STOCK TITAN

Record Q1 for Karman (NYSE: KRMN) with 51% revenue surge and higher 2026 guide

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Karman Holdings Inc. reported a record first quarter of fiscal 2026, with revenue of $151.2 million, up 51.0% year over year, driven by growth across all end markets, including the introduction of Maritime Defense Systems. Net income was $7.8 million, or $0.06 per diluted share, compared with a net loss of $4.8 million, or $(0.04), a year earlier.

Non-GAAP adjusted EBITDA reached a record $44.8 million, up 47.7%, for a 29.6% margin. Backlog was $1.0 billion, up 61% versus the prior year’s first quarter. The company raised its full-year 2026 outlook to $720–$735 million in revenue and $208.5–$219.5 million in adjusted EBITDA, reflecting expected revenue growth of 54% and adjusted EBITDA growth of 47%.

Positive

  • Return to profitability with strong growth: Q1 2026 revenue rose 51.0% year over year to $151.2 million, and net income improved from a $4.8 million loss to $7.8 million profit, with adjusted EBITDA up 47.7% to $44.8 million.
  • Robust backlog and raised guidance: Backlog reached $1.0 billion, up 61% from the prior-year quarter, and management increased 2026 guidance to $720–$735 million in revenue and $208.5–$219.5 million in adjusted EBITDA, signaling confidence in sustained growth.

Negative

  • Higher leverage and interest burden: Long-term notes payable rose to $752.2 million from $495.3 million, and quarterly net interest expense was $12.6 million, which may constrain flexibility if growth or margins weaken.

Insights

Record growth, return to profitability, and higher 2026 guidance make this quarter meaningfully positive.

Karman delivered strong operating momentum in Q1 2026. Revenue rose from $100.1M to $151.2M, a 51.0% increase, while net income swung from a $4.8M loss to a $7.8M profit. All reported end markets grew, including new Maritime Defense Systems contributions.

Profitability improved on both a GAAP and non-GAAP basis. Adjusted EBITDA climbed to $44.8M, up 47.7%, with a 29.6% margin. Backlog reached $1.0B, up 61%, suggesting solid revenue visibility. The balance sheet shows higher cash of $73.8M, alongside increased long-term notes payable of $752.2M.

Management raised full-year 2026 guidance to $720–$735M of revenue and $208.5–$219.5M of adjusted EBITDA, implying 54% revenue and 47% adjusted EBITDA growth. Subsequent filings may provide more detail on contract wins, integration of recent acquisitions, and how higher leverage supports growth versus interest expense trends.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q1 2026 Revenue $151.2 million Three months ended March 31, 2026; up 51.0% year over year
Q1 2026 Net Income $7.8 million Versus $4.8 million net loss in Q1 2025
Q1 2026 Adjusted EBITDA $44.8 million Non-GAAP; up 47.7% year over year; 29.6% margin
Backlog $1.0 billion As of March 31, 2026; up 61% vs Q1 2025
2026 Revenue Guidance $720–$735 million Full-year 2026 outlook; implies 54% revenue growth
2026 Adjusted EBITDA Guidance $208.5–$219.5 million Full-year 2026 non-GAAP outlook; implies 47% growth
Long-term Notes Payable $752.2 million March 31, 2026; up from $495.3 million at December 31, 2025
Cash and Cash Equivalents $73.8 million As of March 31, 2026; up from $34.0 million at year-end 2025
Adjusted EBITDA financial
"Delivered record quarterly non-GAAP adjusted EBITDA of $44.8 million, a 47.7% year over year increase"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted EPS financial
"Adjusted EPS represents GAAP net income (loss) per fully diluted share, excluding transaction related expenses"
Adjusted earnings per share (adjusted eps) is a measure of a company's profit per share that has been modified to exclude certain one-time or unusual items, such as costs from restructuring or asset sales. It provides a clearer picture of the company’s core performance by removing events that may distort the usual earnings. Investors use adjusted eps to better understand a company's ongoing profitability and compare it more accurately over time.
backlog financial
"Achieved record backlog of $1.0 billion at the end of the first quarter of 2026, up 61%"
A backlog is the amount of work or orders that a company has received but hasn't completed yet. It’s like a restaurant with many dishes to serve; the backlog shows how many orders are still waiting to be finished. It matters because a large backlog can indicate strong demand or potential delays in delivering products or services.
non-GAAP financial
"We present in this press release certain financial information based on our Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted Earnings Per Share (Adjusted EPS). We believe the non-GAAP financial measures will help investors"
Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.
compound annual growth rate financial
"Revenue (in $millions) 28% Compound Annual Growth Rate 2022 - 2025"
The compound annual growth rate (CAGR) shows how much an investment or value has grown, on average, each year over a specific period. It considers the effect of growth that compounds or builds upon itself, similar to how interest accumulates in a savings account. Investors use CAGR to compare different investments’ long-term performance and to understand how steady or consistent their growth has been over time.
revolving credit facility financial
"Upsized the revolving credit facility from $50 million to $150 million in March 2026"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
Revenue $151.2 million +51.0% year over year
Net income $7.8 million vs. $4.8 million net loss prior-year quarter
Adjusted EBITDA $44.8 million +47.7% year over year
Adjusted EPS $0.11 vs. $0.05 prior-year quarter
Guidance

