q-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2026

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

Commission file number: 001-42619

QNITY ELECTRONICS, INC.

(Exact name of registrant as specified in its charter)

Delaware

33-3002745

State or other jurisdiction of incorporation or organization

(I.R.S. Employer Identification No.)

974 Centre Road

Building 735

Wilmington

Delaware

19805

(Address of Principal Executive Offices)

(Zip Code)

(302) 294-4651

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, 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	Q	New York Stock Exchange

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.

☑ Yes ¨ 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).

☑ Yes ¨ 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

Accelerated filer

Non-accelerated filer

☑

Smaller reporting company

☐

Emerging growth company

☐

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. ¨

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

The registrant had 209,339,207 shares of common stock, $0.01 par value, outstanding at May 8, 2026.

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Qnity Electronics, Inc.

QUARTERLY REPORT ON FORM 10-Q

For the quarterly period ended March 31, 2026

TABLE OF CONTENTS


		PAGE
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS		4

PART I - FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements (Unaudited)
	Consolidated Statements of Operations	6
	Consolidated Statements of Comprehensive Income (Loss)	7
	Condensed Consolidated Balance Sheets	8
	Consolidated Statements of Cash Flows	9
	Consolidated Statements of Changes in Equity	10
	Notes to the Consolidated Financial Statements (Unaudited)	11

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
	Overview	27
	Results of Operations	29
	Segment Results	31
	Changes in Financial Condition	33


Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	35

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36
Item 3.	Defaults Upon Senior Securities	36
Item 4.	Mine Safety Disclosures	36
Item 5.	Other Information	37
Item 6.	Exhibits	37

SIGNATURES		38

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Qnity Electronics, Inc.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding future events and the future results of Qnity Electronics, Inc. (“Qnity” or the “Company”) and its subsidiaries (collectively, “we,” “us,” and “our”). In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect”, “anticipate”, “intend”, “plan”, “believe”, “seek”, “see”, “will”, “would”, “target”, “outlook”, “stabilization”, “confident”, “preliminary”, “initial”, “continue”, “may”, “could”, “project”, “estimate”, “forecast” and similar expressions and variations or negatives of these words, among others, as well as other words or expressions referencing future events, conditions or circumstances. All statements, other than statements of historical fact, are forward-looking statements, including statements that describe or relate to Qnity’s plans, goals, intentions, strategies, financial estimates, and statements that do not relate to historical or current fact. Forward-looking statements are based on our current beliefs, expectations and assumptions, which may not prove to be accurate, and involve a number of known and unknown risks and uncertainties, many of which are out of Qnity’s control, that could cause actual results to differ materially from those expressed in any forward-looking statements.

Forward-looking statements are not guarantees of future performance. Some of the important factors that could cause Qnity’s actual outcomes and results to differ materially from those projected in any such forward-looking statements include, but are not limited to: the competitive environment in which we operate; the risks from our international operations, including trade restrictions and sanctions laws; our ability to comply with complex and increasing legal and regulatory requirements; interruptions in the operations of our manufacturing facilities; volatility in cost of inputs, including energy and raw materials; our ability to attract and retain talented people; reliance on key customers and suppliers; failure to protect our intellectual property or allegations that we have infringed the intellectual property of others; cybersecurity and privacy considerations; legal proceedings and investigatory risks; the ability to realize the intended benefits of the Separation and the Distribution (as defined herein), including achievement of the anticipated synergies and operational efficiencies in connection with the Separation and completed and future, if any, divestitures, mergers, acquisitions, and other portfolio management, productivity and infrastructure actions; contractual allocation from DuPont de Nemours, Inc. (“DuPont”) of certain liabilities; the possibility of disputes, litigation or unanticipated costs in connection with the Separation and the Distribution and other risk factors set forth under "Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Quarterly Report and the other risk factors set forth under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025 (the "Annual Report"), filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2026, as well as in our press releases and other filings with the SEC. Qnity may not actually achieve the plans, intentions or expectations disclosed in its forward-looking statements. New risk factors emerge from time to time and it is not possible to predict all such risk factors, nor can Qnity assess the impact of all such risk factors on its business or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statements.

