September 26, 2026

Selling, general, and administrative expenses

2 unchanged paragraphs

Six Months Ended June 28, 2025

Nine Months Ended September 27, 2025

Selling, general, and administrative expenses

4 unchanged paragraphs

Three Months Ended June 27, 2026

Three Months Ended September 26, 2026

Selling, general, and administrative expenses

1 unchanged paragraph

Other (gains) losses, net

3 unchanged paragraphs

Three Months Ended June 28, 2025

Three Months Ended September 27, 2025

Selling, general, and administrative expenses

2 unchanged paragraphs

Earnings (loss) from operations

Earnings from operations

1 unchanged paragraph

Six Months Ended June 27, 2026

Nine Months Ended September 26, 2026

Selling, general, and administrative expenses

3 unchanged paragraphs

Six Months Ended June 28, 2025

Nine Months Ended September 27, 2025

Selling, general, and administrative expenses

7 unchanged paragraphs

Second Third Quarter 2026 versus Second Third Quarter 2025

4 unchanged paragraphs

● Increasing our sales of "value-added" products and enhancing our product offering offerings with new or improved products. Value-added products generally consist of fencing, decking, lattice, and other specialty products sold in the Retail segment; structural and protective packaging and machine-built pallets sold in the Packaging segment; engineered wood components, customized interior fixtures, manufactured and assembled concrete forms sold in the Construction segment; and "wood alternative" products. Engineered wood components include roof trusses, wall panels, and floor systems. Wood-alternative products consist of products manufactured with wood and non-wood composites, metals and plastics sold in each of our segments. Although we consider the treatment of dimensional lumber and panels with certain chemical preservatives a value-added process, treated lumber is not presently included in the value-added sales totals. Remanufactured lumber and panels that are components of finished goods are also generally categorized as "commodity-based" products. We estimate that approximately 80% 81% of our sales consist of products we manufacture at our locations, while 20% 19% of our sales consist of products manufactured by suppliers that we inventory and distribute to customers.

2 unchanged paragraphs

Three Months Ended June 27, 2026

Three Months Ended June 28, 2025

Six Months Ended June 27, 2026

Six Months Ended June 28, 2025

Three Months Ended September 26, 2026

Three Months Ended September 27, 2025

Nine Months Ended September 26, 2026

Nine Months Ended September 27, 2025

1 unchanged paragraph

Our overall unit sales of value-added products were up 4% 11% in the second third quarter and down 1% up 3% in the first six nine months of 2026 compared to the prior year. Our overall unit sales of commodity-based products were flat in the second down 5% third quarter and down 3% 5% in the first six nine months of 2026 compared to the prior year.

● Developing new products. We define new products as those that will generate sales of at least $1 million per year within 4 years of launch and are still growing and gaining market penetration and meet our internal definition of value-added products. New product sales in the second third quarter and first six nine months of 2026 increased 33% 43% and 26%, 32%, respectively. The increase in the second third quarter was primarily attributable to sales of Venture and Surestone™ decking products in our Retail segment, mixed-material products for a key national customer in our Packaging segment, and exterior siding, and cladding, products, and light-gauge metal components, and concrete forming products in our Construction segment. Approximately $13.8 $20.8 million of new product sales for the first six nine months of 2025, while they continue to be sold, were sunset in 2026 and excluded from the table below because they no longer meet the definition above. Our short-term goal is to achieve annual new product sales of at least $560 million in 2026. For the first six nine months of 2026, new product sales totaled $272 $423 million. Our long-term goal is for new products to comprise at least 10% of our total net sales.

8 unchanged paragraphs

Earnings from operations decreased in the second quarter of 2026 compared to the same period of 2025 by $4 million, or 7%, as a result of the factors mentioned above.

Net sales in the first six months of 2026 decreased by 3% compared to the same period of 2025, due to a 6% decrease in organic units, partially offset by a 2% increase in selling prices and a 1% increase due to acquisitions. Organic unit changes within this segment consisted of decreases of 18% in Edge and 7% in ProWood, partially offset by a 5% increase in Deckorators. Within our Deckorators business unit, our mineral-based-composite decking sales increased by 33% as consumers continue to see the benefits of its superior product attributes, and wood-plastic composite decking increased by 51%. An acquired business contributed an additional 9% in sales growth to Deckorators and 30% in sales growth to wood-plastic composite decking sales. These increases were partially offset by a 13% decrease in railing sales. Unit sales to big box customers decreased approximately 5%, while unit sales to independent retailers decreased approximately 4%.