For full-year 2026, Karman expects total revenue of $720–$735 million and non-GAAP adjusted EBITDA of $208.5–$219.5 million, reflecting targeted 54% revenue growth and 47% adjusted EBITDA growth.

0002040127falseKarman Holdings Inc.00020401272026-05-122026-05-12

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 12, 2026

 

 

KARMAN HOLDINGS INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-42520

85-2660232

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

5351 Argosy Avenue

 

Huntington Beach, California

 

92649

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (714) 898-9951

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.001 Par Value

 

KRMN

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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.

 


Item 2.02 Results of Operations and Financial Condition.

On May 12, 2026, Karman Holdings Inc. (the “Company”) issued a press release announcing its financial results for the first quarter fiscal year ended March 31 2026 (the “Press Release”) and issued earnings highlights for the first quarter fiscal year ended March 31 2026 (the “Earnings Highlights”). Copies of the Press Release and Earnings Highlights are attached as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K (the “Report”) and are incorporated by reference in this Item 2.02.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 of this Report, including Exhibits 99.1 and 99.2, are being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are furnished as part of this report:

Exhibit Number

Description

99.1

Press Release issued by Karman Holdings Inc., dated May 12, 2026

99.2

First Quarter Fiscal Year 2026 Earnings Highlights, dated May 12, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Karman Holdings Inc.

 

 

 

 

Date:

May 12, 2026

By:

/s/Mike Willis

 

 

 

Mike Willis
Chief Financial Officer

 


img170175261_0.jpg

 

Ex. 99.1

Karman Space & Defense Reports First Quarter Fiscal Year 2026 Financial Results

HUNTINGTON BEACH, Calif., May 12, 2026 – Karman Space & Defense (“Karman”, “Karman Holdings, Inc.” or “the Company”) (NYSE: KRMN), a leader in the rapid design, development and production of critical, next-generation system solutions that align with the U.S. Department of War’s core mission priorities and the nation’s accelerating demand for access to space, today reported first quarter fiscal year 2026 financial results.