For the reasons described above, Qnity cautions you against relying on any forward-looking statements, which should also be read in conjunction with this Quarterly Report and the documents referenced within this Quarterly Report and the other cautionary statements that are included elsewhere in this Quarterly Report and in Qnity’s public filings, including under “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements reflect Qnity’s beliefs and opinions on the relevant subject. These statements are based upon information available to Qnity as of the date of this Quarterly Report, and while Qnity believes such information forms a reasonable basis for such statements, such information may be limited or incomplete, and statements should not be read to indicate that Qnity has conducted an exhaustive inquiry into, or review of, all potentially available relevant information. All forward-looking statements attributable to Qnity or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements. Qnity does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

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Trademarks

All trademarks, service marks or registered trademarks referred to in this Quarterly Report are trademarks, service marks or registered trademarks of affiliates of the Company. Solely for convenience, the trademarks in this Quarterly Report are referred to without TM, SM or ® symbols, but such references should not be construed as any indicator that the Company or, to the extent applicable, their respective owners, will not assert, to the fullest extent under applicable law, the Company’s or their rights thereto. We do not intend the use or display of other companies’ trademarks to imply a relationship with, or endorsement or sponsorship of us by, any other companies.

Website and Social Media Disclosure

The Company may use its website and/or social media outlets, such as LinkedIn and WeChat, as distribution channels of material company information. Financial and other important information regarding the Company is routinely posted on and accessible through the Company’s website at https://ir.qnityelectronics.com, its LinkedIn page at https://linkedin.com/company/qnityelectronics and its WeChat account at https://mp.weixin.qq.com/s/JV7BeMMNyLIpCmoI5oczRA. In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the “Email Alerts” section under the “Resources” section at https://ir.qnityelectronics.com.

The contents of the Company’s website, including those referenced above and elsewhere in this report, are not intended to be incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document Qnity has or in the future may file, or furnish to, with the SEC, and any references to the Company’s websites are intended to be inactive textual references only.

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Qnity Electronics, Inc.

Consolidated Statements of Operations (Unaudited)


	Three Months Ended March 31,
In millions, except per share amounts	2026		2025
Net sales	$	1,315	$	1,118
Cost of sales	697		587
Research and development expenses	94		84
Selling, general and administrative expenses	173		140
Amortization of intangibles	52		55


Transformation, integration and other charges (Note 4)	28		17
Equity in earnings of nonconsolidated affiliates	13		9
Interest expense	61		—
Other income (expense) - net	(5)		2
Income before income taxes	$	218	$	246
Provision for income taxes	56		47


Net income	$	162	$	199
Net income attributable to noncontrolling interests	11		6
Net income available for Qnity common stockholders	$	151	$	193


Per common share data:
Earnings per common share - basic	$	0.72	$	0.92


Earnings per common share - diluted	$	0.72	$	0.92

Weighted-average common shares outstanding - basic	209.7		209.4
Weighted-average common shares outstanding - diluted	210.3		209.4

See Notes to the Consolidated Financial Statements.

Qnity Electronics, Inc.

Consolidated Statements of Comprehensive Income (Unaudited)


	Three Months Ended March 31,
In millions	2026		2025
Net income	$	162	$	199
Other comprehensive (loss) income, net of tax

Cumulative translation adjustments	(52)		56
Pension benefit plans	(1)		(2)


Total other comprehensive (loss) income	$	(53)	$	54
Comprehensive income	$	109	$	253
Comprehensive income attributable to noncontrolling interests, net of tax	9		9
Comprehensive income attributable to Qnity	$	100	$	244

See Notes to the Consolidated Financial Statements.

Qnity Electronics, Inc.

Condensed Consolidated Balance Sheets (Unaudited)


In millions	March 31, 2026		December 31, 2025
Assets
Current Assets
Cash and cash equivalents	$	857	$	915


Accounts and notes receivable - net	1,039		992
Inventories - net	696		661
Prepaid and other current assets	90		70


Total current assets	$	2,682	$	2,638
Property, plant and equipment - net of accumulated depreciation (March 31, 2026 - 1,478; December 31, 2025 - 1,450)	1,692		1,701
Other Assets
Goodwill	7,514		7,522
Other intangible assets	1,061		1,111

Investments and noncurrent receivables	417		402
Deferred income tax assets	40		42
Deferred charges and other assets	657		654
Total other assets	$	9,689	$	9,731
Total Assets	$	14,063	$	14,070
Liabilities and Equity
Current Liabilities
Short-term borrowings	$	23	$	24
Accounts payable	699		680
Income taxes payable	162		150
Accrued and other current liabilities	379		502


