dorm-20260328

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________

FORM 10-Q

_____________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 28, 2026


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 0-18914

_____________________

Dorman Products, Inc.

(Exact name of registrant as specified in its charter)

_____________________


Pennsylvania						23-2078856
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

3400 East Walnut Street, Colmar, Pennsylvania						18915
(Address of principal executive offices)						(Zip Code)

(215) 997-1800

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

DORM

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). x Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	x	Accelerated filer	o

Non-accelerated filer	o	Smaller reporting company	o

		Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o Yes x No

As of April 29, 2026, the registrant had 29,882,789 shares of common stock, par value $0.01 per share, outstanding.


		Page
PART I — FINANCIAL INFORMATION

ITEM 1.	Financial Statements (unaudited)

	Condensed Consolidated Statements of Operations and Comprehensive Income	3

	Condensed Consolidated Balance Sheets	4

	Condensed Consolidated Statements of Shareholders’ Equity	5

	Condensed Consolidated Statements of Cash Flows	6

	Notes to Condensed Consolidated Financial Statements	7

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	22

ITEM 4.	Controls and Procedures	23

PART II — OTHER INFORMATION

ITEM 1.	Legal Proceedings	24

ITEM 1A.	Risk Factors	24

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24

ITEM 3.	Defaults Upon Senior Securities	24

ITEM 4.	Mine Safety Disclosures	24

ITEM 5.	Other Information	24

ITEM 6.	Exhibits	25

Exhibit Index		25

Signatures		26


	Three Months Ended
(in thousands, except per share data)	March 28, 2026		March 29, 2025
Net sales	$	528,770	$	507,692
Cost of goods sold	338,615		299,984
Gross profit	190,155		207,708
Selling, general, and administrative expenses	131,372		127,634
Income from operations	58,783		80,074
Interest expense, net	5,807		7,358
Other income, net	(3,246)		(1,361)
Income before income taxes	56,222		74,077
Provision for income taxes	12,671		16,572
Net income	$	43,551	$	57,505
Other comprehensive income:
Change in foreign currency translation adjustment	(398)		222
Comprehensive Income	$	43,153	$	57,727

Earnings per share:
Basic	$	1.44	$	1.88
Diluted	$	1.43	$	1.87
Weighted average shares outstanding:
Basic	30,226		30,576
Diluted	30,423		30,810


(in thousands, except for share data)	March 28, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	43,056	$	49,436
Accounts receivable, less allowance for doubtful accounts of $1,879 and $1,948	503,026		479,252
Inventories	902,422		959,019
Prepaids and other current assets	26,896		33,819
Total current assets	1,475,400		1,521,526
Property, plant, and equipment, net	166,621		168,777
Operating lease right-of-use assets	110,155		112,805
Goodwill	387,334		387,334
Intangible assets, net	251,785		257,079

Other assets	43,836		45,557
Total assets	$	2,435,131	$	2,493,078
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable	$	133,549	$	185,125
Accrued compensation	17,577		30,756
Accrued customer rebates and returns	184,966		197,398
Revolving credit facility	15,000		—
Current portion of long-term debt	37,500		37,500
Other accrued liabilities	59,533		42,048
Total current liabilities	448,125		492,827
Long-term debt	402,512		402,413
Long-term operating lease liabilities	93,226		96,568
Deferred tax liabilities	3,868		3,977
Other long-term liabilities	20,697		20,218
Commitments and contingencies (Note 7)
Shareholders’ equity:
Common stock, $0.01 par value; 50,000,000 shares authorized; 30,031,601 and 30,391,955 shares issued and outstanding in 2026 and 2025, respectively	300		304
Additional paid-in capital	134,230		137,109
Retained earnings	1,337,092		1,344,183
Accumulated other comprehensive loss	(4,919)		(4,521)
Total shareholders’ equity	1,466,703		1,477,075
Total liabilities and shareholders' equity	$	2,435,131	$	2,493,078