First Quarter Fiscal Year 2026 and subsequent highlights

Produced record quarterly revenue of $151.2 million, up 51.0% year over year
Generated record quarterly net income of $7.8 million and earnings per fully diluted share of $0.06, compared to a net loss of $4.8 million and loss per fully diluted share of $0.04 in the prior-year quarter
Delivered record quarterly non-GAAP adjusted EBITDA of $44.8 million, a 47.7% year over year increase, and non-GAAP adjusted earnings per fully diluted share of $0.11, more than double that of the prior year
Achieved record backlog of $1.0 billion at the end of the first quarter of 2026, up 61% compared to the end of the first quarter of 2025
Acquired Seemann Composites and MSC in January 2026 to expand maritime defense market access and deepen capabilities in composites and resin systems
Upsized the revolving credit facility from $50 million to $150 million in March 2026
Raising 2026 outlook to $720 to $735 million in revenue and $208.5 to $219.5 million in adjusted EBITDA

“We achieved another quarter of record financial results, with revenue up 51 percent year-over-year and adjusted EBITDA growing nearly 50 percent. Space and Launch led growth across all end markets, expanding 29 percent, and we introduced our new Maritime Defense Systems end market,” said Jon Rambeau, chief executive officer of Karman Space & Defense. “We have excellent visibility into our full fiscal year 2026 revenue outlook, with first quarter revenue and backlog expected to convert to revenue this year representing 90% of our increased full-year guidance. We are confident in reaching our full-year targets of 54% revenue growth and 47% adjusted EBITDA growth.

“Record backlog of more than $1 billion at the end of the first quarter increased more than 60 percent year over year. Significant increases in 2027 Department of War funding requested for the procurement of capabilities such as SM-3, PAC-3, THAAD, PrSM, Unmanned Aircraft Systems, counter-UAS and submarines provide strong initial visibility into 2027 and beyond.

“We are seeing generational demand for our solutions unfolding in a rapidly expanding pipeline and substantially increased proposal volume, which we expect to translate into growing bookings later this year. As funding for our core defense programs accelerates and space launch activity increases, the commitments we are securing today provide a clear runway for continued momentum through 2027 and beyond,” Rambeau added.

 

First Quarter Fiscal Year 2026 Financial Results

 


 

 

 

 

Three Months Ended March 31,

 

 

 

(unaudited, in thousands, except percentage)

 

2026

 

 

2025

 

 

Year Over Year

Hypersonics and Strategic Missile Defense

 

$

35,688

 

 

$

30,056

 

 

up 18.7%

Space and Launch

 

 

43,854

 

 

 

33,871

 

 

up 29.5%

Tactical Missiles and Integrated Defense Systems

 

 

45,260

 

 

 

36,197

 

 

up 25.0%

Maritime Defense Systems1

 

 

26,408

 

 

 

 

 

*

Total Revenue

 

$

151,210

 

 

$

100,124

 

 

up 51.0%

 

 

 

 

 

 

 

 

 

1. Revenue in Maritime Defense Systems for the three months ended March 31, 2025 was previously included within other end markets.

* not a meaningful figure

The increase in total revenue reflects growth across all end-markets and our diversified portfolio of more than 80 customers and over 130 programs.

Growth in Hypersonics and Strategic Missile Defense revenue for the three months ended March 31, 2026 from the comparable period in the prior year, was primarily driven by increases in strategic programs.

Growth in Space and Launch revenue for the three months ended March 31, 2026 from the comparable periods in the prior year, was primarily driven by the timing of orders for critical content supporting both legacy and emerging launch providers and spacecraft.

Growth in Tactical Missiles and Integrated Defense Systems for the three months ended March 31, 2026 from the comparable period in the prior year, was primarily driven by demand associated with the continued adoption of advanced drone and loitering munitions technologies and an increase in production output for GMLRS.

Growth in Maritime Defense Systems for the three months ended March 31, 2026 from the comparable period in the prior year was primarily driven by the Seemann and MSC acquisition and associated submarine and LCAC programs.

Backlog

As of March 31, 2026, total backlog was $1.0 billion, which represents the total value or current estimated value of existing contracts, less amounts previously invoiced. Contract types include, but are not limited to, purchase orders, long term agreements and contractual authorizations to proceed.

Business Outlook for the Full Year 2026

For the full fiscal year 2026, the Company increases its expectations for total revenue to between $720 million and $735 million, and for non-GAAP Adjusted EBITDA to between $208.5 million and $219.5 million, excluding any future acquisitions.