Net sales in the second third quarter of 2026 increased by 4% 7% compared to the same period of 2025 due to a 3% 6% increase in selling prices and a 2% 1% increase due to acquisitions. partially offset by a 1% decrease in Organic unit sales. Organic unit changes within this segment consisted of a 17% decrease in Edge and a 1% decrease in ProWood, partially offset by a 9% increase in Deckorators. Of the 25% year over year 21% increase in net sales for our Deckorators business unit, wood-plastic composite decking and mineral-based-composite decking (sold under our new Surestone tradename) increased 85% and 37%, respectively. An acquired business contributed 13% in sales growth to Deckorators and 51% in sales growth primarily due to wood-plastic composite decking sales. These increases were partially market share gains, offset by railings which declined 17%. Our unit sales to big box customers, which we believe are more closely correlated with repair and remodel activity, increased approximately 2%, while unit sales to independent retailers, which we believe are more closely correlated to new housing starts, decreased approximately 2%. a 4% decrease in ProWood. The decline in ProWood volume is primarily due to weaker consumer sentiment and economic uncertainty resulting in a softening of demand to complete repair and remodel projects.

Year over year sales in our Deckorators business unit increased 34%, comprised of a 69% increase in wood-plastic composite decking and a 70% increase in our mineral-based-composite decking (sold under the Surestone tradename). An acquired business contributed 10% to our sales growth in Deckorators and 44% to our sales growth in wood-plastic composite decking. Our railing sales increased 2% for the quarter.

Our unit sales to big box customers, which we believe are more closely correlated with repair and remodel activity, decreased approximately 4%, while our unit sales to independent retailers increased approximately 9% due increased sales in our Deckorators business unit.

Gross profit increased decreased by $1 $7 million, or 1% 8%, to $115 $74 million for in the second third quarter of 2026 compared to the same period of 2025. The change in gross profit was attributable to the following:

● The gross profit of our Deckorators business unit increased by $1 $2 million despite higher transportation costs. This business unit continues to make progress optimizing new capacity and we anticipate a higher profit contribution on growth in future quarters.

● The gross profit of our Edge business unit improved by $3 $2 million as a result of cost savings from the prior year closure of the Bonner, MT facility and restructuring of this business unit which led to operational improvements.

● The gross profit of our ProWood pressure-treated products decreased by $3 $11 million, due to higher transportation costs, and higher material costs that were not fully passed through to customers as a result of falling lumber prices in the third quarter.

SG&A increased by $4 $3 million, or 7%, in the second third quarter of 2026 compared to the same period of 2025. The increase was caused by is the result of a $1 million increase due to from acquired operations a $1 million increase in professional fees, and a $2 million increase in expenses across several other categories. Accrued bonus expense, which varies with overall profitability and return on investment of the segment remained flat from the second quarter of 2025 and totaled $15 $9 million for the quarter.

Earnings from operations remained flat in the third quarter of 2026 compared to the same period of 2025, as a result of the factors mentioned above, offset by the decrease of $9 million in the net loss on disposition and impairment of assets. The year over year change was a result of $1 million in losses on the sale of machinery and equipment in the current year compared with $10 million in net losses in the prior year comprised of machinery and equipment impairment charges of $11 million, lease impairment charges of $2 million and intangible asset impairment charges of $2 million, partially offset by a gain on the sale of machinery and equipment totaling $5 million. Additionally, we realized a $1 million increase in foreign currency gains.

1 unchanged paragraph

Earnings from operations decreased in the first six months of 2026 compared to the same period of 2025 by $6 million, or 7%, as a result of the factors mentioned above.

SG&A increased by approximately $2 million, or 6%, in the second quarter of 2026 compared to the same period of 2025. The increase is attributable to a one-time write-off on an earnout liability in 2025 for $2 million, a $1 million increase due to acquired operations, and a $1 million increase in expenses across several other categories. The increases were offset by accrued bonus expense, which decreased approximately $2 million relative to the same period of 2025 and totaled $6 million for the quarter.

Earnings from operations decreased in the second quarter of 2026 compared to the same period of 2025 by $12 million, or 44%, due to the factors discussed above.

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

11 unchanged paragraphs

3 unchanged paragraphs

1 unchanged paragraph

9 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

and 84 more changes in the filing

Market risk 2 changes

1 unchanged paragraph

UFP INDUSTRIES, INC.