	Three Months Ended March 28, 2026
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total
(in thousands, except share data)	Shares Issued	Par Value
Balance at December 31, 2025	30,391,955	$	304	$	137,109	$	1,344,183	$	(4,521)	$	1,477,075
Exercise of stock options	—	—		—		—		—		—
Compensation cost under incentive stock plans	—	—		4,087		—		—		4,087
Purchase and cancellation of common stock	(435,174)	(4)		(784)		(50,642)		—		(51,430)
Issuance of non-vested stock, net of cancellations	125,922	1		(1)		—		—		—
Other stock-related activity	(51,102)	(1)		(6,181)		—		—		(6,182)
Other comprehensive loss	—	—		—		—		(398)		(398)
Net income	—	—		—		43,551		—		43,551
Balance at March 28, 2026	30,031,601	$	300	$	134,230	$	1,337,092	$	(4,919)	$	1,466,703

	Three Months Ended March 29, 2025
	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total
(in thousands, except share data)	Shares Issued	Par Value
Balance at December 31, 2024	30,565,855	$	306	$	119,077	$	1,180,862	$	(6,775)	$	1,293,470
Exercise of stock options	3,840	—		372		—		—		372
Compensation cost under incentive stock plans	—	—		3,613		—		—		3,613
Purchase and cancellation of common stock	(95,870)	(1)		(173)		(11,906)		—		(12,080)
Issuance of non-vested stock, net of cancellations	109,461	1		(1)		—		—		—
Other stock-related activity	(43,952)	—		(5,698)		—		—		(5,698)
Other comprehensive loss	—	—		—		—		222		222
Net income	—	—		—		57,505		—		57,505
Balance at March 29, 2025	30,539,334	$	306	$	117,190	$	1,226,461	$	(6,553)	$	1,337,404


	Three Months Ended
(in thousands)	March 28, 2026		March 29, 2025
Cash Flows from Operating Activities:
Net income	$	43,551	$	57,505
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	13,998		13,843

Provision for doubtful accounts	(65)		314
Provision for deferred income taxes	(79)		(46)
Provision for stock-based compensation	4,087		3,613
Changes in assets and liabilities:
Accounts receivable	(23,770)		18,410
Inventories	56,388		(26,539)
Prepaids and other current assets	7,274		5,635
Other assets	(42)		(3,275)
Accounts payable	(49,987)		(11,264)
Accrued customer rebates and returns	(12,426)		(971)
Accrued compensation and other liabilities	4,830		(5,988)
Cash provided by operating activities	43,759		51,237
Cash Flows from Investing Activities:

Property, plant, and equipment additions	(8,449)		(10,985)
Cash used in investing activities	(8,449)		(10,985)
Cash Flows from Financing Activities:
Proceeds from revolving credit line	15,000		—
Payments of revolving credit line	—		(13,960)


Payments of long-term debt	—		(6,250)

Proceeds from exercise of stock options	—		372
Purchase and cancellation of common stock	(50,505)		(11,274)
Other stock-related activity	(6,182)		(5,698)
Cash used in financing activities	(41,687)		(36,810)
Effect of exchange rate changes on Cash and Cash Equivalents	(3)		33
Net (Decrease) Increase in Cash and Cash Equivalents	(6,380)		3,475
Cash and Cash Equivalents, Beginning of Period	49,436		57,137
Cash and Cash Equivalents, End of Period	$	43,056	$	60,612
Supplemental Cash Flow Information
Cash paid for interest expense	$	3,581	$	4,581
Cash paid for income taxes	$	1,601	$	523


	March 28, 2026						December 31, 2025
Intangible assets subject to amortization	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
(in thousands)
Customer relationships	$	173,984	$	(54,188)	$	119,796	$	173,984	$	(51,741)	$	122,243
Trade names	67,690		(20,149)		47,541		67,690		(19,119)		48,571
Product portfolio	107,800		(24,890)		82,910		107,800		(23,215)		84,585
Technology	2,167		(1,629)		538		2,167		(1,567)		600
Patents and other	2,475		(1,475)		1,000		2,475		(1,395)		1,080
Total	$	354,116	$	(102,331)	$	251,785	$	354,116	$	(97,037)	$	257,079


	For the Three Months ended March 28, 2026
(in thousands)	Light Duty		Heavy Duty		Specialty Vehicle		Total
Net sales	$	423,739	$	57,813	$	47,218	$	528,770
Cost of goods sold	269,536		43,220		25,859		338,615
Factoring expense	12,708		—		—		12,708
Other segment expenses	81,834		14,145		17,269		113,248
Segment income from operations	$	59,661	$	448	$	4,090	$	64,199