Non-GAAP adjusted EBITDA is provided in the full year 2026 Outlook on a forward-looking basis. The Company does not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with GAAP, because to do so could be misleading and not practical given the difficulty of projecting event driven transactional and other non-core operating items in any future period. The magnitude of these items, however, may be significant.

The foregoing estimates are forward-looking and reflect management’s view of current and future market conditions, subject to certain risks and uncertainties, including certain assumptions with respect to our ability to efficiently and on a timely basis integrate acquisitions, obtain and retain contracts, react to changes in the timing and/or amount of government spending, changes in the demand for our products, activities of competitors, changes in the regulatory environment, and general economic and business conditions in the United States and elsewhere in the world. Investors are reminded that actual results may differ materially from these estimates and investors should review all risks related to achievement of the guidance reflected under “forward-looking statements” below and in the Company’s filings with the Securities and Exchange Commission.

Conference Call and Live Webcast

In conjunction with this release, Karman Space & Defense Inc. will host a conference call and live webcast today, Tuesday, May 12, 2026, at 1:30 pm Pacific Time. Hosting the call and webcast to review results for the first quarter of fiscal year 2026 will be Jon Rambeau, Chief Executive Officer; Mike Willis, Chief Financial Officer; Jonathan Beaudoin, Chief Operating Officer; and Steven Gitlin, Senior Vice President, Investor Relations and Corporate Communications.

2


 

 

Investors may dial into the call using the following telephone numbers: +1 (833) 461-5787 (U.S. toll free) or +1 (585) 542-9983 (U.S. local or international) entering Conference ID: 332112348. Please allow ten minutes prior to the start time to allow for registration.

Investors with Internet access may listen to the live audio webcast via the Investor Relations page of the Karman Space & Defense website, https://investors.karman-sd.com/overview/default.aspx. Please allow ten minutes prior to the call to download and install any necessary audio software. A replay of the audio webcast will be available for one year.

A supplemental investor presentation for the first quarter fiscal year 2026 may be accessed at https://investors.karman-sd.com/News--Events/events-and-presentations/default.aspx.

Audio Replay

An audio replay of the event will be archived on the Investor Relations section of the Company's website at https://investors.karman-sd.com.

About Karman Space & Defense

Karman Space & Defense is a leader in the rapid design, development and production of critical, next-generation system solutions that align with the U.S. Department of War’s core mission priorities and the nation’s accelerating demand for access to space. Building on nearly 50 years of success, we deliver Payload Protection Systems, Hydro/Aerodynamic Interstage Systems, and Propulsion & Launch Systems to more than 80 prime contractors supporting more than 130 space and defense programs. Karman is headquartered in Huntington Beach, CA, with multiple facilities across the United States. For more information, visit our website, www.karman-sd.com.

Non-GAAP Supplemental Information

We present in this press release certain financial information based on our Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted Earnings Per Share (Adjusted EPS). We believe the non-GAAP financial measures will help investors understand our financial condition and operating results and assess our future prospects. We believe these non-GAAP financial measures, each of which is discussed in greater detail below, are important supplemental measures because they exclude unusual or non-recurring items as well as non-cash items that are unrelated to or may not be indicative of our ongoing operating results. Further, when read in conjunction with our U.S. GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as a tool to help make financial, operational and planning decisions. We may use non-GAAP financial metrics in certain management compensation plans, debt covenants, internal budgetary decision making, and other resource allocation decisions. Finally, these measures are often used by analysts and other interested parties to evaluate companies in our industry by providing more comparable measures that are less affected by factors such as capital structure.

We recognize that these non-GAAP financial measures have limitations, including that they may be calculated differently by other companies or may be used under different circumstances or for different purposes, thereby affecting their comparability from company to company. In order to compensate for these and the other limitations discussed below, management does not consider these measures in isolation from or as alternatives to the comparable financial measures determined in accordance with U.S. GAAP. Readers should review the reconciliations below and should not rely on any single financial measure to evaluate our business.