There have been no material changes in our market risk exposures from those disclosed in Item 7A of our Annual Report on Form 10-K for the fiscal year ended December 27, 2025.

3 unchanged paragraphs

Controls and procedures 2 changes

1 unchanged paragraph

(b) Changes in Internal Controls . During the quarter ended June 27, September 26, 2026, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

UFP INDUSTRIES, INC.

Risk factors 1 change

There have been no material changes to the risk factors disclosed in Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 27, 2025, as updated by the Part II - Item 1A Risk Factors of our Quarterly Report Reports on Form 10-Q for the quarter ended March 28, 2026.

Unregistered sales of stock 15 changes

2 unchanged paragraphs

UFP INDUSTRIES, INC.

1 unchanged paragraph

On May 1, August 3, 2026, the Company issued 1,196 1,177 shares of its common stock to non-employee directors as part of the annual retainer payable to directors in stock (i.e., shares that were issued on a current basis and not deferred pursuant to the Plan). The Company issued all shares described in this paragraph pursuant to an exemption from registration under Section 4(2) 4(a)(2) of the Securities Act of 1933 due to the fact that the issuance of the shares was made on a private basis pursuant to the Plan.

1 unchanged paragraph

The Company issued all shares described in this paragraph pursuant to an exemption under Section 4(2) of the Securities Act of 1933 due to the fact that the issuance of the shares was made on a private basis pursuant to the DCP. On February 19, 2026, we issued a total of 61,748 shares to employees who elected to defer a portion of their annual incentive bonus into our common stock. In addition, shares were issued on the respective employees' last payroll dates in each month. During 2026 we issued 19,428 shares to employees who elected to defer a portion of their salaries into our common stock, which were as follows:

Total common stock shares issued

We maintain a Deferred Compensation Plan (the "DCP") which allows key employees to defer a portion of their salary and/or cash incentive compensation. Participants in the DCP may elect to invest the deferred amounts in certain investment alternatives, including our common stock. Also, under the DCP, if a key employee's ownership of our common stock is below certain targeted thresholds, the amount of deferral must be used to invest in shares of our common stock. All amounts deferred to the DCP that are invested in our common stock are invested at a price per share representing a 15% discount to the prevailing market price of our stock. In general, each employee receives a payout of his or her DCP account one year from the date her he or she terminates employment with the Company, unless termination of employment is due to retirement, death or change in control, in which case the employee or his or her beneficiary may receive the distribution earlier, subject to DCP provisions.

1 unchanged paragraph

The Company issued all shares described in this paragraph pursuant to an exemption under Section 4(a)(2) of the Securities Act of 1933 due to the fact that the issuance of the shares was made on a private basis pursuant to the DCP. On February 19, 2026, we issued a total of 61,748 shares to employees who elected to defer a portion of their annual incentive bonus into our common stock. In addition, shares were issued on the respective employees' last payroll dates in each month. During 2026 we issued 30,422 shares to employees who elected to defer a portion of their salaries into our common stock, which were as follows:

Total common stock shares issued

1 unchanged paragraph

March 29 - May 2, 2026

May 31 - June 27, 2026

June 28 - August 1, 2026

August 30 - September 26, 2026

Note: May July includes 2,191 769 shares tendered by certain employees of the Company (and repurchased by the Company) in order to satisfy their respective tax withholding obligations resulting from the vesting of restricted stock awards. The Company treats these share repurchases against its board-approved share repurchase authorizations described below.

3 unchanged paragraphs

(1) A total of 1,139,579 shares reported as repurchased between March 29, 2026 and May 30, 2026 in the table above were repurchased pursuant to the share repurchase authorization approved by our board on July 23, 2025 to repurchase up to $300 million worth of our common stock through July 31, 2026. On and effective as of May 29, 2026, our board authorized the repurchase of up to $300 million worth of shares of our common stock through the period ending April 30, 2027. This authorization supersedes and replaces any prior authorization. The balance of shares reported for the period from May 31, 2026, through June 27, 2026 were purchased pursuant to the new share authorization.

(4) Approximate dollar value of shares that may yet be purchased under the plans or programs (in thousands).

On and effective May 29, 2026, our board authorized the repurchase of up to $300 million worth of shares of our common stock through the period ending April 30, 2027. The authorization supersedes and replaces prior authorizations.

Other information 1 change

During the quarter ended June 27, September 26, 2026, no director or officer adopted , modified, or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

1 unchanged paragraph