	For the Three Months ended March 29, 2025
(in thousands)	Light Duty		Heavy Duty		Specialty Vehicle		Total
Net sales	$	408,856	$	51,680	$	47,156	$	507,692
Cost of goods sold	236,999		38,477		24,508		299,984
Factoring expense	14,588		—		—		14,588
Other segment expenses	75,776		13,366		17,827		106,969
Segment income (loss) from operations	$	81,493	$	(163)	$	4,821	$	86,151


	For the Three Months Ended
(in thousands)	March 28, 2026		March 29, 2025
Segment income from operations	$	64,199	$	86,151
Acquisition-related intangible assets amortization	(5,174)		(5,471)
Acquisition-related transaction and other costs	(242)		(492)

Pretax reduction in workforce costs	—		(114)

Interest expense, net	(5,807)		(7,358)
Other income, net	3,246		1,361
Consolidated income before income taxes	$	56,222	$	74,077


	Shares	Weighted Average Fair Value
Balance at December 31, 2025	324,125	$	117.70
Granted	183,581	$	117.92
Vested	(125,922)	$	107.42
Canceled	(6,661)	$	121.34
Balance at March 28, 2026	375,123	$	121.19


	Shares	Weighted Average Price		Weighted Average Remaining Term (years)	Aggregate Intrinsic Value (in thousands)
Balance at December 31, 2025	191,677	$	88.44

Canceled	(703)	$	91.28
Exercised	—	$	—
Balance at March 28, 2026	190,974	$	88.43	3.3	$	3,095
Exercisable at March 28, 2026	174,970	$	88.17	3.2	$	2,882


(in thousands)	March 28, 2026		December 31, 2025
Raw materials	$	34,774	$	36,698
Bulk product	247,318		287,653
Finished product	609,141		622,029
Packaging materials	11,189		12,639
Total	$	902,422	$	959,019


Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (1)
January 1, 2026, through January 24, 2026	92,500	$	126.20	92,500	$	447,690,934
January 25, 2026, through February 21, 2026	124,307	$	127.55	124,307	$	431,835,719
February 22, 2026, through March 28, 2026	218,367	$	109.46	218,367	$	407,934,260
Total	435,174			435,174	$	407,934,260


/s/ Kevin M. Olsen
Kevin M. Olsen
President and Chief Executive Officer
(principal executive officer)


/s/ Charles W. Rayfield
Charles W. Rayfield
Senior Vice President,
Chief Financial Officer and Treasurer
(principal financial officer)


	Three Months Ended
		March 29, 2025
Shares repurchased and canceled		2,070
Total cost of shares repurchased and canceled (in thousands)		$	261
Average price per share		$	126.08


	Three Months Ended*
(in thousands, except percentage data)	March 28, 2026				March 29, 2025
Net sales	$	528,770	100.0	%	$	507,692	100.0	%
Cost of goods sold	338,615		64.0	%	299,984		59.1	%
Gross profit	190,155		36.0	%	207,708		40.9	%
Selling, general, and administrative expenses	131,372		24.8	%	127,634		25.1	%
Income from operations	58,783		11.1	%	80,074		15.8	%
Interest expense, net	5,807		1.1	%	7,358		1.4	%
Other income, net	(3,246)		(0.6)	%	(1,361)		(0.3)	%
Income before income taxes	56,222		10.6	%	74,077		14.6	%
Provision for income taxes	12,671		2.4	%	16,572		3.3	%
Net income	$	43,551	8.2	%	$	57,505	11.3	%


31.1			Certification of Chief Executive Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *

31.2			Certification of Chief Financial Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *

32			Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished with this report). **

101			The following financial statements from the Dorman Products, Inc. Quarterly Report on Form 10-Q as of and for the quarter ended March 28, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statements of Operations and Comprehensive Income; (ii) the Condensed Consolidated Balance Sheets; (iii) Condensed Consolidated Statements of Shareholders’ Equity; (iv) the Condensed Consolidated Statements of Cash Flows and (v) the Notes to Condensed Consolidated Financial Statements.

104			The cover page from the Company’s Quarterly Report on Form 10-Q as of and for the quarter ended March 28, 2026, formatted in Inline XBRL (included as Exhibit 101).

SEC Form 10-Q filed by Dorman Products Inc.