We define these non-GAAP financial measures as:

EBITDA refers to net income before income taxes, depreciation and amortization and interest expense.

Adjusted EBITDA refers to EBITDA plus, as applicable for each period, adjustments for certain items management believes are not indicative of ongoing operations. Adjusted EBITDA excludes non-cash share-based compensation expenses. Additionally, Adjusted EBITDA excludes certain nonrecurring costs that management excludes in contemplation of budget decisions and are not costs of operating the business, such as entity wide re-branding initiatives or acquisition integration costs, and lender and administrative agent fees associated with one-off amendments. Lastly, Adjusted EBITDA excludes other non-recurring costs including gains or losses from disposition of assets, non-cash impairment losses, non-recurring transaction expenses and other charges or gains that the Company believes are not part of the ongoing operations of its business. The resulting expense or benefit from these other non-recurring costs is inconsistent in amount and frequency.

3


 

 

Adjusted EBITDA Margin - Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by revenue. Adjusted EBITDA and Adjusted EBITDA Margin are not measures calculated in accordance with U.S. GAAP, and they should not be considered an alternative to any financial measures that were calculated under U.S. GAAP.

Adjusted EBITDA and Adjusted EBITDA Margin are used to facilitate a comparison of the ordinary, ongoing and customary course of our operations on a consistent basis from period to period and provide an additional understanding of factors and trends affecting our business. Adjusted EBITDA and Adjusted EBITDA Margin are driven by changes in volume, performance, contract mix and general and administrative expenses and investment levels. Performance, as used in this definition, refers to changes in profitability and is primarily based on adjustments to estimates at completion on individual contracts. These adjustments result from increases or decreases to the estimated value of the contract, the estimated costs to complete the contract, or both. These measures therefore assist management and our board and may be useful to investors in comparing our operating performance consistently over time as they remove the impact of our capital structure, asset base and items outside the control of the management team and expenses that do not relate to our core operations. Adjusted EBITDA and Adjusted EBITDA Margin may not be comparable to similarly titled non-GAAP measures used by other companies as other companies may have calculated the measures differently.

Adjusted EPS represents GAAP net income (loss) per fully diluted share, excluding transaction related expenses, integration expenses and non-recurring costs, lender and administrative agent fees, share-based compensation and other non-recurring costs as they are not representative of our operating performance.

Forward-Looking Statements

This announcement may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We intend all forward-looking statements to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally can be identified by the fact that they do not relate strictly to historical or current facts and by the use of forward-looking words such as “expect,” “expectation,” “believe,” “anticipate,” “may,” “could,” “intend,” “belief,” “plan,” “estimate,” “target,” “predict,” “likely,” “seek,” “project,” “model,” “ongoing,” “will,” “should,” “forecast,” “outlook” or similar terminology. These statements are based on and reflect our current expectations, estimates, assumptions and/ or projections, our perception of historical trends and current conditions, as well as other factors that we believe are appropriate and reasonable under the circumstances. Forward-looking statements are neither predictions nor guarantees of future events, circumstances or performance and are inherently subject to known and unknown risks, uncertainties and assumptions that could cause our actual results to differ materially from those indicated by those statements. There can be no assurance that our expectations, estimates, assumptions and/or projections, including with respect to the future earnings and performance or capital structure of Karman, will prove to be correct or that any of our expectations, estimates or projections will be achieved.

Numerous factors could cause our actual results and events to differ materially from those expressed or implied by forward-looking statements, including, without limitation, that a significant portion of our revenue is generated from contracts with the United States military and U.S. military spending is dependent upon the U.S. defense budget; U.S. government contracts are subject to a competitive bidding process that can consume significant resources without generating any revenue; our business and operations expose us to numerous legal and regulatory requirements, and any violation of these requirements could materially adversely affect our business, results of operations, prospects and financial condition; our inability to adequately enforce and protect our intellectual property or defend against assertions of infringement could prevent or restrict our ability to compete; and we have in the past consummated acquisitions and intend to continue to pursue acquisitions, and our business may be adversely affected if we cannot consummate acquisitions on satisfactory terms, or if we cannot effectively integrate acquired operations. Readers and/or attendees are directed to the risk factors identified in the filings we make with the SEC from time to time, copies of which are available free of charge at the SEC’s website at www.sec.gov under Karman Holdings Inc.