Total current liabilities	$	1,263	$	1,356
Long-Term Debt	4,000		4,003
Other Noncurrent Liabilities
Deferred income tax liabilities	259		273
Pensions and other post-employment benefits - noncurrent	80		80
Other noncurrent obligations	1,000		992
Total other noncurrent liabilities	$	1,339	$	1,345
Total Liabilities	$	6,602	$	6,704
Commitments and contingent liabilities (Note 13)
Stockholders' Equity
Common stock (authorized 1,666,666,667 shares of $0.01 par value each; issued 2026: 209,440,670 shares; 2025: 209,479,173 shares)	2		2
Preferred stock (authorized 1 share of $1.50 million par value each; issued 2026: 1 share; 2025: 1 share	2		2
Additional paid-in capital	7,276		7,286
Retained earnings	170		18
Accumulated other comprehensive loss	(264)		(213)
Total Qnity equity	$	7,186	$	7,095
Noncontrolling interests	275		271
Total equity	$	7,461	$	7,366
Total Liabilities and Equity	$	14,063	$	14,070

See Notes to the Consolidated Financial Statements.

Qnity Electronics, Inc.

Consolidated Statements of Cash Flows (Unaudited)


	Three Months Ended March 31,
In millions	2026		2025
Operating Activities
Net income	$	162	$	199


Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property, plant and equipment	46		39
Amortization of definite-lived intangible assets	52		55
Stock-based compensation	10		4
Credit for deferred income tax and other tax related items	(1)		(9)

Restructuring and asset related charges - net	(1)		17
Net periodic pension benefit cost	1		1
Periodic benefit plan contributions	(1)		(1)
Earnings of nonconsolidated affiliates less dividends received	(13)		(9)


Other net loss	9		—
Changes in assets and liabilities:
Accounts and notes receivable	(51)		(4)
Inventories	(42)		(35)
Other assets	(11)		1
Accounts payable	72		41
Accrued and other current liabilities	(120)		(67)
Other noncurrent liabilities	15		3
Income tax liabilities	8		(28)
Cash provided by operating activities	$	135	$	207
Investing Activities
Capital expenditures	(122)		(104)




Other investing activities, net	(1)		—
Cash used for investing activities	$	(123)	$	(104)
Financing Activities
Repayments on long-term debt	(6)		—




Repurchases of common stock	(25)		—

Employee taxes paid for share-based payment arrangements	(5)		—
Distributions to noncontrolling interests	(6)		(5)
Dividends paid to stockholders	(17)		—


Net transfers to Parent	—		(104)


Cash used for financing activities	$	(59)	$	(109)





Effect of exchange rate changes on cash and cash equivalents	(11)		2
Decrease in cash and cash equivalents	$	(58)	$	(4)


Cash and cash equivalents at beginning of period	$	915	$	166


Cash and cash equivalents at end of period	$	857	$	162

See Notes to the Consolidated Financial Statements.

Qnity Electronics, Inc.

Consolidated Statements of Changes in Equity (Unaudited)

For the three months ended March 31, 2026 and 2025


In millions	Common Stock		Preferred Stock		Additional Paid-in Capital		Retained Earnings		Parent Company Net Investment		Accumulated Other Comp (Loss) Income		Non-controlling Interests		Total Equity
Balance at December 31, 2024	$	—	$	—	$	—	$	—	$	11,058	$	(414)	$	252	$	10,896
Net income	—		—		—		—		193		—		6		199
Other comprehensive income	—		—		—		—		—		51		3		54
Distributions to noncontrolling interests	—		—		—		—		—		—		(5)		(5)
Net transfers to Parent	—		—		—		—		(105)		—		—		(105)
Balance at March 31, 2025	$	—	$	—	$	—	$	—	$	11,146	$	(363)	$	256	$	11,039

Balance at December 31, 2025	$	2	$	2	$	7,286	$	18	$	—	$	(213)	$	271	$	7,366
Net income	—		—		—		151		—		—		11		162
Other comprehensive loss	—		—		—		—		—		(51)		(2)		(53)


Stock-based compensation	—		—		5		—		—		—		—		5
Distributions to noncontrolling interests	—		—		—		—		—		—		(6)		(6)
Common stock repurchased	—		—		(25)		—		—		—		—		(25)




Separation-related adjustments	—		—		10		—		—		—		—		10
Other	—		—		—		1		—		—		1		2
Balance at March 31, 2026	$	2	$	2	$	7,276	$	170	$	—	$	(264)	$	275	$	7,461

See Notes to the Consolidated Financial Statements.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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Note		Page
1	Basis of Presentation	12
2	Recent Accounting Guidance	12


3	Revenue	13
4	Transformation, Integration and Other Charges	14
5	Relationship with DuPont	15
6	Supplementary Information	16
7	Income Taxes	17

SEC Form 10-Q filed by Qnity Electronics Inc.