The forward-looking statements included in this announcement are only made as of the date of this announcement. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable law.

4


 

 

 

Karman Holdings, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except par value and share data)

(unaudited)

 

 

 

March 31,

 

 

December 31,

 

 

 

2026

 

 

2025

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

73,798

 

 

$

33,959

 

Accounts receivable, net

 

 

98,614

 

 

 

78,716

 

Contract assets

 

 

169,370

 

 

 

156,298

 

Inventory

 

 

16,140

 

 

 

10,662

 

Prepaid and other current assets

 

 

12,370

 

 

 

11,768

 

Total current assets

 

 

370,292

 

 

 

291,403

 

Property, plant and equipment

 

 

150,149

 

 

 

134,793

 

Less accumulated depreciation

 

 

(42,831

)

 

 

(39,384

)

Net property, plant and equipment

 

 

107,318

 

 

 

95,409

 

Other assets

 

 

 

 

 

 

Goodwill

 

 

439,210

 

 

 

352,513

 

Intangible assets, net

 

 

400,459

 

 

 

285,888

 

Operating lease right-of-use assets

 

 

10,727

 

 

 

6,021

 

Finance lease right-of-use assets

 

 

81,706

 

 

 

66,193

 

Other assets

 

 

8,026

 

 

 

6,669

 

Total other assets

 

 

940,128

 

 

 

717,284

 

Total assets

 

$

1,417,738

 

 

$

1,104,096

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

38,425

 

 

$

31,632

 

Accrued payroll and related expenses

 

 

12,901

 

 

 

13,776

 

Contract liabilities

 

 

25,752

 

 

 

22,814

 

Current portion of operating lease liabilities

 

 

2,254

 

 

 

1,815

 

Current portion of finance lease liabilities

 

 

4,553

 

 

 

4,401

 

Short term notes payable, net of debt issuance costs

 

 

5,610

 

 

 

3,836

 

Income taxes payable

 

 

5,106

 

 

 

5,299

 

Other current liabilities

 

 

10,195

 

 

 

5,094

 

Total current liabilities

 

 

104,796

 

 

 

88,667

 

Long-term liabilities

 

 

 

 

 

 

Revolving line of credit

 

 

 

 

 

 

Long-term notes payable, net of current portion and net of debt issuance costs

 

 

752,180

 

 

 

495,312

 

Noncurrent operating lease liabilities, net of current portion

 

 

9,200

 

 

 

4,949

 

Noncurrent finance lease liabilities, net of current portion

 

 

93,195

 

 

 

76,995

 

Other liabilities

 

 

6,928

 

 

 

7,650

 

Deferred tax liabilities

 

 

45,748

 

 

 

47,832

 

Total long-term liabilities

 

 

907,251

 

 

 

632,738

 

Total liabilities

 

 

1,012,047

 

 

 

721,405

 

Equity:

 

 

 

 

 

 

Preferred stock, $0.001 par value; authorized — 100,000,000 shares; issued and outstanding — none

 

 

 

 

 

 

Common stock; $0.001 par value; authorized — 1,000,000,000 shares; issued and outstanding — 132,322,435 and none, respectively

 

 

133

 

 

 

132

 

Additional paid in capital

 

 

388,660

 

 

 

373,455

 

Accumulated other comprehensive income

 

 

75

 

 

 

75

 

Retained earnings

 

 

16,823

 

 

 

9,029

 

Stockholders' equity

 

 

405,691

 

 

 

382,691

 

Total liabilities and stockholders' equity

 

$

1,417,738

 

 

$

1,104,096

 

 

 

 

5


 

 

 

Karman Holdings, Inc.

Condensed Consolidated Statements of Income (Loss)

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Revenue

 

$

151,210

 

 

$

100,124

 

Cost of goods sold

 

 

87,345

 

 

 

60,673

 

Gross profit

 

 

63,865

 

 

 

39,451

 

Operating expenses

 

 

 

 

 

 

General and administrative expenses

 

 

28,637

 

 

 

23,288

 

Depreciation and amortization expense

 

 

13,776

 

 

 

6,200

 

Operating expenses

 

 

42,413

 

 

 

29,488

 

Net operating income

 

 

21,452

 

 

 

9,963

 

Interest expense, net

 

 

(12,646

)

 

 

(11,373

)

Other income

 

 

(174

)

 

 

(80

)

Income (loss) before provision for income taxes

 

 

8,632

 

 

 

(1,490

)

Provision for income taxes

 

 

(838

)

 

 

(3,308

)

Net income (loss)

 

 

7,794

 

 

 

(4,798

)

Net income (loss) per common share, basic and diluted

 

$

0.06

 

 

$

(0.04

)

Weighted-average common share, basic and diluted

 

 

132,526

 

 

 

132,175

 

 

 

 

6


 

 

 

Karman Holdings, Inc.

Reconciliation of GAAP to Non-GAAP Financial Measures

(unaudited)

 

 

Three Months Ended March 31,

 

(unaudited, in thousands, except percent)

2026

 

 

2025

 

GAAP net income

$

7,794

 

 

$

(4,798

)

Income tax provision

 

838

 

 

 

3,308

 

Depreciation and amortization1

 

16,632

 

 

 

8,869

 

Interest expense, net

 

12,646

 

 

 

11,373

 

EBITDA

 

37,910

 

 

 

18,752

 

Transaction-related expenses2

 

2,263

 

 

 

1,962

 

Integration expenses and non-recurring restructuring costs3

 

1,410

 

 

 

261

 

Lender and administrative agent fees4

 

735

 

 

 

1,260

 

Share-based Compensation5

 

 

 

 

8,084

 

Other non-recurring costs6

 

2,468

 

 

 

 

Adjusted EBITDA

$

44,786

 

 

$

30,319

 

Revenue

$

151,210

 

 

$

100,124

 

Net income margin

 

5.2

%

 

 

(4.8

%)

Adjusted EBITDA margin

 

29.6

%

 

 

30.3

%

 

 

 

Three months ended March 31,

 

(unaudited)

 

2026

 

 

2025

 

GAAP net income (loss) per share

 

$

0.06

 

 

$

(0.04

)

Transaction-related expenses2

 

 

0.02

 

 

 

0.02

 

Integration expenses and non-recurring restructuring costs3

 

 

0.01

 

 

 

 

Lender and administrative agent fees4

 

 

0.01

 

 

 

0.01

 

Share-based compensation5

 

 

 

 

 

0.06

 

Other non-recurring costs6

 

 

0.02

 

 

 

 

Adjusted EPS7

 

$

0.11

 

 

$

0.05

 

 

1.
Includes depreciation of property, plant and equipment, amortization of intangible assets and right-of-use assets. Depreciation expense includes allocated depreciation from cost of goods sold of $2.9 million and $2.7 million for the three months ended March 31, 2026 and 2025, respectively.
2.
Represents legal and due diligence fees incurred in connection with planned and completed acquisitions, which are required to be expensed as incurred. For the three months ended March 31, 2026, these expenses is primarily related to the Seemann acquisition. Additionally, the Company incurred certain professional service fees related to its IPO that did not meet the requirements to be deferred issuance costs. These costs are considered non-recurring and outside the ordinary course of business, and therefore are not indicative of ongoing operating performance. During the three months ended March 31, 2025, the $1.9 million was mostly related to such IPO related expenses.
3.
Includes company-wide system implementation expenses company re-branding costs and compliance efforts. This category also includes post-acquisition integration costs, and employee expenses related to acquisitions or restructuring activities.
4.
Reflects non-recurring lender fees associated with discrete amendments to the Company’s credit agreement, separate from ongoing administrative fees.
5.
Reflects share-based compensation expenses associated with the Company’s P Units and Phantom Units. These Units were fully vested in connection with the completion of the Company’s IPO in February 2025.
6.
Represents item management believes are not indicative of ongoing operating performance. Other non-recurring costs for the three months ended March 31, 2026 includes an estimated $1.6 million legal settlements and related professional fees, as well as and professional fees associate with other non-recurring events.
7.
Total may not sum due to rounding.

###

7


 

 

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Contacts

Investor contact:

Steven Gitlin

investors@karman-sd.com

Media contact:

press@karman-sd.com

 

8


Slide 1

www.karman-sd.com NYSE: KRMN “We achieved another quarter of record financial results. As funding for our core defense programs accelerates and space launch activity increases, we believe the commitments we are securing today provide a clear runway for continued momentum through 2027 and beyond.” Jon Rambeau Chief Executive Officer Revenue Net Income $151.2M $44.8M +51% YoY 29.6 % Margin +$11.0M YoY HIGHLIGHTS CONSISTENT GROWTH 2023 2024 2022 YoY revenue growth in all end markets 2025 Record backlog of $1+ Billion Projecting 54% revenue growth in 2026 Projecting 47% adj. EBITDA growth in 2026 $472 $345 $281 $226 SPEED.AGILITY.SCALE. Aligned with the U.S. Government’s Key Priorities in Space and National Security CEO MESSAGE Adj. EBITDA $7.8M RECORD Q1 2026 RESULTS Revenue (in $millions) 28% Compound Annual Growth Rate 2022 - 2025

FAQ

How did Karman Holdings (KRMN) perform financially in Q1 2026?

Karman Holdings reported Q1 2026 revenue of $151.2 million, up 51.0% year over year. Net income reached $7.8 million, or $0.06 per diluted share, compared with a $4.8 million loss and $(0.04) per share in the prior-year quarter.

What were Karman Holdings’ key profitability metrics for Q1 2026?

Karman generated $63.9 million in gross profit and $21.5 million in net operating income in Q1 2026. Non-GAAP adjusted EBITDA was $44.8 million, up 47.7% year over year, resulting in a 29.6% adjusted EBITDA margin on $151.2 million of revenue.

How strong was Karman Holdings’ backlog at the end of Q1 2026?

At March 31, 2026, Karman reported a total backlog of $1.0 billion. This backlog represents the value or estimated value of existing contracts, less amounts already invoiced, and was up 61% compared to the end of the first quarter of 2025.

What guidance did Karman Holdings issue for full-year 2026?

For fiscal 2026, Karman raised its outlook to $720–$735 million in total revenue and $208.5–$219.5 million in non-GAAP adjusted EBITDA. Management indicated this reflects targeted 54% revenue growth and 47% adjusted EBITDA growth versus the prior year.

How did Karman Holdings’ segment revenues change in Q1 2026?

In Q1 2026, revenue was $35.7 million in Hypersonics and Strategic Missile Defense, $43.9 million in Space and Launch, $45.3 million in Tactical Missiles and Integrated Defense Systems, and $26.4 million in Maritime Defense Systems, with each reported end market growing year over year.

What changes occurred in Karman Holdings’ balance sheet during Q1 2026?

Total assets increased to $1.42 billion from $1.10 billion at December 31, 2025. Cash and cash equivalents rose to $73.8 million, while long-term notes payable increased to $752.2 million. Stockholders’ equity grew to $405.7 million from $382.7 million.

What non-GAAP metrics does Karman Holdings emphasize in its results?

Karman highlights Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted EPS. For Q1 2026, Adjusted EBITDA was $44.8 million, with a 29.6% margin, and Adjusted EPS was $0.11, compared with $0.05 in the prior-year quarter.

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